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General Meetings of Shareholders5129FIXER Inc.Information and Communications, Services and Others

Notice of Convocation of the 17th Annual General Meeting of Shareholders

The 17th Annual General Meeting of Shareholders will be held on 25 November 2026, with 1 company proposal and 3 shareholder proposals to be submitted for consideration. The company proposal concerns the reappointment of 2 incumbent directors. The shareholder proposals seek the removal of an outside director, the election of 1 director and a 50% reduction in director compensation.

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Resolutions for the General Meeting of Shareholders

Annual (17th)
2026
Nov 25
Date and time(Wednesday), 13:0023 days from this disclosure to the meeting
Matters for resolution4 items (1 from the company, 3 from shareholders)
  1. Election of 2 directors (excluding directors who are Audit & Supervisory Committee members)

  2. Removal of 1 outside director

    Shareholder Proposal
  3. Election of 1 director

    Shareholder Proposal
  4. Reduction in director compensation

    Shareholder Proposal
Shareholder Proposal

Yes. The proposer's name is Not disclosed. Proposal No. 2 concerns the removal of outside director Yamamoto Keijiro (山本 敬二郎), Proposal No. 3 concerns the election of Kitamura Ken (北村 健) as a director, and Proposal No. 4 concerns a 50% cut in the executive compensation of director Iwamae Go (磐前 豪). The board of directors opposes all of them.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nomineeThere are 2 company nominees, both of whom are standing for reappointment. The total number of candidates and the number of outside candidates, including those proposed by shareholders, are Not disclosed.
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (17th)
Date and time25 November 2026 (Wednesday), 13:00
Matters for resolutionProposal No. 1: Election of 2 directors (excluding directors who are Audit & Supervisory Committee members), Proposal No. 2: Removal of 1 outside director, Proposal No. 3: Election of 1 director, Proposal No. 4: Reduction in director compensation
Shareholder ProposalYes. The proposer's name is Not disclosed. Proposal No. 2 concerns the removal of outside director Yamamoto Keijiro (山本 敬二郎), Proposal No. 3 concerns the election of Kitamura Ken (北村 健) as a director, and Proposal No. 4 concerns a 50% cut in the executive compensation of director Iwamae Go (磐前 豪). The board of directors opposes all of them.
Director nomineeThere are 2 company nominees, both of whom are standing for reappointment. The total number of candidates and the number of outside candidates, including those proposed by shareholders, are Not disclosed.
Items this document does not state (1)
Percentage voting in favor

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The reasons the company gives

The company's own explanation, not something inferred from the numbers.

According to the notice of convocation, the reasons for the shareholder proposals include market confusion resulting from a downward revision to the earnings forecast, the candidate's management capabilities and accountability for poor performance. The board of directors opposes each shareholder proposal on the grounds that the incumbent outside director has contributed to oversight and advice, the candidate's willingness to take office cannot be confirmed, and a measure to reduce fixed compensation by 30% has already been decided.

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Notice of Convocation of the 17th Annual General Meeting of Shareholders | FIXER Inc. (5129) timely disclosure | Komori