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General Meetings of Shareholders5930Bunka Shutter Co.,Ltd.Construction and Materials

Notice of Convocation of the 80th Annual General Meeting of Shareholders

To hold the 80th Annual General Meeting of Shareholders, the Company has submitted proposals concerning the disposition of surplus, the election of directors and other matters, and takeover defense measures. In addition to the Company’s proposals, a shareholder has submitted a proposal for the election of 2 directors.

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Resolutions for the General Meeting of Shareholders

Annual, 80th
2026
Jun 17
Date and time29 days from this disclosure to the meeting
Matters for resolution5 items (4 from the company, 1 from shareholders)
  1. Appropriation of surplus

  2. Election of 9 directors, excluding directors who are Audit and Supervisory Committee members

  3. Election of 1 director who is an Audit & Supervisory Committee Member

  4. Approval of the conditional implementation of defensive measures in light of the high likelihood that Dalton and related parties will conduct a large-scale purchase or similar action involving the company's shares or other securities (in an emergency situation)

  5. Election of 2 directors who are not Audit & Supervisory Committee Members

    Shareholder Proposal
Shareholder Proposal

Yes. The proposers are certain shareholders. They have submitted Proposal No. 5 concerning the election of 2 directors who are not Audit and Supervisory Committee Members. The Board of Directors opposes the proposal.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nomineeThe Company’s proposals comprise 9 directors other than directors serving as Audit and Supervisory Committee Members and 1 director serving as an Audit and Supervisory Committee Member. Including the shareholder proposal, there are 11 candidates for directors who are not Audit and Supervisory Committee Members. Among the Company’s nominees, 1 is a new candidate and 5 are outside directors, including the candidate for Audit and Supervisory Committee Member.
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual, 80th
Date and time10:00 a.m., Wednesday, 17 June 2026
Matters for resolutionProposal No. 1: Appropriation of surplus, Proposal No. 2: Election of 9 directors, excluding directors who are Audit and Supervisory Committee members, Proposal No. 3: Election of 1 director who is an Audit & Supervisory Committee Member, Proposal No. 4: Approval of the conditional implementation of defensive measures in light of the high likelihood that Dalton and related parties will conduct a large-scale purchase or similar action involving the company's shares or other securities (in an emergency situation), Proposal No. 5: Election of 2 directors who are not Audit & Supervisory Committee Members
Shareholder ProposalYes. The proposers are certain shareholders. They have submitted Proposal No. 5 concerning the election of 2 directors who are not Audit and Supervisory Committee Members. The Board of Directors opposes the proposal.
Director nomineeThe Company’s proposals comprise 9 directors other than directors serving as Audit and Supervisory Committee Members and 1 director serving as an Audit and Supervisory Committee Member. Including the shareholder proposal, there are 11 candidates for directors who are not Audit and Supervisory Committee Members. Among the Company’s nominees, 1 is a new candidate and 5 are outside directors, including the candidate for Audit and Supervisory Committee Member.
Items this document does not state (1)
Percentage voting in favor

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

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

The proposal concerning the disposition of surplus takes into account the results for the fiscal year under review, with the aim of maintaining a stable financial foundation through the sustained generation of profits and continuing to pay stable dividends to shareholders. The director nominees have been selected based on their suitability for making decisions on management policies and corporate strategies and for performing supervisory functions, among other considerations. Proposal No. 4 has been submitted in light of the situation in which the likelihood of a large-scale purchase of the Company’s shares and other securities by Dalton and others is high (an emergency situation).

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Notice of Convocation of the 80th Annual General Meeting of Shareholders | Bunka Shutter Co.,Ltd. (5930) timely disclosure | Komori