Resolutions for the General Meeting of Shareholders
Annual, 80thAppropriation of surplus
Election of 9 directors, excluding directors who are Audit and Supervisory Committee members
Election of 1 director who is an Audit & Supervisory Committee Member
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)
Election of 2 directors who are not Audit & Supervisory Committee Members
The proponents are Dalton and related parties. They propose the election of 2 directors who are not Audit & 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.| Item | Details |
|---|---|
| Type of shareholders' meeting | Annual, 80th |
| Date and time | 17 June 2026 |
| Matters for resolution | Proposal 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 Proposal | The proponents are Dalton and related parties. They propose the election of 2 directors who are not Audit & Supervisory Committee Members; the Board of Directors opposes the proposal. |
| Director nominee | The company proposes a total of 10 candidates (9 directors who are not Audit & Supervisory Committee Members and 1 director who is an Audit & Supervisory Committee Member). Number of new candidates: Not disclosed. Number of outside director candidates: Not disclosed. The shareholder proposal comprises 2 outside director candidates. |
Items this document does not state (1)
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 company explained that it submitted Proposal No. 4 because Dalton and related parties are highly likely to conduct a large-scale purchase or similar action without complying with the response policy, potentially creating conflicts of interest with general shareholders and harming corporate value and the common interests of shareholders. Regarding Proposal No. 5, it opposes the proposal because the 2 candidates are officers or employees of Dalton and related parties, which could create conflicts of interest with the company and reduce the independence of the Board of Directors, and because no specific measures to enhance corporate value have been identified.