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General Meetings of Shareholders6273SMC CORPORATIONMachinery

Notice of Convocation of the 2026 Annual General Meeting of Shareholders and Meeting Materials

The 67th Annual General Meeting of Shareholders will be held on 26 June 2026, with 7 proposals to be submitted, concerning dividends, partial amendments to the Articles of Incorporation, the election of directors and directors serving as Audit and Supervisory Committee members, and executive compensation. The proposed amendments to the Articles of Incorporation include the transition to a company with an Audit and Supervisory Committee.

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Resolutions for the General Meeting of Shareholders

Annual (67th fiscal year)
2026
Jun 26
Date and time29 days from this disclosure to the meeting
Matters for resolution7 items
  1. Distribution of surplus

  2. Partial Amendments to the Articles of Incorporation

  3. Election of 11 directors, excluding directors serving as Audit and Supervisory Committee members

  4. Election of 3 directors who are Audit and Supervisory Committee members

  5. Determination of compensation limits for directors, excluding directors who are Audit and Supervisory Committee Members

  6. Determination of compensation limits for directors who are Audit and Supervisory Committee Members

  7. Determination of the amount and details of performance-linked compensation for directors, excluding outside directors and directors serving as Audit and Supervisory Committee members, comprising cash bonuses, share-based compensation, and stock options

Shareholder Proposal

None (not specified)

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee14 candidates. Of these, 5 are new candidates and 14 are outside directors (4 of the 11 candidates under Proposal 3 are outside directors, and all 3 candidates under Proposal 4 are outside directors)
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (67th fiscal year)
Date and time10:00 a.m., Friday, 26 June 2026
Matters for resolutionProposal 1: Distribution of surplus, Proposal No. 2: Partial Amendments to the Articles of Incorporation, Proposal 3: Election of 11 directors, excluding directors serving as Audit and Supervisory Committee members, Proposal No. 4: Election of 3 directors who are Audit and Supervisory Committee members, Proposal No. 5: Determination of compensation limits for directors, excluding directors who are Audit and Supervisory Committee Members, Proposal No. 6: Determination of compensation limits for directors who are Audit and Supervisory Committee Members, Proposal 7: Determination of the amount and details of performance-linked compensation for directors, excluding outside directors and directors serving as Audit and Supervisory Committee members, comprising cash bonuses, share-based compensation, and stock options
Shareholder ProposalNone (not specified)
Director nominee14 candidates. Of these, 5 are new candidates and 14 are outside directors (4 of the 11 candidates under Proposal 3 are outside directors, and all 3 candidates under Proposal 4 are outside directors)
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 transition to a company with an Audit and Supervisory Committee is intended to strengthen the Board of Directors' supervisory function, separate oversight from business execution, and accelerate decision-making. The changes to the compensation system are based on changes in economic conditions, business expansion, securing high-caliber management personnel, and strengthening the linkage with business performance and share value.

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Notice of Convocation of the 2026 Annual General Meeting of Shareholders and Meeting Materials | SMC CORPORATION (6273) timely disclosure | Komori