Resolutions for the General Meeting of Shareholders
Annual (75th fiscal year)Election of 8 Directors (excluding Directors who are Audit & Supervisory Committee Members)
Election of 3 directors who are Audit and Supervisory Committee members
Election of 1 alternate director who is an Audit and Supervisory Committee Member
Appropriation of surplus
Shareholder ProposalAmendment to the Articles of Incorporation concerning the record date for the Annual General Meeting of Shareholders
Shareholder Proposal
Proponent: DALTON KIZUNA (MASTER) FUND LP. Proposal No. 4 concerns the appropriation of surplus, and Proposal No. 5 concerns amendments to the Articles of Incorporation regarding the record date for the Annual General Meeting of Shareholders. The Board of Directors opposes both proposals.
A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.| Item | Details |
|---|---|
| Type of shareholders' meeting | Annual (75th fiscal year) |
| Date and time | 10:00 a.m. on Friday, 26 June 2026 |
| Matters for resolution | Proposal No. 1: Election of 8 Directors (excluding Directors who are Audit & Supervisory Committee Members), Proposal No. 2: Election of 3 directors who are Audit and Supervisory Committee members, Proposal No. 3: Election of 1 alternate director who is an Audit and Supervisory Committee Member, Proposal No. 4: Appropriation of surplus, Proposal No. 5: Amendment to the Articles of Incorporation concerning the record date for the Annual General Meeting of Shareholders |
| Shareholder Proposal | Proponent: DALTON KIZUNA (MASTER) FUND LP. Proposal No. 4 concerns the appropriation of surplus, and Proposal No. 5 concerns amendments to the Articles of Incorporation regarding the record date for the Annual General Meeting of Shareholders. The Board of Directors opposes both proposals. |
| Director nominee | 12 candidates (8 Directors excluding Directors who are Audit & Supervisory Committee Members, 3 Directors who are Audit & Supervisory Committee Members, and 1 substitute Audit & Supervisory Committee Member). 3 are new candidates and 10 are outside Directors. |
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 proposals are intended to strengthen the management structure and audit functions and secure a substitute Audit & Supervisory Committee Member. The shareholder proponent cites strengthening shareholder returns, improving capital efficiency, and ensuring sufficient time for the provision of information to support voting decisions. The Board of Directors opposes the proposals on the grounds that growth investment, BCP investment and financial soundness must be balanced, and that confusion among shareholders should be avoided.