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General Meetings of Shareholders6971KYOCERA CORPORATIONElectrical Equipment and Precision Instruments

Notice of Convocation of the 72nd Annual General Meeting of Shareholders

The 72nd Annual General Meeting of Shareholders will be held on 25 June 2026, with 8 company proposals and 4 shareholder proposals submitted for consideration. In connection with the transition to a company with an Audit and Supervisory Committee, the agenda includes amendments to the Articles of Incorporation, the election of directors and directors who are Audit and Supervisory Committee members, and the determination of directors’ remuneration.

Worth reading
78Important
Scored from 3 of 4 sections
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
12
proposals
Wording
Definitive
How definitive the wording is.

Resolutions for the General Meeting of Shareholders

Annual (72nd term)
2026
Jun 25
Date and time(Thursday), 10:00 a.m. (registration opens at 9:00 a.m.)23 days from this disclosure to the meeting
Matters for resolution12 items
  1. Appropriation of surplus

  2. Partial Amendments to the Articles of Incorporation

  3. Election of 10 directors, excluding directors who are Audit and Supervisory Committee Members

  4. Election of 3 directors serving as Audit and Supervisory Committee members

  5. Election of 1 substitute director serving as an Audit and Supervisory Committee member

  6. Determination of the total amount of remuneration for directors, excluding directors who are Audit and Supervisory Committee members

  7. Determination of the total amount of remuneration for directors who are Audit and Supervisory Committee members

  8. Determination of the amount and terms of share-based remuneration for directors, excluding directors who are Audit and Supervisory Committee members and outside directors

  9. Acquisition of treasury shares

  10. Removal of 1 director

  11. Election of 1 outside director who is an Audit and Supervisory Committee member

  12. Election of 1 outside director, excluding directors who are Audit and Supervisory Committee members

Shareholder Proposal

Yes. The proposer is a shareholder. Proposals No. 9 through 12 were submitted. The Board of Directors’ position is Not disclosed.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nomineeThe company has proposed 13 candidates (10 directors and 3 directors who are Audit and Supervisory Committee members). Of the 10 directors, 1 is a new candidate and 5 are outside directors. All 3 directors who are Audit and Supervisory Committee members are new candidates, including 2 outside directors. In total, there are 4 new candidates and 7 outside directors.
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (72nd term)
Date and time25 June 2026 (Thursday), 10:00 a.m. (registration opens at 9:00 a.m.)
Matters for resolutionProposal 1: Appropriation of surplus, Proposal No. 2: Partial Amendments to the Articles of Incorporation, Proposal No. 3: Election of 10 directors, excluding directors who are Audit and Supervisory Committee Members, Proposal No. 4: Election of 3 directors serving as Audit and Supervisory Committee members, Proposal No. 5: Election of 1 substitute director serving as an Audit and Supervisory Committee member, Proposal No. 6: Determination of the total amount of remuneration for directors, excluding directors who are Audit and Supervisory Committee members, Proposal No. 7: Determination of the total amount of remuneration for directors who are Audit and Supervisory Committee members, Proposal No. 8: Determination of the amount and terms of share-based remuneration for directors, excluding directors who are Audit and Supervisory Committee members and outside directors, Proposal No. 9: Acquisition of treasury shares, Proposal No. 10: Removal of 1 director, Proposal No. 11: Election of 1 outside director who is an Audit and Supervisory Committee member, Proposal No. 12: Election of 1 outside director, excluding directors who are Audit and Supervisory Committee members
Shareholder ProposalYes. The proposer is a shareholder. Proposals No. 9 through 12 were submitted. The Board of Directors’ position is Not disclosed.
Director nomineeThe company has proposed 13 candidates (10 directors and 3 directors who are Audit and Supervisory Committee members). Of the 10 directors, 1 is a new candidate and 5 are outside directors. All 3 directors who are Audit and Supervisory Committee members are new candidates, including 2 outside directors. In total, there are 4 new candidates and 7 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 company will transition to a company with an Audit and Supervisory Committee to strengthen the supervisory functions of the Board of Directors and enhance deliberations. It will also ensure stable shareholder returns, establish the composition of the Board of Directors, and determine directors’ remuneration.

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Notice of Convocation of the 72nd Annual General Meeting of Shareholders | KYOCERA CORPORATION (6971) timely disclosure | Komori