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General Meetings of Shareholders8358Suruga Bank Ltd.Banks

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

For the 215th Annual General Meeting of Shareholders, a company proposal concerning the election of 7 Directors and 5 shareholder proposals concerning amendments to the Articles of Incorporation submitted by 10 shareholders have been placed on the agenda. The Board of Directors has expressed its opposition to all 5 shareholder proposals.

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Resolutions for the General Meeting of Shareholders

Annual (215th fiscal year)
2026
Jun 24
Date and time(受付開始時刻: 9:00 a.m.)30 days from this disclosure to the meeting
Matters for resolution6 items
  1. Election of 7 directors (excluding directors who are Audit & Supervisory Committee members)

  2. Partial Amendments to the Articles of Incorporation (dissemination throughout the company and implementation of the current settlement policy relating to relief for victims)

  3. Partial Amendments to the Articles of Incorporation (maintenance of records of external statements concerning relief for victims and establishment of a disclosure system)

  4. Partial Amendments to the Articles of Incorporation (regular review by the Board of Directors of the implementation status of relief for victims)

  5. Partial Amendments to the Articles of Incorporation (strengthening the oversight functions of Outside Directors concerning relief for victims)

  6. Partial Amendments to the Articles of Incorporation (succession of the relief policy for victims and ensuring its continuity)

Shareholder Proposal

10 shareholders (395 voting rights) submitted Proposals Nos. 2 through 6. The Board of Directors opposes all of the proposals.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee
7Nominees
0New
3Outside
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (215th fiscal year)
Date and time10:00 a.m. on Wednesday, 24 June 2026 (受付開始時刻: 9:00 a.m.)
Matters for resolutionProposal No. 1: Election of 7 directors (excluding directors who are Audit & Supervisory Committee members), Proposal No. 2: Partial Amendments to the Articles of Incorporation (dissemination throughout the company and implementation of the current settlement policy relating to relief for victims), Proposal No. 3: Partial Amendments to the Articles of Incorporation (maintenance of records of external statements concerning relief for victims and establishment of a disclosure system), Proposal No. 4: Partial Amendments to the Articles of Incorporation (regular review by the Board of Directors of the implementation status of relief for victims), Proposal No. 5: Partial Amendments to the Articles of Incorporation (strengthening the oversight functions of Outside Directors concerning relief for victims), Proposal No. 6: Partial Amendments to the Articles of Incorporation (succession of the relief policy for victims and ensuring its continuity)
Shareholder Proposal10 shareholders (395 voting rights) submitted Proposals Nos. 2 through 6. The Board of Directors opposes all of the proposals.
Director nominee7, including 0 new candidates and 3 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 Board of Directors opposes the shareholder proposals on the grounds that the Articles of Incorporation set out the company's basic rules and are not intended to establish policies on specific issues, and that the matters are already addressed, or do not need to be addressed, through existing internal systems and information disclosure and oversight systems.

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Notice of Convocation of the 2026 Annual General Meeting of Shareholders and Reference Materials for the General Meeting of Shareholders | Suruga Bank Ltd. (8358) timely disclosure | Komori