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General Meetings of Shareholders8616Tokai Tokyo Financial Holdings,Inc.Financials (excluding banks)

Notice of Convocation of the 114th Annual General Meeting of Shareholders

For the 114th Ordinary General Meeting of Shareholders, 5 company proposals and 3 shareholder proposals were submitted for deliberation. The director candidates comprise 5 directors who are not Audit and Supervisory Committee members and 4 Audit and Supervisory Committee members, for a total of 9.

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Resolutions for the General Meeting of Shareholders

Ordinary (114th term)
2026
Jun 25
Date and time(Thursday), 10:00 a.m.29 days from this disclosure to the meeting
Matters for resolution8 items
  1. Appropriation of surplus

  2. Election of 5 directors (excluding directors who are Audit and Supervisory Committee members)

  3. Election of 4 Directors Serving as Audit and Supervisory Committee Members

  4. Payment of directors’ bonuses

  5. Issuance of share acquisition rights as stock options to the directors responsible for the execution of business, executive officers and equivalent personnel, and employees of the Company and its subsidiaries

  6. Partial amendments to the Articles of Incorporation

  7. Removal of 2 directors excluding directors who are Audit and Supervisory Committee members (Ishida (石田) and Kasuga (春日))

  8. Removal of 2 directors who are Audit and Supervisory Committee members (Ohno (大野) and Yamazaki (山崎))

Shareholder Proposal

Proposals Nos. 6 through 8 submitted by 1 shareholder. The Board of Directors opposes them.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nominee
9Nominees
1New
5Outside
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingOrdinary (114th term)
Date and time25 June 2026 (Thursday), 10:00 a.m.
Matters for resolutionProposal 1: Appropriation of surplus, Proposal No. 2: Election of 5 directors (excluding directors who are Audit and Supervisory Committee members), Proposal No. 3: Election of 4 Directors Serving as Audit and Supervisory Committee Members, Proposal No. 4: Payment of directors’ bonuses, Proposal No. 5: Issuance of share acquisition rights as stock options to the directors responsible for the execution of business, executive officers and equivalent personnel, and employees of the Company and its subsidiaries, Proposal No. 6: Partial amendments to the Articles of Incorporation, Proposal No. 7: Removal of 2 directors excluding directors who are Audit and Supervisory Committee members (Ishida (石田) and Kasuga (春日)), Proposal No. 8: Removal of 2 directors who are Audit and Supervisory Committee members (Ohno (大野) and Yamazaki (山崎))
Shareholder ProposalProposals Nos. 6 through 8 submitted by 1 shareholder. The Board of Directors opposes them.
Director nominee9 (including 1 new candidate and 5 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

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To hold the General Meeting of Shareholders and submit each proposal for deliberation. The Board of Directors opposes shareholder proposals Nos. 6 through 8.

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Notice of Convocation of the 114th Annual General Meeting of Shareholders | Tokai Tokyo Financial Holdings,Inc. (8616) timely disclosure | Komori