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General Meetings of Shareholders9020East Japan Railway CompanyTransportation and Logistics

Reference Documents for the 39th Annual General Meeting of Shareholders, Business Report, etc.

For the 39th Annual General Meeting of Shareholders, 3 company proposals and 5 shareholder proposals have been submitted. The proposals would increase the number of directors other than directors who are Audit and Supervisory Committee Members from 11 to 12, and elect 2 directors who are Audit and Supervisory Committee Members.

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Resolutions for the General Meeting of Shareholders

Annual (39th)
Matters for resolution8 items
  1. Appropriation of surplus

  2. Election of 12 Directors (excluding Directors who are Audit and Supervisory Committee Members)

  3. Election of 2 Directors serving as Audit and Supervisory Committee Members

  4. Dismissal of Director and Representative Director and President Yoshino Akiki (喜㔟陽一)

  5. Dismissal of Director and Chairman of the Board Fukazawa Yuji (深澤祐二)

  6. Partial Amendments to the Articles of Incorporation (Safety Advisory Committee)

  7. Partial Amendments to the Articles of Incorporation (Legal Compliance and Worker Protection Committee)

  8. Partial Amendments to the Articles of Incorporation (Labor-Management Autonomy Investigation Committee and Labor-Management Autonomy Audit and Supervisory Committee Member)

Shareholder Proposal

The proposals were submitted by 99 shareholders holding 715 voting rights. Proposals Nos. 4 through 8 were submitted. The Board of Directors opposes all of them.

A shareholder proposal is a resolution submitted by a shareholder, rather than by the company.
Director nomineeThere are 14 director candidates: 12 directors other than Directors who are Audit and Supervisory Committee Members, and 2 Directors who are Audit and Supervisory Committee Members. There are 4 new candidates, including Shirayama Hiroko (白山弘子), Kurihara Mitsue (栗原美津枝) and Yasuda Hiromi (安田浩己), 1 of whom is a Director who is an Audit and Supervisory Committee Member, and 10 outside directors.
Resolutions for the General Meeting of Shareholders
ItemDetails
Type of shareholders' meetingAnnual (39th)
Matters for resolutionProposal 1: Appropriation of surplus, Proposal No. 2: Election of 12 Directors (excluding Directors who are Audit and Supervisory Committee Members), Proposal No. 3: Election of 2 Directors serving as Audit and Supervisory Committee Members, Proposal No. 4: Dismissal of Director and Representative Director and President Yoshino Akiki (喜㔟陽一), Proposal No. 5: Dismissal of Director and Chairman of the Board Fukazawa Yuji (深澤祐二), Proposal No. 6: Partial Amendments to the Articles of Incorporation (Safety Advisory Committee), Proposal No. 7: Partial Amendments to the Articles of Incorporation (Legal Compliance and Worker Protection Committee), Proposal No. 8: Partial Amendments to the Articles of Incorporation (Labor-Management Autonomy Investigation Committee and Labor-Management Autonomy Audit and Supervisory Committee Member)
Shareholder ProposalThe proposals were submitted by 99 shareholders holding 715 voting rights. Proposals Nos. 4 through 8 were submitted. The Board of Directors opposes all of them.
Director nomineeThere are 14 director candidates: 12 directors other than Directors who are Audit and Supervisory Committee Members, and 2 Directors who are Audit and Supervisory Committee Members. There are 4 new candidates, including Shirayama Hiroko (白山弘子), Kurihara Mitsue (栗原美津枝) and Yasuda Hiromi (安田浩己), 1 of whom is a Director who is an Audit and Supervisory Committee Member, and 10 outside directors.
Items this document does not state (2)
Date and timePercentage 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 proposals are based on the need to maintain stable dividends, strengthen the Board of Directors’ oversight function and management transparency, and fill vacancies among the Audit and Supervisory Committee Members. Regarding the shareholder proposals, the Board of Directors opposes the proposed dismissals and amendments to the Articles of Incorporation on the grounds that existing systems relating to safety, worker protection and labor-management relations are appropriately established, making them unnecessary.

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Reference Documents for the 39th Annual General Meeting of Shareholders, Business Report, etc. | East Japan Railway Company (9020) timely disclosure | Komori