Resolutions for the General Meeting of Shareholders
Annual (109th)Reduction in the Amounts of the Capital Reserve and Profit Reserve and Disposal of Surplus
Partial Amendments to the Articles of Incorporation
Election of 1 director
Election of 1 Director
Shareholder ProposalAmendments to the Articles of Incorporation Concerning Measures to Achieve Management That Is Conscious of the Cost of Capital and Share Price
Shareholder Proposal
The proposer is 1 shareholder, Dalton Kizuna (Master) Fund, L.P. Proposal No. 4 concerns the election of 1 director, and Proposal No. 5 concerns amendments to the Articles of Incorporation relating to management that is conscious of the cost of capital and share price. 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 (109th) |
| Date and time | 25 June 2026 (Thursday), 10:00 a.m. |
| Matters for resolution | Proposal No. 1: Reduction in the Amounts of the Capital Reserve and Profit Reserve and Disposal of Surplus, Proposal No. 2: Partial Amendments to the Articles of Incorporation, Proposal No. 3: Election of 1 director, Proposal No. 4: Election of 1 Director, Proposal No. 5: Amendments to the Articles of Incorporation Concerning Measures to Achieve Management That Is Conscious of the Cost of Capital and Share Price |
| Shareholder Proposal | The proposer is 1 shareholder, Dalton Kizuna (Master) Fund, L.P. Proposal No. 4 concerns the election of 1 director, and Proposal No. 5 concerns amendments to the Articles of Incorporation relating to management that is conscious of the cost of capital and share price. The Board of Directors opposes both proposals. |
| Director nominee | There are 1 company-nominated candidate, who is new and an outside director, and 1 shareholder-nominated candidate, who is an outside director. Following the meeting, the Board of Directors is expected to comprise 12 directors, including 6 independent 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 increase distributable amounts, enable flexible capital policies and stabilize the financial foundation, enhance shareholder returns, clarify directors’ management responsibilities, facilitate a rapid response to changes in the business environment, and strengthen oversight functions. The reasons given for opposing the shareholder proposals include continuity of management under the current directors, the expertise of the candidates nominated under the company proposals, and the potential loss of management agility and flexibility if disclosure obligations are stipulated in the Articles of Incorporation.