This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.
Securities code: 3529
June 6, 2025 (Start date of electronic provision measures: June 5, 2025)
To Shareholders with Voting Rights:Shinji Nikko President
ATSUGI CO., LTD.
1-3-2, Ohyakita, Ebina-city Kanagawa, Japan
(Head office:
10F, ViNA GARDENS OFFICE
2-2, Megumi-cho, Ebina-city Kanagawa, Japan)
NOTICE OF CONVOCATION OF THE 99th ANNUAL GENERAL MEETING OF SHAREHOLDERSDear Shareholders:
We would like to express our appreciation for your continued support and patronage.
We hereby inform you that the 99th Annual General Meeting of Shareholders of ATSUGI CO., LTD. (the "Company") will be held as described below.
In convening this General Meeting of Shareholders, the Company has taken electronic provision measures, and has posted the matters subject to electronic provision measures on the Company's website on the Internet as the "Notice of Convocation of the 99th Annual General Meeting of Shareholders." Please access the following website to view the available document.
The Company's website: https://www.atsugi.co.jp/ir/soukai.html
In addition to the above website, the matters subject to electronic provision measures are also posted on Tokyo Stock Exchange's (TSE) website.
TSE website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access TSE website above, enter "Atsugi" in the "Issue name (company name)" field or "3529" in the "Code" field, click "Search," and then click "Basic information" and select "Documents for public inspection/PR information." Please view the document from "Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting" under the "Filed information available for public inspection" section.
If you intend not to attend the meeting, you may exercise your voting rights in advance in writing (postal mail) or via the Internet. Please review the Reference Documents for the General Meeting of Shareholders included in the matters subject to electronic provision measures, and exercise your voting rights by 5:15 p.m., Thursday, June 26, 2025.
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Date and Time: Friday, June 27, 2025 at 10:00 a.m. Japan time
(Reception will open at 9:30 a.m.)
- Place: LA ROSE I Banquet Hall, 3rd Floor of Rembrandt Hotel Ebina 2-9-50 Chuo, Ebina, Kanagawa, Japan
- Meeting Agenda:
2. Non-consolidated Financial Statements for the Company's 99th Fiscal Year (April 1, 2024 - March 31, 2025)
Proposals to be resolved: Proposal Election of Six (6) DirectorsWhen you attend the meeting, please present the enclosed ballot form on the day of the meeting to the reception desk.
Please note that if any revisions are made to the matters subject to electronic provision measures, the revised contents will be made available on the respective websites where the matters are posted.
These documents sent to our shareholders also serve as the documents presenting the matters subject to electronic provision measures, which are delivered to shareholders who have made a request for such documents. In accordance with laws, regulations and the provisions of the Company's Articles of Incorporation, items listed below are excluded from the documents. Accounting Auditor and the Audit & Supervisory Board Members have audited the documents subject to audit including the items listed below.
"Resolutions regarding the establishment of systems, etc., to ensure the appropriateness of operations and a summary of the operation status thereof"
"Consolidated Statement of Changes in Equity"
"Notes to Consolidated Financial Statements"
"Non-consolidated Statement of Changes in Equity"
"Notes to Non-consolidated Financial Statements"
The term of office of all six (6) Directors shall expire at the close of this General Meeting of Shareholders. Accordingly, the Company proposes the election of six (6) Directors. Each candidate for Director was decided by the Board of Directors upon receiving reports from the Nomination and Remuneration Committee in which independent officers represent the majority.
The candidates for Directors are as follows.
Candidate No.
Name
Current position and responsibility in the Company
Reappointment
Shinji Nikko President
Director Executive Officer, Division
Reappointment
Masahiro Furukawa
Manager, Administration Division, and General Manager, Corporate Planning Department
Reappointment
Satoshi Nakamura
3
Director Executive Officer, Division Manager, Legwear Division
Director
Independent
Reappointment
Reappointment
Outside
Independent
Director
Toshio Takanashi
4
Outside
5
Masatoshi Ohara
6
Mari Inoue
Director
Independent
Outside
Reappointment
No. | Name (Date of birth) | Career summary, positions, responsibilities, and significant concurrent positions | Number of shares of the Company held | |
April 1979 June 2003 | Joined Teijin Shoji Co., Ltd. (currently Teijin Frontier Co., Ltd.) President of N.I. Teijin Shoji (Thailand) Co., Ltd. | |||
April 2008 | President of N.I. Teijin Shoji (U.S.A.) Inc. | |||
1 | Shinji Nikko (December 12, 1956) [Reappointment] | June 2011 April 2012 June 2013 June 2014 April 2015 April 2017 April 2021 June 2021 | Director and General Manager, Industrial &Automotive Fabrics Division of NI Teijin Shoji Co., Ltd. (currently Teijin Frontier Co., Ltd.) Director and Chief Officer, Industrial Textiles & Materials Division Group of NI Teijin Shoji Co., Ltd. (currently Teijin Frontier Co., Ltd.) Managing Director and Chief Officer, Industrial Textiles & Materials Division Group of Teijin Frontier Co., Ltd. Senior Managing Director and Chief Officer, Textile & Apparel Division Group II of Teijin Frontier Co., Ltd. Corporate Officer, General Manager, Product Converting Business Group of Teijin Group, and President and Representative Director of Teijin Frontier Co., Ltd. Executive Officer and General Manager, Fibers & Products Converting Business Group of Teijin Group, and President and Representative Director of Teijin Frontier Co., Ltd. Director and Senior Adviser of Teijin Frontier Co., Ltd. Senior Adviser of Teijin Frontier Co., Ltd. | 40,027 shares |
April 2022 | Adviser of the Company | |||
June 2022 June 2022 | Representative Director of the Company (to present) President of the Company (to present) | |||
[Reason for nomination as candidate for Director] | ||||
Mr. Shinji Nikko, having served as the President and Representative Director of Teijin Frontier Co., Ltd. and | ||||
Executive Officer of the Teijin Group, is extremely knowledgeable about the textile industry and possesses | ||||
deep insight into the industry, a broad network, as well as extensive management experience including | ||||
experience abroad. Since assuming the office of the President of the Company in June 2022, he has been | ||||
demonstrating strong leadership, promoting business restructuring and organization reform while leading the | ||||
transformation of the Group. | ||||
Based on his experience and knowledge described above, the Company determined that he will continue to | ||||
appropriately perform his duties as a Director toward restoring the Group's business performance and the | ||||
improvement of medium to long-term corporate value, and therefore, nominates him as a candidate for Director. | ||||
No. | Name (Date of birth) | Career summary, positions, responsibilities, and significant concurrent positions | Number of shares of the Company held | |
April 2001 | Joined the Company | |||
Masahiro Furukawa | April 2010 April 2016 April 2020 | General Manager of Atsugi Stocking (Yantai) Co., Ltd. General Manager, Accounting Department, Administration Division of the Company Executive Officer of the Company (to present) | ||
(January 2, 1979) [Reappointment] | April 2020 April 2021 June 2022 | Supervisor, Administration of the Company General Manager, Corporate Planning Office of the Company Director of the Company (to present) | 7,402 shares | |
2 | October 2022 October 2022 | Division Manager, Administration Division of the Company (to present) General Manager, Corporate Planning Department of the Company (to present) | ||
[Reason for nomination as candidate for Director] | ||||
Mr. Masahiro Furukawa has experience in plant management as a General Manager of a Chinese production | ||||
subsidiary and has been playing a central role in leading the business administration of the Group, including the | ||||
strengthening of financial strategy and governance as the Division Manager of Administration Division. | ||||
Based on his experience and track record described above, the Company determined that he will continue to | ||||
appropriately perform his duties as a Director toward restoring the Group's business performance and the | ||||
improvement of medium to long-term corporate value, and therefore, nominates him as a candidate for Director. | ||||