Hachijuni Bank : Notice of Convocation of the 142nd Annual General Meeting of Shareholders（PDF：337KB）

(Securities Code: 8359)

May 30, 2025

(Commencement date of measures for electronic provision: May 29, 2025)

Masaki Matsushita President

The Hachijuni Bank, Ltd. 178-8, Okada,

Nagano-city, Japan

The 142nd Annual General Meeting of Shareholders of The Hachijuni Bank, Ltd. (the "Bank") shall be held for the purposes described below.

The Bank has taken measures for electronic provision of the Reference Documents for this General Meeting of Shareholders, etc.*1, which are posted on the Internet on the following websites under the titles, "Notice of Convocation of the 142nd Annual General Meeting of Shareholders" and "Other Matters Subject to Measures for Electronic Provision"*2. The Reference Documents for this General Meeting of Shareholders, etc. are uniformly sent in a paper-based form, regardless of whether or not shareholders requested the delivery of paper-based documents.

*1. Measures for electronic provision refer to the system under which, in lieu of the traditional system of sending paper-based materials, a notice stating the addresses of the websites on which materials for general meetings of shareholders are posted is sent to shareholders so that they themselves will access the websites to see those materials.

*2. Details on "Other Matters Subject to Measures for Electronic Provision" are described on page 3.

The Bank's website: https://www.82bank.co.jp/ir/kabushiki/soukai.html

In addition to the above website, the Bank has also posted this Reference Documents for this General Meeting of Shareholders, etc. on the website of the Tokyo Stock Exchange ("TSE"). Please access the following TSE's website (TSE Listed Company Search), enter and search for "The Hachijuni Bank" under "Issue name (company name)" or enter and search for "8359" (one-byte number) under Securities "Code," select "Basic information" and "Documents for public inspection / PR information" in that order to see the Reference Documents, etc.

TSE's website: https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show*

If you will be attending the meeting, please kindly submit the enclosed Voting Form at the reception desk.

If you are unable to attend the meeting, you can exercise your voting rights via the Internet or mail. Please review the Reference Documents for the General Meeting of Shareholders below and exercise your voting rights by Thursday, June 19, 2025 at 5:00 p.m., Japan time.

1. Date and Time: Friday, June 20, 2025 at 10:00 a.m., Japan time

   (Reception opening time: 9:00 a.m.)

2. Place: Main Conference Room, 3F, Head Office of the Bank 178-8, Okada, Nagano-city, Japan
3. Meeting Agenda: Matters to be reported: 1. The Business Report and Non-consolidated Financial Statements for the Bank's 142nd Fiscal Year (from April 1, 2024 to March 31, 2025)

   2. Consolidated Financial Statements for the Bank's 142nd Fiscal Year (from April 1, 2024 to March 31, 2025) and results of audits of the Consolidated Financial Statements by the Independent Auditor and the Board of Company Auditors

   Proposals to be resolved: [Company Proposals] Proposal No. 1: Appropriation of Surplus Proposal No. 2: Election of Seven (7) Directors [Shareholder Proposals] Proposal No. 3: Partial Amendments to the Articles of Incorporation (Disclosure of Investments in Funds Managed by Shareholders) Proposal No. 4: Partial Amendments to the Articles of Incorporation (Verification of the Objective of Cross-shareholdings, Results Thereof, and Disclosure Regarding Changes in the Objective of Pure Investment) Proposal No. 5: Partial Amendments to the Articles of Incorporation (Disclosure of Directors' Compensation on an Individual Basis) Proposal No. 6: Appropriation of Surplus Proposal No. 7: Acquisition of Treasury Stock
4. Guidance for Exercise of Voting Rights

   1. Handling of multiple voting

      If you vote both in writing on the Voting Form and via the Internet, only the vote via the Internet will be valid. In addition, if you submit your vote multiple times via the Internet, only the last vote will be valid.

   2. Voting by proxy

      You may designate one (1) shareholder of the Bank as your proxy who possesses voting rights to attend the General Meeting of Shareholders. Please note that the proxy will be required to submit his or her own Voting Form and documentation corroborating his or her status as your proxy.

   3. If you have failed to indicate approval or disapproval of each proposal in the Voting Form, you shall be deemed to have indicated approval for company proposals and disapproval for shareholder proposals therein.

      • Regarding "Other Matters Subject to Measures for Electronic Provision"

        "Other Matters Subject to Measures for Electronic Provision" includes the following matters. They are not included in this Notice but are to be found on the Bank's and TSE's websites in accordance with laws and regulations and Article 16 of the Articles of Incorporation of the Bank;

        1. "Stock Acquisition Rights," "Basic Policies Regarding Parties Controlling the Determination of Financial and Business Policies," "Systems for Ensuring the Appropriateness of Business Activities," "Matters Regarding Specified Wholly-Owned Subsidiaries," "Matters Regarding Transactions between a Stock Company and its Parent Company, etc.," and "Others" of the Business Report

        2. Non-consolidated Financial Statements

        3. Consolidated Financial Statements

        4. Audit Report

      The Business Report, the Non-consolidated Financial Statements and the Consolidated Financial Statements audited by the Auditors include the above (1) to (3) in addition to the Business Report attached to the Japanese version of this Notice.

      The Non-consolidated Financial Statements and the Consolidated Financial Statements audited by the Independent Auditor include the above (2) and (3).

It is proposed that the appropriation of surplus shall be proposed as follows. Year-end dividends

The Bank's basic policy is to implement the active return of profits to shareholders with a minimum dividend of 5.00 yen per share and through the acquisition of treasury stock.

Based on this policy, the Bank proposes year-end dividends of 29.00 yen per share. Combined with the interim dividend of 13.00 yen per share, total full-year dividends will be 42.00 yen per share.

At the conclusion of this General Meeting of Shareholders, the terms of office of seven (7) Directors, namely, Masaki Matsushita, Takahiko Asai, Shohei Hidai, Makoto Nakamura, Hitoshi Nishizawa, Miyako Hamano and Eiji Kanzawa, will expire. Accordingly, the following seven (7) candidates are proposed to be elected as Directors.

(Reference) List of Candidates for Director

No. Name Current position

Attendance at Board of Directors meetings

1

To be reappointed

1. To be

   President Executive President

   Masaki Matsushita

   Deputy President

   14/14 (100%)

   14/14

   reappointed Shohei Hidai

   reappointed

2. To be Makoto Nakamura

   Executive Deputy President

   Director Managing Executive

   Officer

   (100%)

   14/14 (100%)

3. To be

   reappointed

   Hitoshi Nishizawa Director 14/14 (100%)

   reappointed

4. To be Miyako Hamano

   Eiji Kanzawa

5. To be

   reappointed

   appointed

6. To be newly Maiko Onoda

Outside Director Independent Director Outside Director Independent Director Outside Director Independent Director

Director

Director

-

14/14 (100%)

14/14 (100%)

-