This document has been translated into English from the original Japanese text for reference purposes only. In the event of any discrepancies between the Japanese and English versions, the former shall prevail.
To Our Shareholders
Securities code: 6418
June 6, 2025 (Start date of measures for electronic provision: May 28, 2025)
Yojiro Kamihigashi President and Representative Director Japan Cash Machine Co., Ltd.
2-11-18 Nambanaka, Naniwa-ku, Osaka City
Convocation Notice of the 72nd Ordinary General Meeting of ShareholdersJapan Cash Machine Co., Ltd. (hereinafter referred to as the “Company”) hereby notifies you that the 72nd Ordinary General Meeting of Shareholders will be held as follows.
In convening this Ordinary General Meeting of Shareholders, the Company has taken measures to electronically provide the information contained in the Reference Documents for the General Meeting of Shareholders, etc. (matters for which measures for providing information in electronic format are to be taken). This information is published on the following websites for your reference.
The Company’s website https://www.jcm-hq.co.jp/ (in Japanese)
(From the English-language version of the above website, please click “IR Information.” Then, click “General Stock Information,” followed by “Shareholders Meetings,” and select “Convocation Notice of the 72nd Ordinary General Meeting of Shareholders.”)
Website for posted informational materials for the General Meeting of Shareholders https://d.sokai.jp/6418/teiji/ (available only in Japanese)
TSE website (Listed Company Search) https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
(Access the TSE website, enter “Japan Cash Machine” in the “Issue name (company name)” or securities code “6418” in the “Code” field to search, then select “Basic information” and “Documents for public inspection/PR information” in that order. Finally, check “Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting” under “Filed information available for public inspection.”)
If you are not attending the meeting in person, you may exercise your voting rights over the Internet, etc. or in writing. Please refer to the Reference Documents for the General Meeting of Shareholders and exercise your voting rights before 5:30 p.m. (JST) on Tuesday, June 24, 2025 according to the instructions mentioned below.
- Date and time: Wednesday, June 25, 2025, at 10:00 a.m. (JST) (Reception starts at 9:00 a.m.)
- Venue: Namba SkyO, Convention Hall (7th floor), 5-1-60, Namba, Chuo-ku, Osaka City
- Agenda
Matters to be reported
Reports on the Business Report, the Consolidated Financial Statements, and the Results of the Audit of the Consolidated Financial Statements by the Financial Auditor and the Audit & Supervisory Committee for the 72nd Fiscal Year (from April 1, 2024 to March 31, 2025)
Reports on the Non-consolidated Financial Statements for the 72nd Fiscal Year (from April 1, 2024 to March 31, 2025)
Matter to be resolved
Proposal Election of Seven (7) Directors (Excluding Directors Who Are Audit & Supervisory Committee Members)
If you are not attending in person, you can exercise your voting rights over the Internet, etc. or in writing.
If you will be attending in person, please submit the enclosed voting form at reception.
Souvenirs will not be distributed to shareholders attending the General Meeting of Shareholders.
Under the system for electronic provision of materials for the General Meeting of Shareholders, in principle, a summary version of the convocation notice is delivered to shareholders.
Among matters for which measures for providing information in electronic format are to be taken, based on laws, regulations and the Company’s Articles of Incorporation, paper-based documents to be sent out to shareholders who have requested paper-based delivery do not include the following: (i) Business Report (systems for ensuring the appropriateness of operations and the state of operation thereof) (ii) Consolidated Financial Statements (Consolidated Statement of Changes in Equity, Notes to Consolidated Financial Statements) (iii) Non-consolidated Financial Statements (Non-consolidated Statement of Changes in Equity, Notes to Non-consolidated Financial Statements). The Audit & Supervisory Committee and the Financial Auditor have audited the documents subject to audit, including the aforementioned matters.
In the event that corrections are made to this Convocation Notice or matters for which measures for providing information in electronic format are to be taken, the details of such corrections will be provided on the Company’s website, website for posted informational materials for the General Meeting of Shareholders and the TSE website mentioned above.
The right to vote at the General Meeting of Shareholders is an important right of all shareholders.
Please carefully consider the reference documents for the General Meeting of Shareholders before exercising your voting rights.
The three following methods can be used to exercise your voting rights.
Attending the General Meeting of Shareholders in personPlease submit the enclosed voting form at reception.
Time and date Wednesday, June 25, 2025
10 a.m. (JST) (Reception starts at 9:00 a.m.)
Voting in writing (by mail)Please indicate your approval or disapproval of the proposals on the enclosed voting form and return it to us.
Deadline
Must arrive by 5:30 p.m. (JST) on Tuesday, June 24, 2025
Voting over the Internet, etc.Please input your approval or disapproval of the proposals according to the instructions on the following page.
Deadline
Input must be completed by 5:30 p.m. (JST) on Tuesday, June 24, 2025
If you vote both on the Internet, etc. and in writing (by mail), the vote on the Internet, etc. will be treated as a valid vote. Furthermore, if you vote multiple times on the Internet, etc., the final vote will be treated as a valid vote.
If neither approval nor disapproval of each proposal is indicated on the voting form when you exercise your voting rights in writing (by mail), the Company will deem that you have indicated your approval of each proposal.
Information on Exercising Voting Rights over the Internet, etc.Method 1: “Smart Voting” Reading a QR CodeYou can log into the voting website without entering your voting code and password.
Read the QR code shown on the bottom right of the voting form.
* “QR Code” is a registered trademark of DENSO WAVE INCORPORATED.
Follow the instructions on screen to enter your approval or disapproval.
If you wish to change the content of your vote, please access the PC website and login using the voting code and password shown on the voting form to vote again.
* You will be taken to the PC site if you read the QR code again.
Method 2: Entering the Voting Code and PasswordVoting website: https://www.web54.net (available only in Japanese)
Access the voting website.
Enter the “voting code” shown on your voting form.
Enter the “password” shown on your voting form.
Follow the instructions on screen to enter your approval or disapproval.
Institutional investors may use the electronic voting platform for institutional investors operated by ICJ, Inc.
Reference Documents for the General Meeting of ShareholdersProposal Election of Seven (7) Directors (Excluding Directors Who Are Audit & Supervisory Committee Members)As the terms of all seven (7) Directors (excluding Directors who are Audit & Supervisory Committee Members; hereinafter the same in this proposal) will expire at the close of this General Meeting of Shareholders, we are seeking the election of seven (7) Directors, including two (2) Outside Directors.
Each candidate is nominated at the Board of Directors meeting based on the report of the Nomination and Remuneration Advisory Committee, which is chaired by an Independent Outside Director and the majority of its members are Outside Directors to ensure fairness and transparency.
Reelection |
Outside |
Independent |
Reelection |
Outside |
Independent |
The candidates for Director are as follows
Candidate No. | Name | Current Position and Responsibilities in the Company (Significant concurrent positions outside the Company) | Attendance at Board of Directors Meetings (72nd fiscal year) |
1 | Reelection Yojiro Kamihigashi | President and Representative Director (Representative Director of Johto Investment and Development Inc.) | 100.0% (18 out of 18 meetings) |
2 | Reelection Tsuyoshi Takagaki | Executive Director and Senior Executive Officer, Executive General Manager of Corporate Planning Division | 100.0% (18 out of 18 meetings) |
3 | Reelection Yoshihiro Iuchi | Director and Senior Executive Officer Executive General Manager of Global Strategy Division, in charge of Sales | 100.0% (18 out of 18 meetings) |
4 | Reelection Norihito Nakatani | Director and Senior Executive Officer Executive General Manager of Production Division, in charge of Production | 100.0% (18 out of 18 meetings) |
5 | Reelection Takatomo Imai | Director and Senior Executive Officer Deputy Executive General Manager of Corporate Planning Division Deputy Executive General Manager of Global Strategy Division, in charge of Global Finance (Representative Director of JCM AMERICAN CORP.) | 100.0% (18 out of 18 meetings) |
6 | Koji Yoshikawa | Outside Director (Attorney (Baba Law Firm), Outside Audit & Supervisory Board Member of NCS&A CO., LTD.) (scheduled to retire in June 2025) | 100.0% (18 out of 18 meetings) |
7 | Tatsuhiko Saruwatari | Outside Director (Outside Director of NORITAKE CO., LIMITED (Audit & Supervisory Committee Member)) (scheduled to retire in June 2025) | 88.9% (16 out of 18 meetings) |