We would like to express our gratitude to all shareholders for their continued support of our company. We have formulated a medium-term management plan, VISION 2025, based on "Change for Growth," and are working to optimize our business portfolio and capital allocation to maximize corporate value. In FY2024, our interim fiscal year of VISION 2025, we further strengthened our investment in the communications systems business, which is a profit-generating driver, as well as flexibly repurchased shares and paid our first interim dividend of 5 yen per share as a shareholder return measures. The year-end dividend for FY2024, in consideration of our business performance and shareholder return policy, has been set at 10 yen per share.
In FY2025, we will submit an agenda item at this Ordinary General Meeting of Shareholders regarding the transition from a company with an Audit & Supervisory Board to a company with an Audit & Supervisory Committee in order to promote efforts to enhance corporate governance, accelerate decision-making and business execution, and strengthen supervisory functions. Under our corporate philosophy of "Creating excitement and peace of mind for the people of the world," the entire Group will work together to strengthen our competitiveness. I look forward to your continued support in the future.
EGUCHI Shoichiro
Representative Director of the Board, President, Chief Executive Officer (CEO)
This document has been translated from the Japanese original for reference purposes only. In the event of 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.
JVCKENWOOD Corporation is a Japanese company. The offer is subject to Japanese disclosure requirements that are different from those of the United States.
It may be difficult for you to enforce your rights and any claim you may have arising under the U.S. federal securities laws, since the Company is located in Japan, and some or all of its officers or Directors are residents of Japan. You may not be able to sue the Company or its officers or Directors in a Japanese court for violations of the U.S. securities laws. Finally, it may be difficult to compel the Company and its affiliates to subject themselves to a U.S. court's judgment.
Securities Code: 6632
Date issued: May 26, 2025 Start date of measures for electronic provision: May 21, 2025
JVCKENWOOD Corporation3-12, Moriyacho, Kanagawa-ku, Yokohama-shi, Kanagawa
NOTICE OF CONVOCATION OF THE 17th ORDINARY GENERAL MEETING OF SHAREHOLDERS Dear Shareholders,You are cordially advised that the 17th Ordinary General Meeting of Shareholders of JVCKENWOOD Corporation (the "Company") will be held on Wednesday, June 25, 2025, as indicated below.
Details of the MeetingDate and Time: Wednesday, June 25, 2025 at 10 a.m. (JST)
(Reception desk is scheduled to open at 9 a.m.)
Place: 301+302, Conference Center 3rd Floor, Pacifico Yokohama
1-1-1, Minato Mirai, Nishi-ku, Yokohama, Kanagawa Prefecture
Agenda:
Matters to be Reported:
Report on the Business Report and the Consolidated Financial Statements for the 17th Fiscal Year (From April 1, 2024 to March 31, 2025) and the Audit Reports on the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board
Report on the Non-consolidated Financial Statements for the 17th Fiscal Year (From April 1, 2024 to March 31, 2025)
Matters to be Resolved:
Proposal No. 1: Partial Amendments to the Articles of Incorporation
Proposal No. 2: Election of Ten (10) Directors (Excluding Directors Who Are Audit & Supervisory Committee Members)
Proposal No. 3: Election of Four (4) Directors who are Audit & Supervisory Committee Members
Proposal No. 4: Setting the Remuneration for Directors (Excluding Directors Who Are Audit & Supervisory Committee Members)
Proposal No. 5: Setting the Remuneration for Directors Who Are Audit & Supervisory Committee Members
Proposal No. 6: Establishing a Stock-based Remuneration System for Directors (Excluding Those Who Are Audit & Supervisory Committee Members)
Measures for electronic provision shall be taken for information constituting reference documents for the general meeting of shareholders (matters for which measures for providing information in electronic format are to be taken) at the time of the convocation of the General Meeting of Shareholders, and these have been posted on the Company's website.
https://www.jvckenwood.com/jp/ir/stock/stockholder.html (in Japanese)
* Matters subject to measures for electronic provision are posted on the Company's website, the website for informational materials for the General Meeting of Shareholders, and the website of the Tokyo Stock Exchange (Listed Company Search). On the Listed Company Search, enter "JVCKENWOOD" in "Issue name (company name)" or the Company's securities code "6632" in "Code," search, then select "Basic information" and "Documents for public inspection / PR information" in that order, and check the materials from the "Notice of
General Shareholders Meeting / Informational Materials for a General Shareholders Meeting" section in "Filed information available for public inspection."
https://www.soukai-portal.net (in Japanese) https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)
If revisions to the matters subject to measures for electronic provision arise, a notice of the revisions and the details of the matters before and after the revisions will be posted on each of websites above.
Guide to Exercising Voting RightsThere are three methods of exercising your voting rights. Please exercise your voting rights after considering these methods.
Attending the meeting Date and time of the meeting
Wednesday, June 25, 2025 at 10 a.m. (JST) (Reception desk is scheduled to open at 9 a.m.) Please submit the enclosed Voting Rights Exercise Form at the reception of the meeting.
Voting via postal mail
Deadline for exercising voting rights
To arrive by 5:45 p.m., Tuesday, June 24, 2025 (JST)
Indicate whether you vote for or against the proposals in the enclosed Voting Rights Exercise Form and then return it by the deadline.
Voting via the Internet, etc. Deadline for exercising voting rights
To be completed by 5:45 p.m., Tuesday, June 24, 2025 (JST)
Access the voting website and indicate your approval or disapproval by the deadline.
You may exercise your voting rights through a proxy who is another shareholder holding voting rights of the Company.
However, in this case we will need to receive a form designating such person as your proxy.
If you exercise your voting rights via both the online and the Voting Rights Exercise Form, only the online vote shall be counted. In addition, if you exercise your online votes more than once (including votes via a PC and via a smartphone), only the last vote shall be counted.
If you exercise your voting rights via postal mail and there is no indication of approval or disapproval of a proposal, it will be treated as an indication of approval.
Institutional investors can also exercise voting rights for this meeting electronically from the "Electronic Voting Platform" operated by ICJ, Inc.