Please note that the following is an unofficial English translation of Japanese Notice of Resolutions of the 160th Ordinary General Meeting of Shareholders of Kyosan Electric Manufacturing Co., Ltd. Kyosan provides this translation for your reference purposes only and without any warranty as to its accuracy or otherwise. In the event of any discrepancy between this translation and the Japanese original, the latter shall prevail.
To Our Shareholders:
Ryoji Kunisawa
June 25, 2025
Representative Director, President
Kyosan Electric Manufacturing Co., Ltd.2-29-1 Heian-cho, Tsurumi-ku, Yokohama
Notice of Resolutions of the 160th Ordinary General Meeting of ShareholdersWe are pleased to announce that the matters outlined below were reported and resolved at the 160th Ordinary General Meeting of Shareholders of Kyosan Electric Manufacturing Co., Ltd.
Matters Reported: | 1. | Business Report, Consolidated Financial Statements for the 160th Term (from April 1, 2024 to March 31, 2025) and Reports of Audit of the Consolidated Financial Statements by the Accounting Auditors and Audit & Supervisory Board |
2. | Report on the Financial Statements for the 160th Term (from April 1, 2024 to March 31, 2025) | |
The particulars of the above 1 and 2 were reported. | ||
Matters Resolved: | ||
Proposal No. 1: | Appropriation of Surplus | |
The proposal was approved and adopted as proposed. The year-end dividend was decided to be 18 yen per share. | ||
Proposal No. 2: | Election of Seven (7) Directors | |
The proposal was approved and adopted as proposed. Ryoji Kunisawa, Toru Onodera, Mihoko Kitamura, Hiroyuki Sasa and Asako Nagai were reelected as Directors, and Tatsuya Fujii and Tetsuya Nakano were newly elected as Directors, and assumed office. Mihoko Kitamura, Hiroyuki Sasa, Asako Nagai and Tetsuya Nakano are Outside Directors. | ||
Proposal No. 3: | Election of One (1) Substitute Audit & Supervisory Board Member | |
The proposal was approved and adopted as proposed. Yuichiro Sai was elected as Substitute Audit & Supervisory Board Member. | ||
Proposal No. 4: | Introduction of a Performance-Linked Stock Compensation Plan for Directors (Excluding Non-executive Directors) | |
The proposal was approved and adopted as proposed. | ||
Proposal No. 5: | Continuation of the Response Policy to Large-Scale Purchases of Kyosan Shares (Takeover Response Policy) | |
The proposal was approved and adopted as proposed. | ||
At a Board of Directors Meeting held after the conclusion of the Ordinary General Meeting of Shareholders, Ryoji Kunisawa was elected as Representative Director and assumed office.
Payment of Dividend
The year-end dividend for the 160th term will be paid out at your nearby branch and local office of Japan Post Bank Co., Ltd. located throughout Japan and post office (bank agent) in accordance with the "Receipt of the Year-end Dividend," which will be sent separately, during the payout period from June 26, 2025 to July 31, 2025.
If you have already designated a specific account to which the dividend should be remitted, please confirm that the dividend is correctly remitted to your account as stated in the "Year-end Dividend Calculation Sheet" and "Reference to the Beneficiary Account for Dividend Transfer," which will be sent separately. If you have instructed us to pay dividends by way of allocation in proportion to the number of shares you hold, please contact your account management institution (securities company, etc.) for your account to which the dividend should be remitted.