Maruwa Co., Ltd.TSE: 5344

Notice of the 52nd Annual General Meeting of Shareholders

· Issued by Maruwa Co., Ltd.

Note: This document has been translated from a part of 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.

To our shareholders:

Toshiro Kambe,

Securities Code: 5344

May 30, 2025

President and Representative Director

MARUWA CO., LTD.

3-83, Minamihonjigahara-cho, Owariasahi-city, Aichi

Notice of the 52nd Annual General Meeting of Shareholders

We are pleased to inform you of the 52nd Annual General Meeting of Shareholders of MARUWA CO., LTD., (the "Company"), which will be held as indicated below.

In convening this General Meeting of Shareholders, the Company has taken measures for providing information that constitutes the content of reference documents for the general meeting of shareholders, etc. (items for which measures for providing information in electronic format are to be taken) in electronic format and has posted the information on each of the following websites. Please access either of the websites to view the information.

The Company's website:

https://www.maruwa-g.com/ (in Japanese)

(From the above website, select "Investor Relations," "Stock Information," and then "General Meeting of Shareholders.")

Website for posted informational materials for the General Meeting of Shareholders: https://d.sokai.jp/5344/teiji/ (in Japanese)

Tokyo Stock Exchange website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)

(Access the TSE website by using the internet address shown above, enter "MARUWA" in "Issue name (company name)" or the Company's securities code "5344" in "Code," and click "Search." Then, click "Basic information" and select "Documents for public inspection/PR information." Under "Filed information available for public inspection," click "Click here for access" under "[Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting].")

If you are unable to attend the Annual General Meeting of Shareholders, you may exercise your voting rights in writing or via the Internet. Please review the Reference Documents for the General Meeting of Shareholders and exercise your voting rights to arrive at the Company no later than 5:30 p.m., Thursday, June 19, 2025 (JST) by sending the Voting Form with your approval or disapproval indicated on it, or by accessing the website for exercising voting rights designated by the Company (https://www.web54.net/) (in Japanese).

  1. DATE AND TIME Friday, June 20, 2025, 10:00 a.m. (JST) (Reception is scheduled to open at 9:30 a.m.)
  2. PLACE Hotel Mielparque Nagoya 3F "Cattleya no Ma" 3-16-16 Aoi, Higashi-ku, Nagoya-city, Aichi
  3. PURPOSES Items to be reported:
    1. Business Report, Consolidated Financial Statements, and audit results of the Consolidated Financial Statements by the Financial Auditor and Audit and Supervisory Committee for the 52nd Fiscal Year (from April 1, 2024 to March 31, 2025)

    2. Non-consolidated Financial Statements for the 52nd fiscal year (from April 1, 2024 to March 31, 2025)

Items to be resolved:

Proposal No. 1 Appropriation of Surplus

Proposal No. 2 Election of Four Directors (Excluding Directors Who Are Audit and Supervisory Committee Members)

Proposal No. 3 Election of One Director Who Is Audit and Supervisory Committee Member

Proposal No. 4 Determination of Remuneration Amount for Directors (Excluding Directors Who Are Audit and Supervisory Committee Members)

[Notice Regarding Voting Rights via the Internet]

Please refer to page 4 (Japanese only) of "Guidance for Exercising Voting Rights via the Internet."

◎ If attending the meeting in person, please submit the Voting Form to the venue receptionist.

◎ You may attend the General Meeting of Shareholders as a proxy of one other shareholder who has voting rights, but please note that you will be required to submit a document proving the authority of proxy.

◎ When there is no indication of approval or disapproval for a proposal on the Voting Form when exercising voting rights in writing (by postal mail), the Company shall treat it as a vote for approval.

◎ The proceedings of the meeting will be conducted in Japanese.

◎ If revisions to the items subject to measures for electronic provision arise, a notice of the revisions and the details of the items before and after the revisions will be posted on each of the websites.

◎ Paper-based documents stating items subject to measures for electronic provision are sent to shareholders who have requested the delivery of paper-based documents, however those documents do not include the following items in accordance with the provisions of laws and regulations and Article 15 of the Company's Articles of Incorporation.

  1. "Notes to the Consolidated Financial Statements"

  2. "Notes to the Non-consolidated Financial Statements"

Accordingly, the Consolidated Financial Statements and Non-consolidated Financial Statements described in the paper-based documents are part of the documents included in the scope of audits by the Financial Auditor in preparing the accounting audit report and in the scope of audits by the Audit and Supervisory Committee in preparing the audit report.

REFERENCE DOCUMENTS FOR THE MEETING Agenda Items and Reference Items Proposal No. 1 Appropriation of Surplus

The Company proposes the appropriation of surplus as follows:

Year-end dividends

The Company has given consideration to matters including the business performance of the fiscal year and future business development, and it proposes to pay year-end dividends for the 52nd fiscal year as follows:

  1. Type of dividend property To be paid in cash.

  2. Allotment of dividend property and their aggregate amount

    The Company proposes to pay a dividend of ¥47 per common share of the Company. In this event, the total dividend amount will be ¥579,974,736.

    As the Company has already paid an interim dividend of ¥47 per share, the annual dividend for this fiscal year will be ¥94 per share.

  3. Effective date of dividends of surplus

The effective date of dividends will be June 23, 2025.

Proposal No. 2 Election of Four Directors (Excluding Directors Who Are Audit and Supervisory Committee Members)

The terms of office of all four Directors (excluding Directors who are Audit and Supervisory Committee Members) will expire at the conclusion of this General Meeting of Shareholders. Therefore, the Company proposes the election of four Directors (excluding Directors who are Audit and Supervisory Committee Members). In addition, this proposal has been determined by the Board of Directors based on the deliberation and report of the Nominating Advisory Committee. Please refer to page 9 for the opinions of Audit and Supervisory Committee regarding this proposal.

Candidates for Directors (excluding Directors who are Audit and Supervisory Committee Members) are as follows:

Candidate No.

Name (Date of birth)

Career summary, position, and responsibilities at the Company (Significant concurrent positions)

Number of the Company's shares owned

Apr. 1990

Joined the Company

1

Haruyuki Hayashi (October 28, 1961)

Reelection

Apr. 1992

June 2001

Apr. 2015

Researcher and Chief of Development Department

Director and General Manager of Development Office

Director (in charge of Material Development)

3,050 shares

Apr. 2022

Vice Chairman of the Board (current position)

Reasons for nomination as candidate for Director:

Haruyuki Hayashi, a candidate for Director, has been engaged in the development division since joining the Company and has abundant experience and knowledge in material development. As he is expected to continue to contribute to the growth of the Company's business, he continues to be a candidate for Director.

2

Toshiro Kambe (January 26, 1977)

Reelection

Mar. 2001

Apr. 2012

June 2016

Apr. 2022

Joined the Company

CEO of Components Company

Director (in charge of Business Strategy) President and CEO (current position)

16,620 shares

Reasons for nomination as candidate for Director:

Toshiro Kambe, a candidate for Director, has an outstanding ability to promote business strategies, and has contributed to the enhancement of the corporate value of the entire Group. He has been the President and Representative Director of the Company since April 2022 and is expected to continue to contribute to the growth of the Company's business, and, as such, he continues to be a candidate for Director.

Mar. 1995

Joined the Company

Manimaran Anthony (January 19, 1966)

Jan. 1998

June 2001

Representative of Maruwa (Malaysia) Sdn. Bhd.

Director and General Manager of Overseas

Business Headquarters of the Company

1,000 shares

3

Reelection

Apr. 2015

Director (in charge of Manufacturing Improvement)

Apr. 2022

Senior Managing Director (current position)

Reasons for nomination as candidate for Director:

Manimaran Anthony, a candidate for Director, has outstanding abilities in improving productivity through his work in domestic and overseas manufacturing divisions, etc. He is expected to continue to contribute to the growth of the Company's business, and, as such, he continues to be a candidate for Director.

4

Daisuke Yamaguchi (December 23, 1976)

New election

Apr. 2019

Apr. 2022

Apr. 2024

Joined the Company

Manager of Human Resources and Labor Office

COO of Management Headquarters (current

position)

-

Reasons for nomination as candidate for Director:

Daisuke Yamaguchi, a candidate for Director, has abundant experience and knowledge in the management divisions, specifically in human resources, labor. As he is expected to continue to contribute to the growth of the Company's business, he has been selected to be a candidate for Director.

(Notes) 1. There is no special interest between any of the candidates and the Company.

2. The Company has concluded a liability insurance contract with an insurance company as stipulated in Article 430-3, paragraph (1) of the Companies Act. The insurance contract is designed to cover damages in the event that the insured, including the Company's Directors, are held liable for damages arising from their duties. If each candidate is elected and

assumes the office as Director, they shall become the insured of the relevant insurance policy. The said insurance policy is also scheduled to be renewed with the same contents at the time of the next renewal.

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