Tokai Rika Co., Ltd. TSE:6995

Notice of Resolutions of the 79th Ordinary General Meeting of Shareholders

Published

Source: MarketScreener

Release date -12062026

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The following matters were reported and resolved at the 79th Ordinary General Meeting of Shareholders of TOKAI RIKA CO., LTD. (the 'Company').

Reports

1. The Business Report, the Consolidated Financial Statements and Non-Consolidated Financial Statements for the 79th fiscal year (from April 1, 2025 to March 31, 2026)

2. The results of audits of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board

The contents of the above were duly reported Resolutions

Proposal No. 1 Election of Six (6) Directors

The proposal was approved and resolved as originally proposed. Six (6) candidates, namely, Hiroyoshi Ninoyu, Masahiko Sato, Katsuyuki Imaeda, Minako Miyama, and Kazushi Ambe were reelected, and Yoshiyuki Miyabe was newly elected, as Members of the Board and assumed office. Three Directors, namely, Minako Miyama, Kazushi Ambe, and Yoshiyuki Miyabe are 'Outside Directors'.

Proposal No. 2 Election of One (1) Audit & Supervisory Board Member

The proposal was approved and resolved as originally proposed. Hiroaki Shimizu was newly elected as an Audit & Supervisory Board Member and assumed office.

Proposal No.3 Election of One (1) Substitute Audit & Supervisory Board Member The proposal was approved and resolved as originally proposed. Chikako Takeuchi was elected as a substitute Member of the Audit & Supervisory Board.

Proposal No. 4 Payment of Bonuses to Directors

The proposal was approved and resolved as originally proposed. It was decided to pay bonuses to three (3) Directors, excluding Outside Directors, who were incumbent at the end of the current fiscal year, in the total amount of JPY50,570,300.

Proposal No. 5 Revision of Remuneration Amount of Directors

The proposal was approved and resolved as originally proposed. The amendment is described

below.

(The proposed amendment is underlined)

Basic remuneration

Performance-linked remuneration

Bonus Share-based

remuneration

Present

Up to 40 million yen per month

(of which, within 4 million yen

for Outside Directors)

The amount to be paid is

determined at the General

Meeting of Shareholders. *1

Up to 70 million yen per year

After revision Up to 530 million yen per year

(of which, within 75 million yen for Outside Directors *2) Up to 70 million yen per year

(Notes)

*1. The total amount of bonuses to be paid to the three (3) Directors, excluding Outside Directors, who were incumbent at the

end of the current fiscal year will be 50,570,300 yen.

*2. Only basic remuneration will be paid to Outside Directors.

At the Board of Directors' meeting held after the conclusion of the General Meeting of Shareholders,

Representative Directors and Directors with special titles were elected and assumed their respective offices.

Furthermore, at the Audit & Supervisory Board Members' meeting held after the conclusion of the General Meeting of Shareholders, Standing Audit & Supervisory Board Members were elected and assumed office.

Accordingly, the Company's Directors, Audit & Supervisory Board Members, and Corporate Officers are as follows:

Member of the Board of Directors and Audit & Supervisory Board Members

President, Member of the Board of Directors Hiroyoshi Ninoyu

Member of the Board of Directors Masahiko Sato

Member of the Board of Directors Katsuyuki Imaeda

Member of the Board of Directors Minako Miyama

Member of the Board of Directors Kazushi Ambe

Member of the Board of Directors Yoshiyuki Miyabe

Standing Audit & Supervisory Board Member Toshiaki Tsuchiya

Standing Audit & Supervisory Board Member Hiroaki Shimizu

Audit & Supervisory Board Member Yoshinori Yamada

Audit & Supervisory Board Member Akihiro Deshimaru

Notes:

1. Minako Miyama, Kazushi Ambe, and Yoshiyuki Miyabe are Outside Directors.

2. Yoshinori Yamada and Akihiro Deshimaru are Outside Audit & Supervisory Board Members.

Corporate Officers

President Hiroyoshi Ninoyu *

Executive Vice President Masahiko Sato*

Corporate Officer Katsuyuki Imaeda*

Corporate Officer Taketoshi Sakurai

Corporate Officer Koichiro Yamagishi

Corporate Officer Satoru Ishida

Corporate Officer Sumikazu Sasaki

Corporate Officer Yoshihiro Sato

Corporate Officer Eiji Kagohashi

Corporate Officer Takehiko Ban

(Note) The asterisk (*) indicates that the officer doubles as a Member of the Board of Directors.

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