Okada Aiyon CorporationTSE: 6294

Notice of the 65th Annual General Meeting of Shareholders...

· Issued by Okada Aiyon Corporation

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.

Securities Code: 6294

June 3, 2024

To Our Shareholders

Yuji Okada,

President and Representative Director

Okada Aiyon Corporation

4-1-18 Kaigandori, Minato-ku, Osaka

Notice of the 65th Annual General Meeting of Shareholders

First of all, we would like to express our deepest sympathy to those affected by the Noto Peninsula Earthquake. We sincerely hope a speedy recovery and reconstruction.

You are hereby notified that the 65th Annual General Meeting of Shareholders of Okada Aiyon Corporation (the "Company") will be held as described 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. in electronic format (items for which measures for provision in electronic format will be taken), and has posted the information on each of the following websites. Please access any of the websites to view the information.

The Company's website: https://www.okada-aiyon.com/ (in English)

(Please access the Company's website by using the internet address shown above, to select "Investor Relations" and "IR news" from Menu to review the information.)

Website for posted informational materials for the general meeting of shareholders (Sumitomo Mitsui Trust Bank's The Portal of Shareholders' Meeting®):

https://www.soukai-portal.net (in Japanese)

(Please read QR code on the enclosed Voting Rights Exercise Form or access the website by using the internet address shown above and enter ID and the initial password.)

Tokyo Stock Exchange's website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show

(Please access the TSE website by using the internet address shown above, enter "Okada Aiyon" in "Issue name (company name)" or the Company's securities code "6294" 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 meeting, you can exercise your voting rights via the Internet, etc. or by in writing (by mail). Please review the Reference Documents for the General Meeting of Shareholders and exercise your voting rights by 5:30 p.m. (JST) on Tuesday, June 18, 2024.

[Exercising Voting Rights via the Internet, etc.]

Please scan the QR code on the enclosed Voting Rights Exercise Form with your smartphone, etc., and follow the on-screen instructions to indicate your vote for or against the proposals, or access the website designated by the Company, The Portal of Shareholders' Meeting® (https://www.soukai-portal.net) (in Japanese), and enter the "The Portal of Shareholders' Meeting ® login ID" and "password" shown on the Voting Rights Exercise Form that is sent together with this Notice. Please open the screen for exercising voting rights from the "To Exercise Voting Rights" at the top of The Portal of Shareholders' Meeting ®, and follow the instructions on the screen to indicate your vote for or against the proposals by the deadline for the exercise specified above.

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You may also access the website for exercising voting rights (https://www.web54.net) (in Japanese) and enter a "voting rights exercise code" and "password" shown on the Voting Rights Exercise Form to exercise your voting rights.

When exercising your voting rights via the Internet, etc. please refer to the "Guide to The Portal of Shareholders' Meeting ®" below (available in the Japanese original only).

[Exercising Voting Rights in Writing (By Mail)]

Please indicate your vote for or against the proposals on the Voting Rights Exercise Form and return it so that it arrives by the deadline for the exercise stated above.

  1. Date and Time: Wednesday, June 19, 2024 at 10:00 a.m. (JST)
  2. Venue: Art Grand Ballroom, 4th Floor, Art Hotel Osaka Bay Tower 1-2-1 Benten, Minato-ku, Osaka
  3. Purposes
    Items to be reported:
    1. Details of Business Report and Consolidated Financial Statements for the 65th Term (April 1, 2023 to March 31, 2024), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board
    2. Details of Non-consolidated Financial Statements for the 65th Term (April 1, 2023 to March 31, 2024)

    Items to be resolved:

    Proposal Appropriation of Surplus

  5. Decisions in Convening the Meeting (Guide to Exercising Voting Rights, etc.)
    1. A Voting Rights Exercise Form returned by mail without indicating approval or disapproval for a particular proposal will be counted as a vote for approval of the proposal.
    2. If you exercise voting rights via the Internet, etc. more than once, your last vote shall be deemed valid.
    3. When voting rights are exercised both via the Internet, etc. and in writing (by mail), the vote via the Internet, etc. shall be deemed valid, regardless of when they arrive.
    4. If you exercise your voting rights by proxy, you may appoint as a proxy one of the shareholders holding voting rights at the meeting. However, please note that a document verifying the proxy right of the person representing you must be submitted.
  • When attending the meeting, please submit the enclosed Voting Rights Exercise Form at the reception desk. Reception is scheduled to open at 9 a.m. (JST) on the day of the meeting.
  • If any revisions are made to the items for which measures for provision in electronic format will be taken, a notice of the revisions and the details of those items before and after the revisions will be posted on each of the aforementioned websites.
  • For this General Meeting of Shareholders, paper-based documents stating the items for which measures for provision in electronic format will be taken will be sent regardless of whether or not the delivery of paper-based documents has been requested, however those documents do not include the following items pursuant to laws and regulations and the provisions of Article 16, paragraph (2) of the Company's Articles of Incorporation.
    1. Notes to Consolidated Financial Statements
    2. Notes to Non-consolidated Financial Statements

These items are included in the Consolidated Financial Statements and Non-consolidated Financial Statements audited by the Audit & Supervisory Board Members and the Accounting Auditor in the preparation of the Audit Report.

  • We will not give out souvenirs to shareholders who attend the meeting. We ask for your understanding in this matter.

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Reference Documents for the General Meeting of Shareholders

Proposal

Appropriation of Surplus

Taking into account the business performance of the fiscal year and future business development, the Company proposes to appropriate surplus as follows:

Year-end dividends

  1. Type of dividend property To be paid in cash.
  2. Allotment of dividend property and aggregate amount thereof
    The Company proposes to pay a dividend of ¥70 per common share of the Company. In this event, the total dividends will be ¥562,380,840.
  3. Effective date of dividends of surplus
    The effective date of dividends will be June 20, 2024.

(While the Company has an interim dividend system, it currently pays only year-end dividends.)

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