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. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.
(Stock Exchange Code 4994)
June 6, 2025 (Date of commencement of electronic provision measures: May 30, 2025)
To Shareholders with Voting Rights:Tadashi Hasebe President
Taisei Lamick Group Head Quarter & Innovation Co., Ltd.
873-1 Shimo-Ohsaki, Shiraoka, Saitama, Japan
NOTICE OF THE 60TH ANNUAL GENERAL MEETING OF SHAREHOLDERSDear Shareholders:
We would like to express our appreciation for your continued support and patronage.
Please be informed that the 60th Annual General Meeting of Shareholders of Taisei Lamick Group Head Quarter & Innovation Co., Ltd. (the "Company") will be held as described below.
When convening this General Meeting of Shareholders, the Company has taken measures for providing information in electronic format (the "electronic provision measures") and has posted matters subject to the electronic provision measures on the following websites on the Internet.
The Company website: https://www.lamick.co.jp/ir/ (Japanese only)
In addition to the website above, the Company also has posted this information on the following website.
Tokyo Stock Exchange website: https:// www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show To view the information, please access the website above, input the Company name or stock exchange code,
and click "Search." Then, click on "Basic information" and "Documents for public inspection/PR information" in this order.
You can exercise your voting rights in advance in writing or via the Internet, etc. Please review the Reference Documents for the General Meeting of Shareholders in the matters subject to the electronic provision measures, and exercise your voting rights by 5:30 p.m. on Tuesday, June 24, 2025, Japan time.
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Date and Time: Wednesday, June 25, 2025 at 10:00 a.m. Japan time
(Reception opens at 9:30 a.m.)
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Place: Conference room at Headquarters, Taisei Lamick Group Head Quarter & Innovation Co., Ltd.
873-1 Shimo-Ohsaki, Shiraoka, Saitama, Japan
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Meeting Agenda:
Matters to be reported: 1. Business Report, Consolidated Financial Statements for the Company's 60th Fiscal Year (April 1, 2024-March 31, 2025) and results of audits by the Accounting Auditor and the Board of Corporate Auditors of the Consolidated Financial Statements
2. Non-consolidated Financial Statements for the Company's 60th Fiscal Year (April 1, 2024-March 31, 2025)
Proposals to be resolved: Proposal No. 1: Appropriation of Surplus Proposal No. 2: Election of Six (6) Directors -
Others
If any amendments are made to matters subject to the electronic provision measures, such amendments will be posted on the respective websites where the matters are posted.
In the event that there is no indication of being for or against each proposal in the Voting Rights Exercise Form, it will be handled as an indication of approval.
If you exercise your voting rights both in writing and via the Internet, etc., only the exercise of voting rights via the Internet, etc. will be valid.
If you exercise your voting rights multiple times via the Internet, etc., only the last vote will be valid.
If you are exercising your voting rights by proxy, you may designate one (1) other shareholder with voting rights to attend the General Meeting of Shareholders as your proxy. However, please note that the proxy will be required to submit certification verifying authority thereof.
The paper copy delivered also serves as the paper copy stating the matters subject to the electronic provision measures to be delivered upon request for delivery of documents. The following matters will not be provided in the paper copy, in accordance with the provisions of laws and regulations and Article 14 of the Articles of Incorporation of the Company. Accordingly, the paper copy constitutes only part of the documents audited by Corporate Auditors and the Accounting Auditor when preparing their audit reports, and its section numbers are identical to those of the paper copy stating the matters subject to the electronic provision measures.
Principle Offices and Factories in the Matters Concerning the Current Status of the Group
Outside Officers in the Matters Concerning Corporate Officers
Status of the Accounting Auditor
System to Ensure the Appropriateness of Operations and the Operational Status of the System
Consolidated Statements of Changes in Equity
Notes to the Consolidated Financial Statements
Non-Consolidated Balance Sheets
Non-Consolidated Statements of Income
Non-Consolidated Statements of Changes in Equity
Notes to the Non-Consolidated Financial Statements
The Company considers the return of profits to shareholders as an important management policy, and its basic policy is to provide stable and continuous dividends with consideration of business results and future business expansion, etc.
The Company will celebrate its 60th anniversary on March 22, 2026. We would like to express our sincere appreciation to our shareholders' continued support and, taking into consideration financial results for the fiscal year ended March 31, 2025, propose to pay a year-end dividend of 47 yen per share by adding a commemorative dividend of 10 yen to an ordinary dividend of 37 yen.
Matters concerning year-end dividends
Based on the above policy, the Company proposes the following year-end dividends for the 60th fiscal year, in consideration of business results for the fiscal year under review and future business expansion, etc.
Type of dividend property Cash
Matters concerning the allotment of dividend property to shareholders and the total amount
47 yen per share of common stock, for a total of 299,751,994 yen (including a commemorative dividend of 10 yen for the 60th anniversary)
(Note) Annual dividends, including the interim dividend, amount to 80 yen per share.
Effective date of distribution of surplus June 26, 2025
The terms of all Directors will expire at the conclusion of this year's Annual General Meeting of Shareholders. Accordingly, the Company proposes the election of six (6) Directors.
The candidates for Director are as follows:
No. | Name | Current position and responsibilities at the Company | Years in service as Director |
1 | Reappointment Yoshinari Kimura | Chairman and Co-CEO | 35 years |
2 | Reappointment Tadashi Hasebe | President and CEO | 14 years |
3 | Reappointment Hirofumi Hojo | Director and CFO | 6 years |
4 | Naoko Tomono Reappointment Candidate for Outside Director Candidate for Independent Director | Outside Director | 9 years |
5 | Michitaka Suzuki Reappointment Candidate for Outside Director Candidate for Independent Director | Outside Director | 8 years |
6 | Yasuhiko Murata Reappointment Candidate for Outside Director Candidate for Independent Director | Outside Director | 1 year |
No. | Name (Date of birth) | Past experience, positions, responsibilities and significant concurrent positions | Number of shares of the Company held |
1 | Yoshinari Kimura (September 22, 1953) Reappointment Male | April 1982 Joined the Company July 1990 Director and General Manager, Reproduction Division July 1993 Managing Director and Plant Manager July 1995 Senior Managing Director and Head, Packaging Film Headquarters June 2000 Senior Managing Director and Head, Production Headquarters June 2002 Senior Managing Director and Head, Administration Headquarters March 2005 President, Taipack Co., Ltd. (to the present) June 2007 President, the Company April 2023 Chairman April 2025 Chairman and Co-CEO (to the present) | 167,800 shares |
Attendance at Board of Directors meetings: 10/10 | |||
Years serving as Director: 35 years (at the conclusion of this Annual General Meeting of Shareholders) | |||
[Reason for nomination as a candidate for Director] Mr. Yoshinari Kimura has a long tenure as Director of the Company, and has contributed to the development of the Company with his appropriate business execution. Currently, as Chairman of the Company, he is striving to invigorate discussions among the Board of Directors and strengthen its supervisory function while controlling the Group as a whole. The Company believes that these experiences will contribute to the management of the Company, and thus renominated him as a candidate for Director. | |||
2 | Tadashi Hasebe (May 10, 1965) Reappointment Male | April 1984 Joined the Company April 2006 Sector Manager, Process Sector, Production Headquarters July 2007 Acting General Manager, Manufacturing Control Division, Production Headquarters June 2009 Corporate Officer and General Manager, Finance Division, Administration Headquarters and General Manager, IT and Systems Division, Administration Headquarters June 2009 President, Green Packs Co., Ltd. June 2010 Corporate Officer and Deputy Head, Administration Headquarters, the Company June 2011 Director and Head, Administration Headquarters April 2020 Representative Senior Managing Director April 2023 President and Leader of Corporate Unit April 2024 President and Head, Administration Headquarters May 2024 President, Taisei Lamick Sales and Machinery Manufacturing Split Preparation Company, Incorporated May 2024 President, Taisei Lamick Film Manufacturing Business Split Preparation Company, Incorporated April 2025 President and CEO, the Company (to the present) | 13,800 shares |
Attendance at Board of Directors meetings: 10/10 | |||
Years serving as Director: 14 years (at the conclusion of this Annual General Meeting of Shareholders) | |||
[Reason for nomination as a candidate for Director] Mr. Tadashi Hasebe has been involved in overall businesses including sales, production and administration sectors. Currently, as President of the Company, he is in charge of the overall management of the Group with his strong leadership. The Company believes that these experiences will contribute to the management of the Company, and thus renominated him as a candidate for Director. | |||