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:
Securities Code: 8007 Date of sending by postal mail: June 5, 2025
Start date of measures for electronic provision: June 2, 2025
Koichi Takashima, President and Representative Director
Takashima & Co., Ltd.2-2 Kandasurugadai, Chiyoda-ku, Tokyo
Notice of the 137th Annual General Meeting of ShareholdersWe cordially inform you that the 137th Annual General Meeting of Shareholders of Takashima & Co., Ltd. (the "Company") will be held as set forth below.
When convening the General Meeting of Shareholders, the Company takes measures for providing information that constitutes the content of reference documents for the general meeting of shareholders, etc. (items for which the measures for providing information in electronic format are to be taken) in electronic format, and posts this information on the following respective websites. Please access any of the websites by using the Internet address shown below to review the information.
The Company's website:
https://www.tak.co.jp/ja/index.html (in Japanese)
(From the above website, select "Investor Relations," "Stock Information," and then "General Meeting of Shareholders.")
Website for posting materials for the General Meeting of Shareholders https://d.sokai.jp/8007/teiji/ (in Japanese)
If you are unable to attend the meeting in person, you can exercise your voting rights via either of the following methods. Please review the Reference Documents for the General Meeting of Shareholders and exercise your voting rights.[Exercise of voting rights via the Internet]
Please indicate your vote for or against the proposal on the website for exercising voting rights designated by the Company (https://www.web54.net) (in Japanese), and exercise your voting rights by 5:00 p.m. on Monday, June 23, 2025.
[Exercise of voting rights in writing (by post)]
Please indicate your vote for or against the proposal on the voting form and return it so that it arrives no later than 5:00 p.m. on Monday, June 23, 2025.
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Date and Time: Tuesday, June 24, 2025, at 10:00 a.m. (JST)
(Reception will open at 9:30 a.m.)
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Venue: BELLESALLE Jimbocho Annex
1F Sumitomo Fudosan Chiyoda First Wing 2-36-1 Kandajinbocho, Chiyoda-ku, Tokyo
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Agenda
Items to be reported:
Reports on the Business Report and Consolidated Financial Statements for the 137th Fiscal Term (April 1, 2024 to March 31, 2025), and results of audits by the Financial Auditor and the Audit and Supervisory Committee of the Consolidated Financial Statements
Reports on the Non-consolidated Financial Statements for the 137th Fiscal Term (April 1, 2024 to March 31, 2025)
Item to be resolved: Proposal No. 1: Partial Amendment to the Articles of Incorporation Proposal No. 2: Election of Four Directors (Excluding Directors Who Are Audit and Supervisory Committee Members)
- Items Relating to the Convocation
If you exercise your voting rights more than once via the Internet, etc., the last vote will be treated as a valid vote.
If you exercise your voting rights more than once via the Internet, etc. and in writing (by mail), the vote exercised via the Internet, etc. will be treated as the valid vote, regardless of the arrival date and time.
If you exercise your voting rights in writing (by mail) and do not indicate your vote for or against the proposal on the voting form, it will be treated as if you indicated your approval.
Please also refer to the "Instructions for the Exercise of Voting Rights" described below (in Japanese only).
If attending the meeting in person, please present the voting form at the reception desk.
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 the Company's aforementioned website and the website for posting materials for the general meeting of shareholders.
Reasons for the Amendment
In order to clarify the description of business in accordance with the current status of the Company's business and to respond to the future expansion of its business domain, the Company proposes to amend the purposes of business in Article 2 (Purpose) of its Articles of Incorporation.
Details of the Amendment
The details of the amendment are as follows:
(The underlined parts indicate the amended portions)
Current Articles of Incorporation | Proposed amendments |
Article 2. (Purpose) The purpose of the Company is to operate the following businesses: 1.-3. (Omitted) 4. Civil engineering and construction contracting and design, construction and repair business 5.-9. (Omitted) (Newly established) (Newly established) 10. Any and all businesses incidental to or in relation to the above | Article 2. (Purpose) (Same as present) 1.-3. (Same as present) 4. Contracting, design, construction, supervision and consulting for construction, architecture and civil engineering works 5.-9. (Same as present)
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The terms of office of three Directors (excluding Directors who are Audit and Supervisory Committee Members; hereinafter, the same applies in this proposal) will expire at the conclusion of this Annual General Meeting of Shareholders. In addition, Director Takahiro Suzuki resigned from the post of Director as of September 19 of last year. Accordingly, the Company proposes the election of four Directors. Furthermore, with regard to this proposal, the Company has obtained an opinion from the Audit and Supervisory Committee to the effect that all candidates for Director are qualified.
The candidates for Director are as follows:
Candidate No. 1 | Koichi Takashima Male Reelection (Date of birth: August 8, 1952) | |
[Career summary, and position and responsibility in the Company] | ||
Number of the Company's shares owned 264,074 | Feb. 1978 July 2000 June 2002 June 2002 June 2003 June 2004 Apr. 2016 June 2016 Apr. 2018 | Joined Procter & Gamble Japan External Relations Director of Procter & Gamble Far East Inc. Joined the Company Vice President and Director Vice President and Representative Director President and Representative Director President and Representative Director, and Division Chief of Industrial Solutions Division President and Representative Director, Chief Executive Officer, and Division Chief of Industrial Solutions Division President and Representative Director, and Chief Executive Officer (current position) |
Number of years in office 23 Attendance at Board of Directors meetings 14/14 | ||
Reasons for nomination as candidate for Director Koichi Takashima joined the Company in 2002 after gaining operational experience in international and domestic marketing, sales departments, and other areas. As such, Mr. Takashima possesses abundant experience in management positions. Since 2004, he has proactively engaged in activities in his position supervising Group management as President and Representative Director of the Company, and thus has contributed to enhancing the corporate value of the Company. Based on these achievements, the Company has judged that he can be expected to continue to utilize his experience and other qualities in the execution of business operations and the supervision of management as a Director of the Company. | ||
Candidate No. 2 | Toshio Goto Male Reelection (Date of birth: December 12, 1959) | |
[Career summary, and position and responsibility in the Company] | ||
Number of the | Apr. 1983 Oct. 1997 Apr. 2003 Apr. 2009 June 2012 June 2016 Apr. 2018 Apr. 2020 Apr. 2021 Apr. 2023 | Joined the Company Manager Attached to Strategic Planning & Management Office of the Company; President of iTak (International) Limited General Manager of Electronic Devices of the Company; President of iTak (International) Limited President of iTak (International) Limited Director of the Company; President of iTak (International) Limited Director and Group Executive Officer of the Company; President of iTak (International) Limited Director and Group Managing Executive Officer of the Company; President of iTak (International) Limited Director, Group Managing Executive Officer, and Division Chief of Device Solutions Division of the Company; President of iTak (International) Limited Director, Managing Executive Officer, and Division Chief of Electronic Devices Division of the Company; President of iTak (International) Limited Director, Senior Managing Executive Officer, and Division Chief of Electronic Devices Division of the Company; President of iTak (International) Limited |
Company's shares owned | ||
113,353 | ||
Number of years in office | ||
13 | ||
Attendance at Board of | ||
Directors meetings | ||
14/14 | ||
Apr. 2024 | Director, Senior Managing Executive Officer, and Division Chief of Electronic Devices Division of the Company; President of iTak (International) Limited; Director of TAKASHIMA INDUSTRIES CO., LTD. (current position) | |
Reasons for nomination as candidate for Director Toshio Goto possesses abundant experience in management positions, having gained operational experience in international sales departments. Since 2012, Mr. Goto has promoted international business development, etc., in his position supervising the electronic devices business as a Director of the Company, and thus has contributed to enhancing the corporate value of the Company. Based on these achievements, the Company has judged that he can be expected to continue to utilize his experience and other qualities in the execution of business operations and the supervision of management as a Director of the Company. | ||