Tokai Carbon Co., Ltd.TSE: 5301

Notice of Resolutions Passed at FY2025 Annual Meeting of Shareholders

· Issued by Tokai Carbon Co., Ltd.

To Our Shareholders:

(Securities Code: 5301)

March 27, 2026

2-3, Kita-Aoyama 1-Chome, Minato-ku, Tokyo

TOKAI CARBON CO., LTD.

Hajime Nagasaka, President and CEO

Notice of Resolutions Passed at FY2025 Annual Meeting of Shareholders

We would like to express our gratitude for your continued support.

The Company would hereby like to announce that reports were made and resolutions were passed as described below at the Company's FY2025 Annual Meeting of Shareholders held today.

Items to be reported:

1.

The business report, the consolidated financial statements and the results of consolidated financial

statement audits by the Accounting Auditor and the Board of Auditors for the fiscal year 2025 business period (January 1, 2025 to December 31, 2025)

The details of the business report, the consolidated financial statements and the results of

consolidated financial statement audits above were reported.

2.

The non-consolidated financial statements for the fiscal year 2025 business period (January 1, 2025 to December 31, 2025)

The details of the non-consolidated financial statements above were reported.

Items to be resolved:

Agenda No. 1:

Appropriation of Retained Earnings

The agenda item was approved and resolved as originally proposed. It was decided that a fiscal year-end dividend of ¥15 per share (total annual dividend of ¥30 per share when combined with the interim dividend of ¥15 per share) would be paid.

Agenda No. 2:

Election of Nine (9) Directors

The agenda item was approved and resolved as originally proposed. Five (5) Directors-Mr. Hajime Nagasaka, Mr. Masafumi Tsuji, Mr. Katsuyuki Yamaguchi, Mr. Tatsuhiko Yamazaki, Ms. Mayumi Asada were re-elected as Directors and assumed their respective positions. Four (4) Directors-Mr. Akihiko Sato, Mr. Tsunayuki Sato, Mr. Kimiya Sano and Mr. Akira Takada were newly elected as Directors and assumed their respective positions. Three Directors, Ms. Asada, Mr. Sano, and Mr.

Takada, are External Directors.

Agenda No. 3

Election of One (1) Auditor

The agenda item was approved and resolved as originally proposed. Mr. Kaoru Ogashiwa was re-elected as Auditor and assumed the position. Mr. Ogashiwa is an External Auditor.

Agenda No. 4

Election of One (1) Substitute Auditor

The agenda item was approved and resolved as originally proposed. Mr. Toshiya Onuma was elected as Substitute Auditor and assumed the position.

〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰 〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰

At the Board of Directors meeting held after the Company's Annual Meeting of Shareholders, Mr. Hajime Nagasaka was elected as President and CEO of the Company and assumed the office. The following sixteen (16) members were elected as Executive Officers and assumed their respective positions.

*President & CEO

Hajime Nagasaka

(Reappointment)

*Managing Executive Officer

Masafumi Tsuji

(Reappointment)

*Executive Officer

Katsuyuki Yamaguchi

(Reappointment)

*Executive Officer

Tatsuhiko Yamazaki

(Reappointment)

*Executive Officer

Akihiko Sato

(Reappointment)

*Executive Officer

Tsunayuki Sato

(Reappointment)

Executive Officer

Kazuhito Kataoka

(Reappointment)

Executive Officer

Kouji Miura

(Reappointment)

Executive Officer

Kazuyoshi Haino

(Reappointment)

Executive Officer

Keiichiro Machihara

(Reappointment)

Executive Officer

Hideo Shin

(Reappointment)

Executive Officer

Norikazu Kawabe

(Reappointment)

Executive Officer

Naoki Hirai

(Reappointment)

Executive Officer

Shinichi Makino

(Reappointment)

Executive Officer

Atsuhiro Nihei

(New)

Executive Officer

Yohei Kataoka

(New)

*These six (6) Executive Officers will concurrently serve as Directors.

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