Toray Industries, Inc. TSE:3402

Toray Industries : Notice of the 144th Ordinary General Meeting of Stockholders

Published

Source: MarketScreener



Notice of the 144th Ordinar y General Meeting of Stockholders

For the Fiscal Year Ended March 31, 2025









2025

This document has been translated from 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.

Dear stockholders


I would like to express my sincere gratitude to our stockholders for their continued support. I am pleased to invite you to participate in our 144th Ordinary General Meeting of Stockholders to be held on June 26.

We will celebrate our 100th anniversary in 2026.

Looking ahead to the next century, we will continue to devote ourselves tirelessly to transforming the latent potential of materials into both economic and social value, thereby ensuring a sustainable future for both Toray Group and society at large.

We kindly ask our stockholders for their continued understanding.

Mitsuo Ohya President

Toray Industries, Inc.

To Our Stockholders

Dear Stockholder:

Please take notice that the 144th Ordinary General Meeting of Stockholders of the Company will be held as set forth to the right.

In convening this general meeting of stockholders, the Company has taken measures for the electronic provision of information contained in the voting information, etc. (matters subject to measures for electronic provision). The Company posted these matters on the Company's website (Investor Relations) as follows. Please access the Company's website to check these matters.

The Company's website: https://www.toray.com/global/ir/stocks/sto_008.ht ml

In addition to the above website, the matters subject to measures for electronic provision are posted on the websites below.

Website and URL:

Tokyo Stock Exchange's website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK020010Act ion.do?Show=Show

Access method:

Please access the above address, enter the Issue name (company name) or securities code, and perform a search, and select "Basic information" and "Documents for public inspection/PR information."

Website and URL:

The Portal of Shareholders' Meeting (Sumitomo Mitsui Trust Bank):

https://www.soukai-portal.net Access method:

Please either scan the QR code shown on the enclosed voting form or enter the login ID and password on the above website (for details, please see "Exercise of Voting Rights via the Internet" on page 5).

* QR Code is a registered trademark of DENSO WAVE INCORPORATED.

If you do not attend the meeting in person, you can exercise your voting rights via the Internet or in writing. Please review the accompanying information and exercise your voting rights by 5:30 p.m., Wednesday, June 25, 2025 (Japan Standard Time).

Voting via the Internet:

Please review the "Exercise of Voting Rights via the Internet" on page 5 and enter your vote for or against each proposition by the time described above.

Voting via Postal Mail:

Please indicate your vote for or against each proposition on the enclosed voting form and return the form to us by the time described above.

(Securities code: 3402)

June 6, 2025

(Start date of measures for electronic provision: May 23, 2025)

Mitsuo Ohya

President and Representative Member of the Board

Toray Industries, Inc.

1-1, Nihonbashi-Muromachi 2-chome, Chuo-ku, Tokyo 103-8666, Japan

  1. Date and time of meeting: Thursday, June 26, 2025, 10:00 a.m.

  2. Place:

    Tokyo International Forum (Hall C),

    5-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo, Japan

  3. Matters to be discussed and to be reported:

    1. The Business Report and Consolidated Financial Statements for the 144th business year (from April 1, 2024 to March 31, 2025), and Reports of the Independent Auditor and the Board of

      Corporate Auditors on the relevant Consolidated Financial Statements conducted respectively

    2. Report on the Non-consolidated Financial Statements for the 144th business year (from April 1, 2024 to March 31, 2025)

      Matters to be acted upon: Proposition No. 1:

      Appropriation of Surplus Proposition No. 2:

      Election of Ten Members of the Board Proposition No. 3:

      Election of Two Corporate Auditors Proposition No. 4:

      Payment of Bonuses to Members of the Board

      Proposition No. 5:

      Revision of the Amount of Remuneration for Members of the Board and Corporate Auditors

      Proposition No. 6:

      Determination of Remuneration for the Granting of Restricted Stock to Members of the Board (Excluding Outside Directors)

  4. Matters to be decided upon convocation:

  1. In accordance with the provisions of laws and regulations and the Articles of Incorporation of the Company, among the matters subject to measures for electronic provision, the following matters are not included in the matters to be included in a paper copy to be sent to shareholders who have requested it. Corporate auditors and the independent auditor have audited materials subject to audit including the following matters.

    1. Consolidated Statement of Changes in Equity, and Notes to Consolidated Financial Statements in Consolidated Financial Statements

    2. Non-consolidated Statement of Changes in Equity, and Notes to Non-consolidated Financial Statements in Non-consolidated Financial Statements

  2. If a stockholder exercises his/her vote in duplicate, both online (including votes through smartphones) and via the enclosed voting form, only the online vote shall be effective. Furthermore, if a stockholder exercises online votes more than once, the last vote shall be effective.

  3. If the voting form you return does not indicate your vote for or against each proposition, this shall be treated as an indication of approval.

If you attend the meeting in person on the day of the meeting, please submit the enclosed voting form at the reception desk.

If there are any revisions to the matters subject to measures for electronic provision, the Company will make an announcement to that effect and the matters before and after corrections on the websites listed on page 2.

If you exercise your voting right by proxy on the day of the meeting, one (1) other stockholder with voting rights may attend the meeting as proxy in accordance with the provisions of the Articles of Incorporation of the Company. Provided, however, that the proxy shall submit a document evidencing his/her power of representation, such as a power of attorney.

Any major changes in the operation or venue of the General Meeting of Stockholders due to future circumstances will be posted on the Company's website (https://www.toray.com/global/ir/). Please check the latest information.

A Guide for the Exercise of Voting Rights

Please review the accompanying information from page 7 and exercise your voting rights by any of the following methods.

If you exercise your voting rights in advance

Exercise of Voting Rights via the Internet (For details, please see the next page.)

Voting through smartphones, etc.

Please scan the Portal of Shareholders' Meeting Login QR code at the bottom right of the enclosed voting form with your smartphone etc. to log into the website and tap the "Exercise of Voting Rights" button. Then, please exercise on the "Smart Exercise" screen.

* QR Code is a registered trademark of DENSO WAVE INCORPORATED.

Deadline for voting: Your votes must be exercised by 5:30 p.m., Wednesday, June 25, 2025.

Voting via PCs, etc.

The Portal of Shareholders' Meeting https://www.soukai-portal.net Voting Rights Exercise Website

https://www.web54.net

Please access the above websites by entering a login ID and password indicated on the enclosed voting form. After login, follow the instructions on the screen and register your vote for or against each proposition.

Deadline for voting: Your votes must be exercised by 5:30 p.m., Wednesday, June 25, 2025.

Voting via Postal Mail

Please indicate your vote for or against each proposition on the enclosed voting form and return the form to the Company's Transfer Agent by the deadline.

If you do not indicate your vote for or against each proposition, this shall be treated as an indication of approval.

Deadline for voting: The voting form must be received by 5:30 p.m., Wednesday, June 25, 2025.

If you are able to attend the meeting

Please bring the enclosed voting form with you and present it to the receptionist. Date and time of meeting: Thursday, June 26, 2025, 10:00 a.m.

[The receptionist is scheduled to be ready at 9:00 a.m.]

Matters to note concerning the duplicated exercise of voting rights

  1. If two or more online votes (including votes through smartphones) are exercised, only the latest vote will count.

  2. If a vote is exercised in duplicate via online (including votes through smartphones) and using the voting form, only the online vote will count.

If you have any questions about the exercise of your voting rights, please call one of the following numbers.

Transfer Agent: Stock Transfer Agency Business Planning Dept., Sumitomo Mitsui Trust Bank, Limited

For the exercise of voting rights

0120-652-031 (toll-free within Japan only) (9:00 to 21:00)

For other inquiries

0120-782-031 (toll-free within Japan only) (9:00 to 17:00 on weekdays)