The 116th Ordinary General Meeting of Shareholders
|Date and Time
||10:00 a.m. (Japan Standard Time), Wednesday, March 29, 2023
(The reception desk will open at 9:00 a.m.)
||Manufacturing Technology Center, Shimano Inc. Head Office
3-77 Oimatsu-cho, Sakai-ku, Sakai City, Osaka
Matters to be Reported
(1) The Business Report, Consolidated Financial Statements, and Non-consolidated Financial Statements for the 116th Fiscal Year (from January 1, 2022 to December 31, 2022)
(2) Results of Audits of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board
Proposals to be Resolved
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Partial Amendments to the Articles of Incorporation
Proposal No. 3: Election of 5 Directors
Proposal No. 4: Determination of Remuneration for the Allotment of Restricted Stock Remuneration to Directors (Excluding Outside Directors and Foreign Directors)
Instructions for the Exercise of Voting Rights
(1) Exercise of Voting Rights by Post
Please indicate your approval or disapproval of the proposals on the enclosed ballot form and return it so that it arrives by 5:00 p.m. (Japan Standard Time) on Tuesday, March 28, 2023. If you do not indicate your approval or disapproval for a proposal, your vote for the proposal shall be counted as approval.
(2) Exercise of Voting Rights via the Internet etc.
When exercising voting rights via the Internet etc., please refer to the Guidance for Exercising Voting Rights on pages 4 and 5 and exercise your voting rights by 5:00 p.m. (Japan Standard Time) on Tuesday, March 28, 2023.
- If you exercise your voting rights both by post and via the Internet etc., the exercise of voting rights via the Internet etc. shall prevail.
- If you exercise your voting rights via the Internet etc. multiple times, the final exercise of voting rights shall prevail.
- The Company participates in the electronic voting platform for institutional investors operated by ICJ, Inc., a joint-venture company established by the Tokyo Stock Exchange Inc., etc.
Guidance for Preventing the Spread of Infection at the Ordinary General Meeting of Shareholders
We hereby inform the following in order to prevent the spread of infectious diseases such as COVID-19.
(1) Requests for shareholders
・If you are elderly, have an underlying health condition, are pregnant, or are feeling unwell due to a cough or a fever, we strongly request that you refrain from visiting the venue on the day of the Meeting.
・If you are considering attending the Meeting, we request that you stay mindful of your health condition up to the day of the Meeting, and that you do not strain yourself in any case.
・As a means to exercise your voting rights without attending the Meeting, we request that you actively consider voting by post or via the Internet etc.
(2) Requests for shareholders who will visit the venue
・We request that you use the alcohol disinfectant placed near the reception desk at the venue and that you wear a face mask.
・We will take temperatures at the entrance to the venue, and we may refuse entry of those who are confirmed to have a fever (37.5 degrees Celsius or higher), those who seem to be unwell, and those who have been identified as close contacts. Shareholders who have been identified as close contacts are requested to declare themselves at the reception desk.
・Seats at the venue will be sparsely placed with more spaces in between. The number of seats available will be fewer than usual. Accordingly, we may refuse entry even if you visit the venue on the day of the Meeting.
・If you begin to feel unwell after entry, please do not hesitate to contact the nearby operation staff.
・When you return home, from the perspective of preventing infection, we request that you sufficiently gargle and wash your hands.
(3) Measures taken by the Company
・Officers, employees, and operation staff will participate after checking their health conditions, and taking their temperatures.
・Officers, employees, and operation staff will be wearing face masks.
・Alcohol disinfectants will be placed at various locations within the venue, in addition to the reception desk.
・We will cancel the social gathering with shareholders after the conclusion of the Meeting.
In the event of significant changes to the operation of the Meeting due to future circumstances, we will notify you on the Company’s website.
We would appreciate your understanding and cooperation.
Notice of Convocation of the 116th Ordinary General Meeting of Shareholders