TSE Securities Code: 4565 28 May 2014
2-4 Kojimachi, Chiyoda-ku, Tokyo
Sosei Group Corporation
Board Director and CEO
Call for the 24th Ordinary General Meeting of Shareholders
The Company would like to inform you that the 24th Ordinary General Meeting of Shareholders will be held as follows, and would be grateful if you would attend the meeting.
Those who will not be able to attend the meeting on the day may exercise their voting rights in writing or via Internet. You are kindly requested to consider the appended “Reference Documents for the Ordinary General Meeting of Shareholders” and exercise your voting rights by indicating your approval or disapproval for each of the proposals. To be valid, the vote must reach the Company no later than 6:00 p.m. on Tuesday, 17 June 2014.
Shinichi Tamura Board Director and CEO
1. Date and Time 10:00 a.m. on Wednesday, 18 June 2014
2. Venue 1-1, Hayabusa-cho, Chiyoda-ku, Tokyo, Japan Grand Arc Hanzomon Hotel, 3 Floor, Hana-No-Ma Hall
3. Meeting Agenda
Items to be reported:
1. Business Report, Consolidated Financial Statements, Independent Auditor’s Report and Audit Committee Report on Consolidated Financial Statements for the 24th fiscal year (from 1 April 2013 to 31 March 2014)
2. Financial Report for the 24th fiscal year (from 1 April 2013 to 31 March 2014)
Items to be resolved:
Resolution 1: Reduction in the Amount of Capital Reserve and the Appropriation of Capital Surplus
Resolution 2: Election of Five (5) Directors
[Should any revision to the Reference Documents for the Ordinary General Meeting of Shareholders, Business Report, Financial Statements or Consolidated Financial Statements be made, the Company will inform you in writing, or via Company’s website (http://www.sosei.com/).]
Reference Documents for the Ordinary General Meeting of Shareholders
Resolution 1: Reduction in Amount of Capital Reserve and Appropriation of Capital Surplus
1. Purpose of the proposal
To enable higher financial flexibility and agility, as well as to increase distributable reserve, the Company proposes the reduction in amount of capital reserve and appropriation of capital surplus.
2. Reduction in Amount of Capital Reserve
Pursuant to the provisions of Article 448-1 of the Company Act, the Company will reduce 13,803,978,246 yen from its capital reserve of 21,374,472,154 yen and will transfer the reduced amount to other capital surplus. The capital reserve balance after the reduction will be 7,570,493,908 yen.
3. Appropriation of Capital Surplus