We hereby inform you of the reports submitted and resolutions approved at the 76th Ordinary General Meeting of Shareholders of Keihin Corporation (the “Company”) held today.
Items reported:
Business Report, Consolidated Financial Statements and Non-Consolidated Financial Statements for the 76th Term (from April 1, 2016 to March 31, 2017), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board.
The contents of the above Business Report, Consolidated Financial Statements, and Non-Consolidated Financial Statements were reported along with the corresponding audit results.
Items resolved:
| Proposal 1: | Appropriation of surplus
As originally proposed, year-end dividends of 20 yen per common share of the Company (including a 1 yen commemorative dividend for the 60th anniversary), for 1,479,178,940 yen in total dividends allocated to shareholders, and an effective date of distribution of June 26, 2017 were approved. In other appropriation of surplus, a 400,000,000 yen increase in dividend reserves, a 1,810,000,000 yen increase in general reserves and a 2,210,000,000 yen decrease in retained earnings brought forward were approved. |
| Proposal 2: | Election of eleven (11) Directors
Proposal 2 was approved as proposed. Ten persons, namely Chitoshi Yokota, Hiroshi Seikai, Genichiro Konno, Hirohisa Amano, Yusuke Takayama, Masayasu Shigemoto, Tomoya Abe, Mikihito Kawakatsu, Taro Mizuno, and Shigeo Wakabayashi were reelected, Hiroshi Nakatsubo was newly elected and all eleven Directors assumed their offices. |
| Proposal 3: | Election of two (2) Audit & Supervisory Board Member
Proposal 3 was approved as proposed. Takayoshi Uchida and Toshihiro Kuroki were newly elected and assumed their offices. |
| Proposal 4: | Election of one (1) substitute Audit & Supervisory Board Member |
Proposal 4 was approved as proposed.Yuichiro Mori was elected.
Representative Directors and Directors with Specific Titles were appointed and assumed their offices under a resolution passed at the Board of Directors’ Meeting held after the conclusion of the General Meeting of Shareholders.
As a result, the Directors of the Company are now as follows.
President & CEO and Representative Director: Chitoshi Yokota
Senior Managing Officer and Representative Director: Hiroshi Seikai
Managing Officer and Representative Director: Genichiro Konno
Managing Officer and Director: Hirohisa Amano
Managing Officer and Director: Yusuke Takayama
Managing Officer and Director: Masayasu Shigemoto
Managing Officer and Director: Tomoya Abe
Senior Operating Officer and Director: Mikihito Kawakatsu
Senior Operating Officer and Director: Hiroshi Nakatsubo
Director (Independent): Taro Mizuno
Director (Independent): Shigeo Wakabayashi
Note: Taro Mizuno and Shigeo Wakabayashi are Independent Directors as defined in Article 2, Item 15 of the Companies Act.
In addition, Full-Time Audit & Supervisory Board Members were appointed and assumed their offices under a resolution passed at the Audit & Supervisory Board Meeting held after the conclusion of the General Meeting of Shareholders.
As a result, Audit & Supervisory Board Members are now as follows.
Full-Time Audit & Supervisory Board Member (Independent): Takayoshi Uchida
Full-Time Audit & Supervisory Board Member: Toshihiro Kuroki
Audit & Supervisory Board Member (Independent): Yasuhiko Narita
Note: Takayoshi Uchida and Yasuhiko Narita are Independent Audit & Supervisory Board Members as defined in Article 2, Item 16 of the Companies Act.
The Company has introduced an operating officer system as a means of swiftly responding to future global business expansion and changes in the operating environment.
After the conclusion of the General Meeting of Shareholders, Operating Officers (excluding Operating Officers who also serve as Directors) are as follows.
| Managing Officer | Kenichi Nishizawa |
| Senior Operating Officer | Toru Mitsubori |
| Senior Operating Officer | Yasutoshi Ito |
| Operating Officer | Seiichi Shindo |
| Operating Officer | Masaaki Takahashi |
| Operating Officer | Kazumi Araki |
| Operating Officer | Kazuyuki Meguro |
| Operating Officer | Raymond Watson |
| Operating Officer | Yasunori Shimada |
