Note: This document has been translated from a part of 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.
Securities Code: 7713
August 8, 2023
To Shareholders
Yosuke Kondo, President & CEO
SIGMAKOKI CO., LTD.
17-2,Shimotakahagi-shinden,Hidaka-shi, Saitama
Convocation Notice of the 48th Annual General Meeting of Shareholders
We are pleased to announce the 48th Annual General Meeting of Shareholders of SIGMAKOKI CO., LTD. (the "Company"), which will be held as indicated below.
When convening this general meeting of shareholders, the Company takes measures for providing in electronic format the information that constitutes the content of reference documents for the shareholders meeting, etc. (matters for which measures for providing information in electronic format are to be taken). This information is posted on each of the following websites, so please access either of those websites to confirm the information.
[The Company's website] https://www.sigma-koki.com/meeting/48/ (in Japanese)
[Website for posted informational materials for the general meeting of shareholders] https://d.sokai.jp/7713/teiji/ (in Japanese)
[TSE website (Listed Company Search)] https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)
Access the TSE website by using the internet address shown above, enter "SIGMA KOKI CO., LTD." in "Issue name (company name)" or the Company's securities code "7713" in "Code," and click "Search." Then, click "Basic information" and select "Documents for public inspection/PR information." Under "Filed information available for public inspection," click "Click here for access" under "[Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting]."
If you are unable to attend the meeting in person, you may exercise your voting rights via the internet or in writing. Please review the Reference Documents for the General Meeting of Shareholders, and exercise your voting rights via either of the following methods.
Exercise of voting rights via the internet
Please access the dedicated website (in Japanese; https://www.web54.net) and indicate your approval or disapproval by 5:00 p.m., Monday, August 28, 2023 (JST).
Exercise of voting rights in writing (by postal mail)
Please indicate your approval or disapproval of the proposal on the voting form and send it by postal mail to arrive at the Company no later than 5:00 p.m., Monday, August 28, 2023 (JST).
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1 Date and time Tuesday, August 29, 2023 at 10:00 a.m. (registration begins at 9:00 a.m.) (JST)
2 Venue | 3F, Multipurpose Hall, the Company's Head Office/Hidaka Plant |
17-2,Shimotakahagi-shinden,Hidaka-shi, Saitama |
3 Agenda Reports
- The Business Report, Consolidated Financial Statements, and the Reports of the Accounting Auditors and Audit & Supervisory Board on the Results of Audits of Consolidated Financial Statements for the 48th Fiscal Year (June 1, 2022 to May 31, 2023)
- The Reports of Non-consolidated Financial Statements for the 48th Fiscal Year (June 1, 2022 to May 31, 2023)
Proposal | |
Proposal | Election of Six (6) Directors |
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Reference Documents for the General Meeting of Shareholders
Proposal | Election of Six (6) Directors |
The terms of office of all five (5) Directors will expire at the conclusion of this meeting.
In that regard, the Company proposes the election of six (6) Directors (including three (3) Outside Directors), increasing the number of Directors by one (1) to further enhance the management system.
The candidates for Director are as follows:
Candidate | Name | Current position and/or responsibility in the Company | |||||||||
No. | |||||||||||
1 | Yosuke Kondo | President & CEO | Reelection | ||||||||
Director | |||||||||||
2 | Yoshinori Tabata | Division Manager of Production Division and Hidaka Plant | Reelection | ||||||||
Manager | |||||||||||
Executive Officer | |||||||||||
3 | Yasuyuki Ishii | Division Manager of Administrative Division and General | New election | ||||||||
Manager of Accounting Department | |||||||||||
4 | Tsutomu Ozawa | Outside Director | Reelection | ||||||||
Outside | |||||||||||
Reelection | |||||||||||
5 | Makoto Nozaki | Outside Director | Outside | ||||||||
Independent | |||||||||||
Reelection | |||||||||||
6 | Yumiko Matsuo | Outside Director | Outside | ||||||||
Independent | |||||||||||
Reelection: | Candidate for reelection as Director | ||||||||||
New election: Candidate for new election as Director | |||||||||||
Outside: | Candidate for Outside Director | ||||||||||
Independent: | Candidate for Independent Officer |
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Candidate | Name | Career summary, position and responsibility in the Company, | Number of the | |
Company's shares | ||||
No. | (Date of birth) | and significant concurrent positions outside the Company | ||
owned | ||||
Apr. 1991 | Joined the Company | |||
Apr. 2000 | Division Manager of Optical Element Division | |||
June 2002 | Division Manager of Sales Division | |||
Yosuke Kondo | Aug. 2002 | Director | ||
(April 2, 1963) | Sept. 2006 | Managing Director | 57,000 shares | |
Aug. 2011 | Senior Managing Director | |||
Reelection | Apr. 2013 | Chairman of OptoSigma Corporation | ||
1 | Aug. 2013 | Representative Director and Senior Managing | ||
Director of the Company | ||||
Aug. 2014 | President & CEO (current position) | |||
Reasons for nomination as candidate for Director | ||||
Yosuke Kondo has experience as Director of the Company and of a Group company and he has been involved in the | ||||
Group's management for many years. Currently, he is contributing to the enhancement of the corporate value of the | ||||
Company and the Group as President & CEO of the Company. The Company has appointed him again as candidate for | ||||
Director because of his deep specialist knowledge and wealth of experience in the optics industry along with his strong | ||||
results, skills and insight as a corporate manager. | ||||
Apr. 1990 | Joined the Company | |||
June 2003 | Deputy Division Manager of Development | |||
Division | ||||
June 2006 | Executive Officer | |||
Dec. 2008 | Deputy Division Manager of Optical System | |||
Equipment Division | ||||
Apr. 2010 | Deputy Division Manager of System Products | |||
Division | ||||
June 2011 | General Manager of Optical System | |||
Department | ||||
Yoshinori Tabata | Dec. 2013 | Deputy Division Manager of Sales Division | ||
June 2015 | Deputy Division Manager of Sales Division and | |||
(April 16, 1969) | ||||
in charge of Development Department | 11,700 shares | |||
Reelection | June 2017 | Division Manager of Engineering Division | ||
Aug. 2017 | Director (current position) | |||
Apr. 2018 | Director of OptoSigma Corporation | |||
2 | June 2019 | Division Manager of Engineering Division and | ||
General Manager of Development Department | ||||
of the Company | ||||
Jan. 2023 | Division Manager of Production Division and | |||
Hidaka Plant Manager (current position) | ||||
July 2023 | President & CEO of LMS Co., Ltd. (current | |||
position) | ||||
Significant concurrent positions outside the Company | ||||
President & CEO of LMS Co., Ltd. | ||||
Reasons for nomination as candidate for Director | ||||
Yoshinori Tabata has led the Company's engineering and development departments for many years as Director. He is | ||||
currently leveraging his extensive knowledge to lead the production division, and is contributing to the improvement of | ||||
our position as a manufacturer of optical products by establishing production technologies for manufacturing our high- | ||||
quality, high-precision products. He is also expected to acquire a high level of insight into corporate management, such | ||||
as serving as the Representative Director of an affiliated company accounted for by the equity-method from this year. | ||||
The Company has appointed him again as candidate for Director because of his deep specialist knowledge and wealth | ||||
of experience in the optics industry along with his strong results, skills and insight as a corporate manager. |
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Candidate | Name | Career summary, position and responsibility in the Company, | Number of the | |
Company's shares | ||||
No. | (Date of birth) | and significant concurrent positions outside the Company | ||
owned | ||||
Apr. 1988 | Joined the Company | |||
May 2008 | Audit & Supervisory Board Member of Tac | |||
Coat Co., Ltd. (current position) | ||||
Sept. 2009 | Deputy Manager of Accounting Department of | |||
the Company | ||||
Yasuyuki Ishii | Dec. 2013 | General Manager of Accounting Department | ||
(September 5, 1967) | (current position) | 7,000 shares | ||
Dec. 2013 | Director of OptoSigma Europe S.A.S. (current | |||
New election | position) | |||
June 2019 | Deputy Division Manager of Administrative | |||
3 | Division of the Company | |||
Dec. 2020 | Division Manager of Administrative Division | |||
(current position) | ||||
Dec. 2020 | Executive Officer (current position) | |||
Reasons for nomination as candidate for Director | ||||
Yasuyuki Ishii has deep specialized knowledge and high insight gained through many years of experience in the | ||||
Company's accounting and treasury departments, and also performs supervision and auditing work as an Audit & | ||||
Supervisory Board Member of an affiliated company accounted for by the equity-method and Director of overseas | ||||
subsidiaries. The Company has appointed him as a candidate for Director because he has served as supervisor of the | ||||
administrative division from December 2020 and possesses strong results, skills and insight in business management | ||||
operations. | ||||
Apr. 1984 | Joined HAMAMATSU PHOTONICS K.K. | |||
June 2015 | 19th Department Manager, First Manufacturing | |||
Department, Electron Tube Division | ||||
Oct. 2018 | General Manager of First Manufacturing | |||
Department, Electron Tube Division | ||||
Tsutomu Ozawa | Aug. 2020 | Outside Director of the Company (current | ||
(October 8, 1961) | position) | |||
Oct. 2020 | General Manager of Electron Tube Business | - shares | ||
Reelection | Planning Department, Electron Tube Division, | |||
Outside | HAMAMATSU PHOTONICS K.K. (current | |||
position) | ||||
Significant concurrent positions outside the Company | ||||
4 | General Manager of Electron Tube Business Planning | |||
Department, Electron Tube Division, HAMAMATSU | ||||
PHOTONICS K.K. | ||||
Reasons for nomination as candidate for Outside Director and overview of expected roles | ||||
Although Tsutomu Ozawa has no experience of being directly involved in corporate management, he serves as the | ||||
General Manager of Electron Tube Business Planning Department, Electron Tube Division, HAMAMATSU | ||||
PHOTONICS K.K., a business partner of the Company. The Company has appointed him again as a candidate for | ||||
Outside Director because he has deep specialized knowledge, a wealth of experience, and high insight in optics, which | ||||
he is expected to reflect in the Company's management as well as provide supervision and advice on the Company's | ||||
management execution. If appointed, he will be involved as a member of the voluntary Compensation Committee using | ||||
his objective and neutral standpoint in determining the remuneration, etc. of the Company's officers. In addition, as a | ||||
member of the voluntary Nominating Committee, he will be similarly involved in the election and dismissal of the | ||||
Company's officers. |
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Disclaimer
Sigma Koki Co. Ltd. published this content on 09 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 August 2023 00:18:07 UTC.