(Securities Code 7203) To All Shareholders:
June 14, 2013
President Akio Toyoda
1, Toyota-cho, Toyota City, Aichi Prefecture
Notice of Resolutions Adopted at FY2013 Ordinary General Shareholders' Meeting
Dear Shareholder,
The reports made and resolutions adopted at the FY2013 Ordinary General Shareholders' Meeting (the
"General Shareholders' Meeting") today are as follows:
Reports on business review, unconsolidated and consolidated financial statements for FY2013 (April 1, 2012 through March 31, 2013) and report by Accounting Auditor and the Audit & Supervisory Board on the audit results of the consolidated financial statements for FY2013.
Details pertaining to the above were reported.
Proposed Resolution 1: Distribution of Surplus
Payment of a year-end dividend of 60 yen per share was approved as proposed.
The total amount of the annual dividends for the fiscal year ended March
31, 2013 will be 90 yen per share combined with the interim dividend.
Proposed Resolution 2: Election of 16 Directors
Approved as proposed. The following 16 persons were elected and have assumed their positions as directors:
Takeshi Uchiyamada, Akio Toyoda, Satoshi Ozawa, Nobuyori Kodaira, Mitsuhisa Kato, Masamoto Maekawa, Mamoru Furuhashi, Yasumori
Ihara, Seiichi Sudo, Koei Saga, Kiyotaka Ise, Shigeki Terashi, Yoshimasa Ishii, Ikuo Uno, Haruhiko Kato, and Mark T. Hogan
Proposed Resolution 3: Partial Amendment of the Articles of Incorporation
Approved as proposed. TMC has made required amendments to the Articles of Incorporation upon establishment of a new provision enabling the conclusion of liability limitation agreements with Outside Directors.
Proposed Resolution 4: Payment of Executive Bonuses
Approved as proposed. The Directors in office as of the end of FY2013 will be paid a total amount of 428,600,000 yen as executive bonuses.
1
At the Board of Directors meeting held today after the conclusion of the General Shareholders' Meeting,
8 persons were elected as directors with special titles and assumed their respective positions.
Chairman of the Board Takeshi Uchiyamada, President Akio Toyoda, Executive Vice Presidents Satoshi Ozawa, Nobuyori Kodaira, Mitsuhisa Kato, Masamoto Maekawa, Yasumori Ihara, and Seiichi Sudo were elected and assumed their positions as representative directors.
The new directors, audit & supervisory board members, senior managing officers, and managing officers are as follows:
Chairman of the Board Takeshi Uchiyamada Director Yoshimasa Ishii President Akio Toyoda Director Ikuo Uno Executive Vice President Satoshi Ozawa Director Haruhiko Kato
Executive Vice President Nobuyori Kodaira Director Mark T. Hogan
Executive Vice President Mitsuhisa Kato Full-time Audit & Executive Vice President Masamoto Maekawa Full-time Audit & Executive Vice President Yasumori Ihara Full-time Audit &
Executive Vice President Seiichi Sudo Audit & Supervisory Board
Director Mamoru Furuhashi Audit & Supervisory Board
Director Kiyotaka Ise Audit & Supervisory Board
Yoichiro Ichimaru Masaki Nakatsugawa Masahiro Kato
Yoichi Morishita
Akishige Okada
Member Kunihiro Matsuo
Director Koei Saga Audit & Supervisory Board
Director Shigeki Terashi
Senior Managing Officers
Tadashi Yamashina | Didier Leroy | Hiroyuki Yokoyama | Naoki Miyazaki |
Hirofumi Muta | Keiji Masui | Tokuo Fukuichi | Soichiro Okudaira |
Shigeru Hayakawa | Hiroji Onishi | Kiyotaka Ise * | Shigeki Terashi * |
Hisayuki Inoue | Koei Saga * | James E. Lentz |
(Note) The asterisk (*) indicates that the officer doubles as a Director of TMC.
Managing Officers
Yoshihiko Matsuda | Hiroyoshi Yoshiki | Satoshi Ogiso | Tetsuya Otake |
Kazuhiro Miyauchi | Kazuhiro Kobayashi | Hayato Shibakawa | Yasuhiko Sato |
Satoru Mouri | Kazuo Ohara | Nobuhiko Murakami | Masayoshi Shirayanagi |
Osamu Nagata | Satoshi Takae | Karl Schlicht | Mark S. Templin |
Takuo Sasaki | Shigeki Tomoyama | Kyoichi Tanada | Tatsuro Ueda |
Steve St. Angelo Koichi Sugihara | Riki Inuzuka Shinji Kitada | Hiroyuki Fukui Toshiro Hidaka | Mitsuru Uno |
Johan van Zyl | Masahisa Nagata | Koki Konishi | |
Moritaka Yoshida | Takeshi Numa | Shinya Kotera |
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. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the
translation.
2
distributed by |