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Notice of Resolutions of the 87th Ordinary General Meeting of Shareholders
| Date |
June 26, 2009 (Friday) |
| Start |
10:00 a.m. |
| Finish |
11:18 a.m. |
| Place |
Osaka Head Office of Sekisui Chemical Co., Ltd. |
The number of
shareholders in attendance |
236 |
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Sekisui Chemical Co., Ltd.(the "Company") hereby notifies you of the resolutions adopted and matters reported at the 87th Ordinary General Meeting of Shareholders (the "Meeting") as follows.
Issues reported:
| 1. |
The Reports on the Business Report, the Consolidated financial statements and the Non-Consolidated financial statements for the 87th Business Term (from April 1, 2008 to March 31, 2009).
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| 2. |
The Reports on the Results of the Audits of Consolidated Accounting Documents by the Accounting Auditor and the Board of Corporate Auditors.
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Issues acted upon:
| 1. |
Appropriation of Retained Earnings
The proposed appropriation of retained earnings has been approved at this meeting, and it was resolved to distribute a year-end cash dividend of 3 yen per share.
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| 2. |
Partial Amendments to the Articles of Incorporation
As proposed, it has been approved that necessary amendments, such as deletion of the provisions concerning share certificates and other related matters, are to be made to the Articles of Incorporation upon the enforcement of the Paperless Share Transfer System.
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| 3. |
Appointment of Nine (9) Directors
As proposed, nine (9) Directors have been elected. The names of the Directors are as followings.
Naotake Okubo
Naofumi Negishi
Takayoshi Matsunaga
Tetsuji Izu
Yoshiyuki Takitani
Ken Yoshida
Teiji Kouge
*Shigemi Tamura
*Tohru Tsuji
*They are outside Directors prescribed by Article 2, Item 15 of the Companies Act of Japan.
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| 4. |
Appointment of a (1) Corporate Auditor
As proposed, a (1) Corporate Auditor has been elected. The name of the Corporate Auditor is as follows.
*Hiroshi Osada
*He is an outside Corporate Auditor prescribed by Article 2, Item 16 of the Companies Act of Japan.
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| 5. |
Issuance of Stock Acquisition Rights under Stock Option Plan
As proposed, it has been approved that the Company would issue stock acquisition rights to the executive employees of the Company, and representative Directors, Directors and executive employees of the affiliated companies of the Company and of its subsidiaries, for the purpose of granting stock options, pursuant to the provisions of Articles 236, 238 and 239 of the Corporate Law, and that the Company would delegate the determination of the terms and conditions thereof to the Board of Directors of the Company.
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