This is a translation of an excerpt of the original notice in Japanese for reference purposes only. In the case of any discrepancy between the translation and the Japanese original, the latter shall prevail. For the entire information of the notice, please check the original notice in Japanese.

Stock Code: 9997

June 7, 2021

To Our Shareholders

4-2Miyamoto-cho,Ageo-shi,Saitama-ken

Belluna Co., Ltd.

Kiyoshi Yasuno, President and CEO

Notice of the 45th Annual General Meeting of Shareholders

You are cordially invited to attend the 45th Annual General Meeting of Shareholders of Belluna Co., Ltd. ("the Company") to be held as described below.

If you are unable to attend the meeting in person, you may exercise your voting rights in writing. Please read the attached Reference Documents for the Annual General Meeting of Shareholders and exercise your voting rights by sending the enclosed voting rights form to us by return mail indicating your vote for or against the proposals no later than 5:50 p.m., on June 24, 2021 (Thursday).

1.

Date

10:00 a.m., June 25, 2021 (Friday)

2.

Place

HARICOTS-VERTS (4F), The TOBU Banquet Hall Ageo

2-1Miyamoto-cho,Ageo-shi,Saitama-ken

3. Objectives of the Meeting

Matters to

1.

Business Report and Consolidated Financial Statements for the 45th

be reported:

fiscal term (from April 1, 2020 to March 31, 2021) and the results of

audits of the consolidated financial statements by the Accounting

Auditor and the Audit and Supervisory Committee.

2.

Non-Consolidated Financial Statements for the 45th fiscal term (from

April 1, 2020 to March 31, 2021)

Matters to

be resolved:

Proposal No. 1

Appropriation of surplus

Proposal No. 2

Election of Eight (8) Directors (excluding members of the Audit and

Supervisory Committee)

Proposal No. 3

Election of three (3) Directors who serve as members of the Audit and

Supervisory Committee

End.

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For those attending, please present the enclosed voting rights exercise form at the reception desk upon arrival at the meeting. In accordance with laws and regulations as well as the provisions in Article 15 of the Company's Articles of Incorporation, the following items, among documents that should be presented in conjunction with this notice of convocation, are posted on the Company's website (http://www.belluna.co.jp/), and are therefore not stated in this notice of convocation: (i) Notes to consolidated financial statements in consolidated financial statements; and (ii) Notes to non-consolidated financial statements in non-consolidated financial statements. Consolidated financial statements and financial statements audited by the Audit and Supervisory Committee and accounting auditors consist of the documents stated in this notice of convocation, as well as the notes to the consolidated financial statements and the notes to the non-consolidated financial statements posted on the Company's website. Any amendments to the Reference Documents for the General Meeting of Shareholders, Business Report, Consolidated Financial Statements and Financial Statements will be posted on our website (http://www.belluna.co.jp/)

―1―

Reference Documents for the Annual General Meeting of Shareholders

Proposal No. 1 Appropriation of surplus

The Company has the following intention with regard to term-end dividends for the 45th fiscal term, after giving full consideration to maintaining stable dividend payments, the Company's performance for the fiscal term, future business developments and other factors.

  1. Type of dividend property Cash
  2. Matters concerning the allocation of dividend property to be paid to shareholders and total dividend amount ¥8.5 per share of the Company's common stock
    In this case, total dividend amount shall be ¥821,717,270.
  3. Date on which the appropriation of surplus goes into effect:

June 28, 2021

―2―

Proposal No. 2 Election of eight (8) Directors (excluding members of the Audit and Supervisory Committee) The terms of office of all the current Eight (8) Directors (excluding members of the Audit and Supervisory

Committee) will expire at the end of the Annual General Meeting of Shareholders. Accordingly, the Company proposes to elect eight (8) Directors (excluding members of the Audit and Supervisory Committee) .

The Audit and Supervisory Committee has confirmed that there is no objection to this proposal.

The candidates for the new Directors (excluding members of the Audit and Supervisory Committee) are as follows.

Candidate

Name

Brief personal history, positions and responsibilities

Number of the

Special interest

at the Company

Company's shares

number

(Date of birth)

in the Company

(Significant concurrent positions)

held

June 1977

Founded Yukado Co., Ltd. (present Belluna Co.,

Ltd.)

Kiyoshi Yasuno

President, Representative Director

Please refer to

1

of the Company (current position)

10,155,285 shares

(December 14, 1944)

(Note) below.

Representative Director, Granbellhotel Co., Ltd.

Representative Director, Friend Stage Co., Ltd.

April 2001

Joined KOKUSAI Securities Co., Ltd. (present

Mitsubishi UFJ Morgan Stanley Securities Co.,

Ltd.)

April 2004

Joined the Company

Served at President's Office

March 2005

General Manager, Executive Corporate Planning

Dept.

June 2009

Director, General Manager, Executive Corporate

Planning Dept.

April 2010

Director in charge of Executive Corporate

Planning Dept. and General Manager, Solution

Division

April 2011

Director, Managing Executive Officer, General

Manager, New Business and General Manager,

Solution Division

2

Yuichiro Yasuno

April 2012

Director, Managing Executive Officer, General

139,887 shares

None

(October 15, 1976)

Manager, Planning Division and General

Manager, New Business and General Manager,

Solution Division

April 2013

Director, Managing Executive Officer, General

Manager, Marketing Division

June 2016

Director, Senior Executive Officer, General

Manager, Marketing Division

Director, Senior Executive Officer, General

April 2020

Manager, General Affairs Division, and General

Manager, Marketing Division

Director, Senior Executive Officer, General

April 2021

Manager, General Affairs Division, and

General

Manager, Administration Division

(current

position)

Representative Director, Nurse Stage Co., Ltd.

―3―

Candidate

Name

Brief personal history, positions and responsibilities

Number of the

Special interest

at the Company

Company's shares

number

(Date of birth)

in the Company

(Significant concurrent positions)

held

August 1986

Joined Yukado Co., Ltd. (present Belluna Co.,

Ltd.)

April 1993

Counsellor, Planning Dept. 1

April 1996

Advisor, Planning Dept. 1

3

Junko Shishido

June 1997

Director in charge of planning

42,796 shares

None

(May 22, 1958)

April 2011

Director, Executive Officer, General Manager of

President's Office and in charge of planning

(current position)

Representative Director, El Dorado Co., Ltd.

April 1996

Joined NIS Group Co., Ltd.

May 2008

Joined the Company

Executive Corporate Planning Dept.

October 2010

General Manager, Executive Corporate Planning

Dept.

April 2011

Executive

Officer,

General

Manager,

Administration Division

April 2013

Executive

Officer,

General

Manager,

Administration Division and General Manager,

General Affairs Division

Tomohiro Matsuda

April 2015

Executive

Officer,

General

Manager,

4

Administration Division

7,418 shares

None

(February 2, 1972)

June 2015

Director, Executive Officer, General Manager,

Administration Division

April 2016

Director, Executive Officer, General Manager,

Administration Division and General Manager,

General Affairs Division

April 2020

Director, Executive Officer, General Manager,

Administration Division

April 2021

Director, Executive Officer, General Manager,

Solution Division (current position)

Representative Director, Sunstage Co., Ltd.

―4―

Candidate

Name

Brief personal history, positions and responsibilities

Number of the

Special interest

at the Company

Company's shares

number

(Date of birth)

in the Company

(Significant concurrent positions)

held

April 1988

Joined Yukado Co., Ltd. (present Belluna Co.,

Ltd.)

December 1997

Manager, General Affairs Dept.

March 2005

General Manager, General Affairs Division

April 2011

Executive Officer, General Manager, General

Affairs Division

5

Masato Yamauchi

April 2013

Executive Officer, General Manager, Quality

11,380 shares

None

Management Division and General Manager,

(April 2, 1964)

Data Process Division

October 2014

Executive Officer, General Manager, Customer

Service Division

April 2017

Executive Officer, General Manager,

Distribution Division

June 2020

Director, Executive Officer, General Manager,

Distribution Division (current position)

April 1990

Joined the Company

Assigned to Planning Dept. 1

May 2001

Manager, Planning Dept. 1 of Planning Division

April 2004

Manager, SCM Business Dept. of SCM

Promotion Division

August 2008

Manager, Planning Dept. 3 of Planning Division

January 2009

Chief Manager, Planning Dept. 3 and 5 of

Planning Division

January 2010

Senior Manager, Planning Dept. 3 and 5 of

Planning Division

April 2013

Senior Manager, Business Planning Dept. of

Nursery Co., Ltd., Senior Manager of Planning

Dept. and Senior Manager of CRM Dept.

September 2013

Senior Manager, Business Planning Dept. of

Infirmiere Co., Ltd., and Senior Manager of

Ryogo Takahashi

Production Management Dept

6

February 2014

Senior Manager, Business Planning Dept. of

12,698 shares

None

(June 14, 1966)

Infirmiere Co., Ltd., and Senior Manager of

Production Management Dept. and Director,

Senior Manager, Production Management Dept.

of BestThanks Co., Ltd.

April 2015

Executive Officer, General Manager of Planning

Division

June 2020

Director, Executive Officer, General Manager of

Planning Division

July 2020

Director, Executive Officer, General Manager of

Planning Division, and General Manager of

Store Business Division

April 2021

Director, Executive Officer, General Manager of

Planning Division (current position)

Representative Director, IC net Co., Ltd.

―5―

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BELLUNA Co. Ltd. published this content on 31 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 June 2021 07:37:08 UTC.