Toagosei : Resolutions of the 110th Ordinary General Meeting of Shareholders (134KB)

Note: 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.

(Stock Exchange Code 4045)

March 30, 2023

To Shareholders:

Mikishi Takamura

President and Representative Director

Toagosei Co., Ltd.

1-14-1 Nishi-Shimbashi, Minato-ku, Tokyo

RESOLUTIONS OF

THE 110TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

Dear Shareholders:

We would like to express our appreciation for your continued support and patronage.

The following matters were reported and resolved at the 110th Ordinary General Meeting of Shareholders of Toagosei Co., Ltd. (the "Company").

Matters reported:

1. Business Report, Consolidated Financial Statements for the Company's 110th Fiscal Year

(January 1, 2022 - December 31, 2022) and results of audits of the Consolidated Financial Statements by the Accounting Auditors and the Audit and Supervisory Committee

2.

Non-consolidated Financial Statements for the Company's 110th Fiscal Year (January 1, 2022 - December 31, 2022)

The contents of the documents were reported as described above.

Proposals resolved:

Proposal 1: Appropriation of Surplus The year-end dividend was set to the amount of ¥18 per share.

Proposal 2: Election of Eight (8) Directors (excluding Directors who act as Audit and Supervisory Committee Members)

Six (6) Directors, Mikishi Takamura, Susumu Miho, Masahiro Kimura, Taizo Serita, Yuichiro Mori and Hidetoshi Furukawa were re-elected, and two (2) Directors, Hidenori Kobuchi and Takashi Kato were newly elected, and assumed their respective offices.

Proposal 3: Election of Two (2) Directors who act as Audit and Supervisory Committee Members

Two (2) Directors who act as Audit and Supervisory Committee Members, Kiyoko Ishiguro and Masahiko Yasuda were re-elected, and assumed their offices.

Proposals rejected:

Proposal 4: Appropriation of Surplus (Shareholder's proposal)

Proposal 5: Buyback of Own Shares (Shareholder's proposal)

1

Pursuant to the resolution of the Board of Directors meeting held after the Ordinary General Meeting of Shareholders, the members of the Board of Directors are as follows.

President and Representative Director	Mikishi Takamura
Vice President and Representative Director	Susumu Miho
Director	Masahiro Kimura
Director	Taizo Serita
Director	Hidenori Kobuchi
Outside Director	Yuichiro Mori
Outside Director	Hidetoshi Furukawa
Outside Director	Takashi Kato
Director (Audit and Supervisory Committee Member)	Yoshitaka Suzuki
Outside Director (Audit and Supervisory Committee Member)	Nobuhiko Takano
Outside Director (Audit and Supervisory Committee Member)	Kiyoko Ishiguro
Outside Director (Audit and Supervisory Committee Member)	Masahiko Yasuda
Outside Director (Audit and Supervisory Committee Member)	Koichi Danno
2