 |
|
|
| Notice of Resolutions Adopted at the 56th Ordinary General Shareholders Meeting |
|
| June 27, 2003 |
 |
|
|
The 56th Ordinary General Shareholders Meeting was held on June 27, 2003 at
Hanwa Co., Ltd.'s headquarters. The meeting lasted 37 minutes and was attended by 151 shareholders.
The Meeting
received the following Reports and discussed the following Resolutions.
Matters Reported
The business report for the 56th period (from April 1, 2002 to March 31, 2003), balance sheets as
of March 31, 2003, and income statements for the period. These statements have already been
published.
Matters for Resolution
| 1 |
Approval of proposed appropriation of unappropriated retained earnings for the 56th period.
Approved as proposed. Dividends for the term are \5 per share. |
| |
|
| 2 |
Partial amendment to the Articles of Incorporation.
Approved as proposed. The following changes are agreed.
| (1) |
The objectives of business are amended and added to in order to clarify some expressions
and to prepare for diversification and expansion of the Company's operations going forward. |
| |
|
| (2) |
The law governing partial revisions to the Commercial Code (Law No. 44 of 2002)
went into effect on April 1, 2003. This established a system for dealing with lost shares and
allowed for one third of voting rights to form a quorum for adoption of resolutions at a General
Meeting of Shareholders, as provided for in the Articles of Association. The provisions of Article
9 (shareholder transfer agent) are amended as necessary, and a rule governing the quorum at General
Meetings of Shareholders is added to the existing Article 14 (method for reaching decisions). |
|
| |
|
| 3 |
Election of 16 directors
The following 16 directors were elected, as proposed: President
Shuji Kita, Mitsuyuki Nakabayashi, Takashi Kyui, Takayuki Kamoto, Shosaburo Bando, Noriyuki
Hanafusa, Tatsuyuki Yamasaki, Hironari Furukawa, Shinsuke Kitamura, Kazuo Yokota, Masaomi
Amao, Hiroshi Omoto, Satoru Hara, Tetsuro Akimoto, Yoshifumi Nishi, and Takuji Kita, |
| |
|
| 4 |
Election of two auditors
The following two auditors were elected, as proposed: Kunio Matsuda and Toshiaki Taguchi. Mr.
Taguchi is an External Auditor, as determined by Article 18-1 of the law related to special
exceptions for joint-stock company Auditors in the Commercial Code. |
| |
|
| 5 |
Payment of retirement allowances to retiring directors and retiring corporate auditors
Approved as proposed. Payments will be made to Kunio Matsuda and Minoru Masuda, who retire
as Directors at the conclusion of the Annual Meeting of Shareholders, and to Minoru Kifuku and
Takao Ikematsu, who will retire as Auditors, in recognition of their work while in office. The
payments will be in line with the CompanyÅfs standards and of a reasonable amount. It was agreed
that the specific amount, timing, and method of payment shall be left to the discretion of the Board
of Directors in the case of the retiring directors, and of the Council of Auditors in the case of the
retiring auditors. |
Shuji Kita
President and Representative Director
Hanwa Co., Ltd.
4-3-9, Fushimi-machi, Chuo-ku, Osaka 541-8585
New Directors after the Shareholders Meeting:
| President |
Shuji Kita |
| Senior Managing Directors |
Mitsuyuki Nakabayashi
Takashi Kyui |
| Managing Directors |
Takayuki Kamoto
Shosaburo Bando
Noriyuki Hanafusa
Tatsuyuki Yamasaki
Hironari Furukawa
Shinsuke Kitamura |
| Directors |
Kazuo Yokota
Masaomi Amao
Hiroshi Omoto
Satoru Hara
Tetsuro Akimoto
Yoshifumi Nishi
Takuji Kita |
| Auditors |
Kunio Matsuda
Kazushi Higashida*
Hironari Masago*
Toshiaki Taguchi* |
| * |
External Auditor, as determined by Article 18-1 of the law related to special exceptions
for joint-stock company Auditors in the Commercial Code. |
The Company provides this information for your reference and convenience only and without any warranty as
to its accuracy or otherwise. In the event of a dispute or difference as to meaning or intent of the Information
and the Japanese original text of the Notice, the Japanese original text of the Notice shall prevail.
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
| Corporate Policy |
|
|
|
| Stock Info |
|
|
|
|
| IR Data |
|
|
|
|
|
| Other |
|
|
|
|
|
|
|
|
|
