Universal Entertainment : Notice Concerning Holding of Extraordinary General Shareholders' Meeting and Determination of Proposal Items

Published: 2024-08-20 06:07:04 ET 6425.T

August 20, 2024

Company Name:

Universal Entertainment Corporation

Representative:

Hajime Tokuda

Representative Director & President

(TSE STANDARD Code: 6425)

Contact:

Nobuki Sato

Corporate Planning Office

(https://uct.universal-777.com/m/contact-en)

Notice Concerning Holding of Extraordinary General Shareholders' Meeting

and Determination of Proposal Items

In the "Notice Concerning Establishment of Record Date for Convocation of Extraordinary General Shareholders' Meeting" dated July 16, 2024, the Company announced that it would set August 8, 2024 as the record date and hold an extraordinary general shareholders' meeting (hereinafter referred to as the "Extraordinary General Shareholders' Meeting"). The Board of Directors has resolved the date and the proposal items for the Extraordinary Shareholders' Meeting today, as follows.

Proposal to be resolved

Proposal No.1: Election of Mr. Tomohiro Okada as Director

Proposal No.2: Dismissal of Mr. Jun Fujimoto as Director

3. Reasons for Proposal Items

(1) Proposal 1: Election of Mr. Tomohiro Okada as Director

In order to further strengthen the Company's business activities in Japan and overseas, the Company proposes to increase the number of directors by one (1) and to appoint Mr. Tomohiro Okada, who is the director of Okada Holdings Limited, the parent company of the Company, as a director. The term of office of the elected director will expire at the end of the term of office of the other directors in office, in accordance with the Company's Articles of Incorporation.

1

Director Candidates and Biographies

Name

Brief career history, positions, responsibilities and

Number of the

Company shares

(Date of birth)

significant concurrent positions

held

Apr. 1991

Joined the Company

Jun. 1995

Director of the Company

Aug. 1995

Director and General Manager of Management

Planning Office of the Company

Aug. 1997

Director, in charge of Development Division of the

Company

*

Jun. 1999

Director and General Manager of Administrative

Division of the Company

Tomohiro Okada

Jun. 2000

Director and General Manager of Investor

―

(Sep. 1, 1967)

Relations and Public Relations Office of the

Company

Jul. 2007

Director of Aruze USA, Inc.

Jun. 2008

Director of the Company (Resigned June 2015)

Aug. 2024 Director, Okada Holdings Limited (current)

Significant concurrent positions

Director, Okada Holdings Limited

(Notes)

(2) Proposal 2: Dismissal of Mr. Jun Fujimoto as Director

In the "Notice Regarding Judgment in Shareholders' Representative Suit Against Representative Director of the Company" dated April 26, 2024, one shareholder of the Company filed a lawsuit against Mr. Jun Fujimoto, a director of the Company, claiming compensation for damages. Considering that the Tokyo High Court ruled that Mr. Jun Fujimoto breached his fiducial duty or duty of loyalty as a director, etc., the Company has decided that it is appropriate to dismiss Mr. Jun Fujimoto from his position as a director of the Company in order to ensure thorough compliance and maintain a sound governance of the Company.

2

Disclaimer

Universal Entertainment Corporation published this content on 20 August 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on August 20, 2024 at 10:06:54 UTC.