News Release Dated: July 2, 2021 | |
To whom it may concern: | |
Company name | ASKUL Corporation |
Akira Yoshioka | |
Representative | President and Chief Executive |
Officer | |
(Code No.: 2678, Tokyo Stock | |
Exchange First Section) | |
Contact Person: | |
Tsuguhiro Tamai | |
Director and Chief Financial | |
Officer | |
Phone: +81-3-4330-5130 |
Partial Amendments to the Articles of Incorporation
ASKUL Corporation (hereinafter referred to as the "Company") hereby announces that the Board of Directors, in its meeting held today, resolved to propose the "Partial Amendments to the Articles of Incorporation" at the 58th Ordinary General Shareholders' Meeting (hereinafter referred to as the "General Shareholders' Meeting") to be held on August 4, 2021, as described below:
1. Reasons for the Amendments
The Act of Partial Revision of the Industrial Competitiveness Enhancement Act, etc. (hereinafter referred to as the "Revised Industrial Competitiveness Enhancement Act") came into force on June 16, 2021. This enables listed companies to hold general shareholders' meetings without a designated location (shareholders' meeting where directors, shareholders, and others attend using means such as internet, without having a physical venue, or in other words "a virtual-onlyshareholders' meeting"), under certain conditions by stipulating it in the Articles of Incorporation. The Company has decided to amend its Articles of Incorporation so as to abolish the current limitations on venue for shareholders' meetings, which would not only enable holding shareholders' meetings without designating the location, but also make it easier for a large number of shareholders to attend, including those in remote areas, and thus make the shareholders' meeting more active, efficient, and smooth, while reducing infections and risks from large disasters, including natural disasters.
In addition to the resolution at the General Shareholders' Meeting, the virtual-only shareholders meeting held by the Company, as an opportunity to strengthen industrial competitiveness, with consideration for securing interests of shareholders in accordance with the Revised Industrial Competitiveness Enhancement Act, must obtain the confirmation (hereinafter referred to as "the Confirmation") of both the Minister of Economy, Trade and Industry and the Minister of Justice as conforming to the criteria stipulated by the Ministry of
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Economy, Trade and Industry and the Ministry of Justice, and the amendment will come into effect on the day the Company obtains the Confirmation.
2. | Proposed Changes | ||||||||||||
The proposed changes are as follows: | |||||||||||||
(Underlined texts indicate changes.) | |||||||||||||
Current text | Amended text as proposed | ||||||||||||
(Ordinary General Shareholders' Meeting | (Ordinary General Shareholders' Meeting | ||||||||||||
Venue) | Without Designated Venue) | ||||||||||||
Article 15 The venue for the Company's | Article 15 The Company may hold its | ||||||||||||
Ordinary | General Shareholders' Meeting | Ordinary | General | Shareholders' | Meeting | ||||||||
shall be within any of the wards of the | without designating a specific location. | ||||||||||||
Metropolis of Tokyo. | |||||||||||||
Supplementary provision | |||||||||||||
(New) | (Interim measure related to Ordinary General | ||||||||||||
Shareholders' Meeting Venue) | |||||||||||||
The changes to Article 15 (Ordinary General | |||||||||||||
Shareholders' Meeting Venue) shall come into | |||||||||||||
effect on the date the Company obtains the | |||||||||||||
confirmation from the Minister of Economy, | |||||||||||||
Trade and Industry and the Minister of | |||||||||||||
Justice that the fully electronic Ordinary | |||||||||||||
General Shareholders' Meeting, held by the | |||||||||||||
Company in accordance with theAct of | |||||||||||||
Partial | Revision | of the | Industrial | ||||||||||
Competitiveness Enhancement Act, etc., | |||||||||||||
satisfies the criteria stipulated by the | |||||||||||||
Ministry of Economy, Trade and Industry and | |||||||||||||
the Ministry of Justice. This supplementary | |||||||||||||
provision shall be removed after the | |||||||||||||
enactment of the amendment. | |||||||||||||
3. | Schedule | ||||||||||||
Date | of | Ordinary | General | Wednesday, August 4, 2021 | |||||||||
Shareholders' | Meeting for | amending | |||||||||||
the Articles of Incorporation | |||||||||||||
Date on which the amendment to the | Wednesday, August 4, 2021 | ||||||||||||
Articles of Incorporation comes into | |||||||||||||
effect |
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Disclaimer
ASKUL Corporation published this content on 05 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 July 2021 08:31:01 UTC.