(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.

Securities Code: 2371

June 1, 2021

To Our Shareholders:

Shonosuke Hata

President and Representative Director

Kakaku.com, Inc.

3-5-7Ebisu-Minami,Shibuya-ku, Tokyo

Notice of the 24th Annual General Meeting of Shareholders

We are pleased to notify you of the 24th Annual General Meeting of Shareholders of Kakaku.com, Inc. (the "Company"), which will be held as follows.

In light of the situation concerning the novel coronavirus disease (COVID-19), we will hold the General Meeting of Shareholders while taking appropriate measures to prevent infection.

This year, in light of the strong request for people to refrain from going out, with a view to preventing the spread of infection, we kindly ask our shareholders to exercise their voting rights in writing or via the

Internet, etc. in advance of the General Meeting of Shareholders if possible, and to refrain from attending the meeting in person.

Please exercise your voting rights by 7:00 p.m. on Wednesday, June 16, 2021 (JST) after reviewing the attached Reference Documents for General Meeting of Shareholders.

[Exercise of voting rights in writing (voting card)]

Please indicate your approval or disapproval to each proposal on the enclosed voting card and return it so that it will be received by us no later than the above date and time.

[Exercise of voting rights via the Internet]

Please read the "Instructions for exercising voting rights via the Internet" on page 48 and access the voting website designated by the Company (https://www.web54.net) and exercise your voting rights no later than the above date and time.

  • Gifts will not be provided at the General Meeting of Shareholders. We ask for your understanding.
  • Please note that the General Meeting of Shareholders venue has changed from last year.

- 1 -

  1. Date and Time: Thursday, June 17, 2021, at 10:00 a.m. (Reception will commence at 9:00 a.m.)
  2. Venue:"JOUR," 1st floor, HAPPO-EN

1-1-1 Shirokanedai, Minato-ku, Tokyo

*Plesae be note that the venue is different from last year.

3. Purpose of the Meeting Matters to be reported

  1. The Business Report and the Consolidated Financial Statements for the 24th fiscal year (from April 1, 2020 to March 31, 2021), and the results of audits of the Consolidated Financial Statements by the Financial Auditor and the Audit & Supervisory Board
  2. The Non-Consolidated Financial Statements for the 24th fiscal year (from April 1, 2020 to March 31, 2021)

Matters to be resolved

Proposal No. 1: Appropriation of Surplus

Proposal No. 2: Election of Nine (9) Directors

Proposal No. 3: Election of One (1) Auditor

Proposal No. 4: Determination of Compensation, etc. for Directors Related to Compensatory Stock Options

Proposal No. 5: Determination of Compensation, etc. for Directors Related to Stock Options

  1. When you attend the meeting, you are kindly requested to present the enclosed voting card at the meeting reception.
  2. Among the documents to be provided to this notice, the items below are posted on the Company's website (https://corporate.kakaku.com/ir) pursuant to laws and regulations, as well as Article 18 of the Articles of Incorporation. Item (1) below is included in the Business Report that was audited by Auditors when preparing the Audit Report, and items
    1. and (3) are included in the Consolidated Financial Statements and the Non-Consolidated Financial Statements that were audited by the Financial Auditor and the Auditors when preparing the Audit Report.
    1. "Matters Concerning Share acquisition rights of the Company" and "System to ensure appropriate business and outline of the operations and status of such systems" in the Business Report
    2. Consolidated statement of changes in equity and Notes to Consolidated Financial Statements
    3. Non-consolidatedstatement of changes in equity and Notes to Non-Consolidated Financial Statements
  3. If it becomes necessary to make changes to the Business Report, the Consolidated Financial Statements, the Non- Consolidated Financial Statements or the Reference Documents for General Meeting of Shareholders, such changes will be posted on the Company's website (https://corporate.kakaku.com/ir).

- 2 -

Requests to Shareholders

  • Exercise of voting rights with the voting card carries the risk of infection due to the process of returning/collecting the card and tallying the votes. Therefore, the Company asks you to exercise voting rights via the Internet if at all possible when exercising voting rights prior to the meeting.
  • For those shareholders who will attend the General Meeting of Shareholders in person, please check the current status of infection on the day of the meeting and confirm your own physical condition, and take prevention measures such as wearing mask and using alcohol-based disinfectant before arriving at the venue.
  • On entering the venue, we will check your body temperature and if you have a fever or seem unwell, you may be refused entry and asked to return home.
  • Officers of the Company and venue staff will wear masks after confirming their physical condition, which includes taking their temperature as a measure to prevent the spread of COVID-19. In addition to setting up alcohol disinfectant at the venue for shareholders, the Company will also leave space between seats. The Company asks for your understanding and cooperation as it will also take other measures to prevent the spread of COVID-19.
  • The number of seats prepared will be significantly reduced than usual, the same as last year, in order to broaden the space between seats to prevent the spread of COVID-19. Due to this, even if you come to attend, the Company may refuse entry. We ask for your understanding.
  • At this meeting, the Company may omit the detailed explanations regarding the matters to be reported (including the Audit Report) and the proposals, in order to shorten the length of the meeting to prevent the spread of COVID-19. The Company asks shareholders to look over the Notice of the 24th Annual General Meeting of Shareholders and the Reference Documents for General Meeting of Shareholders prior to the meeting.
  • If the situation going forward gives rise to any changes to the venue, start time, or other aspects of the running of the General Meeting of Shareholders on the day, the Company will post notifications on the following website. Please check the website to confirm.

https://corporate.kakaku.com/ir

- 3 -

Reference Documents for General Meeting of Shareholders

Proposals and Reference Information

Proposal No. 1: Appropriation of Surplus

The Company proposes the appropriation of surplus as follows:

Year-end dividends

The Company has given consideration to the business performance of the current fiscal year and future business development, and it proposes to pay year-end dividends for the 24th fiscal year as follows:

  1. Type of dividend property To be paid in cash.
  2. Allotment of dividend property and their aggregate amount

The Company proposes to pay a dividend of 20 yen per common share of the Company. In this event, the total dividends will be 4,120,064,840 yen.

As the Company paid an interim dividend of 20 yen per share, the annual dividend for the fiscal year under review will be 40 yen per share.

3. Effective date of dividends of surplus Friday, June 18, 2021

- 4 -

Proposal No. 2: Election of Nine (9) Directors

The terms of office of all nine (9) Directors will expire at the conclusion of this meeting. Accordingly, the Company proposes the election of nine (9) Directors.

The candidates for Director are as follows:

Candidate

Name

Current position at the Company

Attributes

No.

1

Kaoru Hayashi

Chairman of the Board

[Reelection]

[Male]

2

Shonosuke Hata

Representative Director, President and

[Reelection]

Executive Officer

[Male]

3

Atsuhiro Murakami

Director and Executive Officer

[Reelection]

[Male]

4

Shingo Yuki

Director and Executive Officer

[Reelection]

[Male]

Director and Executive Officer

[Reelection]

5

Kanako Miyazaki

General Manager, Shopping Business

[Female]

Division

[Reelection]

Tomoharu Kato

External Director

[External Director]

6

[Independent

Officer]

[Male]

[Reelection]

Kazuyoshi Miyajima

External Director

[External Director]

7

[Independent

Officer]

[Male]

[Reelection]

Masayuki Kinoshita

External Director

[External Director]

8

[Independent

Officer]

[Male]

[Reelection]

9

Kazukuni Tada

External Director

[External Director]

[Male]

[Reelection] Candidate for Director to be reelected [External Director] Candidate for External Director

[Independent Officer] Candidate for Independent Officer registered with the securities exchange

- 5 -

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original document
  • Permalink

Disclaimer

Kakaku.com Inc. published this content on 27 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 May 2021 15:04:01 UTC.