General Meeting of Shareholders
Report of the 41st Ordinary General Meeting of Shareholders
Thursday, March 24, 2022
- Heian Banquet Hall, 4th Floor at Okura Act City Hotel Hamamatsu
- 1:00 p.m.–2:06 p.m. (66 minutes)
- 4.Number of shareholders attending in person
- 5. Matters reported
- 1. The Business Report, Consolidated Financial Statements and audit report on Consolidated Financial Statements by the Accounting Auditor and the Audit & Supervisory Board for the Company's 41st Fiscal Year
2. Non-Consolidated Financial Statements for the Company's 41st Fiscal Year
- 6.Proposals resolved
- Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Partial Amendments to Articles of Incorporation
Proposal No. 3: Election of Six Directors
Proposal No. 4: Election of One Audit & Supervisory Board Member
All proposals to be resolved were approved and passed as proposed.
Proceedings of the Meeting
General Meeting of Shareholders
President Tanabe, who chaired the General Meeting of Shareholders, declared the meeting open on schedule at 1:00 p.m. Japan time. The first half of the meeting comprised matters reported. Audit & Supervisory Board Members presented their audit report, which was followed by the Business Report explaining the results for the Company's 41st fiscal year and progress on the medium-term business plan, which was commenced from the 41st fiscal year. The second half of the meeting comprised proposals resolved. After a report on the status of the exercise of voting rights, the meeting deliberated on each proposal. All proposals were approved and passed without alteration. A total of five shareholders expressed opinions or asked questions after the presentation of the Business Report. Please see below for the details of these opinions and questions.
The General Meeting of Shareholders was held during the COVID-19 pandemic, and the Company endeavored to implement measures to prevent infection. At the same time, Directors residing overseas were able to attend in person for the first time in two years, due to the relaxation of government restrictions on foreigners’ initial entry into Japan.
The General Meeting of Shareholders was also broadcast live for the second consecutive year, enabling shareholders to attend online from their own homes or other locations.
Amid dramatic changes in the business environment, the Company will continue to strive to optimize the operation of the General Meeting of Shareholders, aiming to strengthen dialogue with shareholders.
*To protect our shareholders’ privacy, the Q&A section has been excluded from this video.
Presentation, THE 41st ORDINARY GENERAL MEETING OF SHAREHOLDERS
Summary of the question-and-answer session (all replies were by the chair of the meeting)
This is a summary of the question-and-answer session at the financial results briefing.
This contains forward-looking statements concerning the financial forecasts, plans, strategies of the Company, which are not historical facts. They are based on management's assumptions made in accordance with information available at the time of the briefing (as of March 24, 2022) and are subject to risks and uncertainties. Actual results may differ materially from these forecasts.
Q: The number of shareholders has decreased by almost 7,900 compared to the end of the previous fiscal year. What is the reason for this?
A: The number of shareholders has tended to increase at the end of each fiscal year due to short-term shareholders taking up positions with the aim of receiving shareholder benefits. This time, the shareholder special benefit program has been altered to establish a continuous holding period required to receive benefits. For this reason, short-term shareholders have not taken up positions to receive shareholder benefits, and the number of shareholders is lower than at the end of the previous fiscal year as a result.
Q: As President, please explain your stance on dividends.
A: The dividend policy presented in the medium-term business plan is to base the calculation of dividends on the higher of either a 30% payout ratio to consolidated net income or a dividend on equity (DOE) ratio of 2%. We hope to increase corporate value by improving consolidated financial results to respond to the expectations of our shareholders.
Q: Printers and dental milling machines seem to belong to two quite different fields. Please explain why you regard dental as a growth field, and if there are any new domains that the Company plans to pioneer in the future.
A: The Company is engaged in developing products that apply XYZ axis control technology, our core technology. Both printers and dental milling machines utilize this same technology. We have been able to leverage our global sales network to uncover new fields for digitalization. The dental market is an example of a field where we have been able to develop applications using the experiences of users in Europe. We are in the process of working towards opening up new markets and establishing new businesses, but we are not yet ready to make an announcement. We will be reporting on these endeavors at future General Meetings of Shareholders, so please stay tuned.
Q: Please tell us about your approach to BCP at the Thai plant.
A: Throughout its history, business activities at the Thai plant have never once been affected by natural disasters, military, or other conflicts. However, we recognize the need to prepare for risks associated with expanding our businesses overseas. Last year, we focused on transferring production to the Thai plant, and we are presently considering how to set forth clear BCP measures for the future.
Q: On the slide concerning the situation in Ukraine, you explained that business in Russia has only a very slight impact on the Company's results. Would you explain in more detail, please? I imagine that there would be some impact on crude oil and materials.
A: Last year, our consolidated sales in Russia amounted to approximately 800 million yen. This represents only around 2% of the Company's consolidated net sales, and we therefore consider the impact to be very slight. We are presently in the process of ascertaining the effect on crude oil prices, but we are aware of the need to adjust the way we control manufacturing and selling costs. We are also monitoring movements in foreign exchange markets.