|Agenda for the Meeting
The following matters were reported or resolved at the 2019 Ordinary General Meeting of Shareholders of Mitsubishi Corporation.
Please refer to the document listed below for voting results.
- [Matters for Reporting]
- Report on the consolidated statement of financial position and the non-consolidated balance sheet as of March 31, 2019, the consolidated statement of income, the non-consolidated statement of income, and the consolidated and the non-consolidated statement of changes in equity for the fiscal year ended March 31, 2019 (from April 1, 2018 to March 31, 2019) and business report for the same fiscal year.
- The audit reports of the independent auditors and the Audit & Supervisory Board concerning the consolidated financial statements.
- [Matters for Resolution]
To Approve the Proposed Appropriation of Surplus
The resolution was approved as originally proposed, with the year-end dividend set at ¥63.0 per common share.
To Partially Amend the Articles of Incorporation
The resolution was approved as originally proposed to abolish the position of Senior Audit & Supervisory Board Member and to amend Article 29 (Full-time Audit & Supervisory Board Members and Senior Audit & Supervisory Board Members).
To Elect 13 Directors
Ken Kobayashi, Takehiko Kakiuchi, Kanji Nishiura, Kazuyuki Masu, Shinya Yoshida, Akira Murakoshi, Masakazu Sakakida, Hidenori Takaoka, Akihiko Nishiyama, Toshiko Oka, Akitaka Saiki, Tsuneyoshi Tatsuoka, Shunichi Miyanaga were elected and appointed as Directors.
To Elect 1 Audit & Supervisory Board Member
Hajime Hirano was elected and appointed as Audit & Supervisory Board Member.
To Grant Bonuses to Directors
The resolution was approved as originally proposed to pay bonuses of ¥340 million in total to 7 Directors (excluding Chairman of the Board and Outside Directors) as of March 31, 2019.
To Revise the Remuneration Limits for Directors
The resolution was approved as originally proposed to revise the remuneration limits for directors as follows.
- (1)The total annual amount for base salary, annual deferral for retirement remuneration and individual performance bonuses shall be up to 1.5 billion yen per year (For the base salary paid to Outside Directors, up to 180 million yen per year);
- (2)The annual amount for performance-linked bonus (short term) that reflects the consolidated earnings of a single fiscal year shall be up to 0.06% of consolidated net income (attributable to owners of Mitsubishi Corporation) for the relevant fiscal year.
- (3)The annual amount for performance-linked bonus (medium to long term) that reflects the consolidated earnings over the longer term shall be up to 0.06% of average consolidated net income (attributable to owners of Mitsubishi Corporation) over the relevant fiscal year and subsequent two fiscal years
To Introduce Stock-Based Remuneration Linked to Medium- and Long-term Share Performances for Eligible Directors
The resolution was approved as originally proposed to issue stock acquisition rights in a total amount of no more than 600 million yen per year as stock-based remuneration linked to medium- and long-term share performances (For the number of shares to be issued, limited to 400,000 shares of common stock per year).
To Revise the Remuneration Limit for Audit & Supervisory Board Members
The resolution was approved as originally proposed to revise the remuneration limit for the Audit & Supervisory Board Members to 250 million yen per year.