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Notice of the 61St Annual General Meeting of Shareholders

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Notice of the 61St Annual General Meeting of Shareholders Note: This document has been translated from a part of 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: 8585) June 7, 2021 To our shareholders: Orient Corporation 2-1, Kojimachi 5-chome, Chiyoda-ku, Tokyo Tetsuo Iimori, President and Representative Director Notice of the 61st Annual General Meeting of Shareholders We are pleased to announce the 61st Annual General Meeting of Shareholders of Orient Corporation (the “Company”), which will be held as indicated below. In order to preventing the spread of infections of the novel coronavirus disease (COVID-19), please be careful about your health, and if you are not feeling well, are elderly, have any underlying disease, etc., please consider refraining from attending the General Meeting of Shareholders in person. Please note that you can exercise your voting rights in writing or by electromagnetic means (via the internet, etc.). Please review the attached Reference Documents for the General Meeting of Shareholders and exercise your voting rights using any of the following methods by the end of the business hour at 5:30 p.m. on Thursday, June 24, 2021 (JST), the date immediately before the Meeting. ● Exercise of Voting Rights in Writing Indicate your approval or disapproval on the enclosed voting form and send it to us to arrive by the above deadline. ● Exercise of Voting Rights by Electromagnetic Means (via the Internet, etc.) Please exercise your voting rights by electromagnetic means by the above deadline. 1. Date and Time: Friday, June 25, 2021, at 10:00 a.m. (JST) (The reception is scheduled to open at 9:00 a.m.) 2. Venue: Large conference room, 3F, headquarters of the Company 2-1, Kojimachi 5-chome, Chiyoda-ku, Tokyo 3. Purpose of the Meeting Matters to be reported 1. The Business Report and the Consolidated Financial Statements for the 61st 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 61st fiscal year (from April 1, 2020 to March 31, 2021) Matters to be resolved Proposal No. 1: Appropriation of Surplus Proposal No. 2: Partial Amendments to the Articles of Incorporation Proposal No. 3: Election of Thirteen Directors Proposal No. 4: Election of Two Audit & Supervisory Board Members - 1 - 4. Matters prescribed for convocation (1) In the event of duplicate votes by the voting form and by electromagnetic means, the vote submitted by electromagnetic means shall be treated as valid. (2) In the event of more than one vote by electromagnetic means, the most recent vote shall be treated as valid. (3) In case of attending the Meeting by proxy, please have the proxy present a letter of proxy along with the voting form at the reception. The proxy shall be limited to one other shareholder who has the voting right of the Company. (4) Shareholders who will make a diverse exercise of voting rights are requested to notify Mizuho Trust & Banking Co., Ltd., which is the Company’s shareholder registry administrator, in writing of their intention and the reason to do so no later than June 21, 2021. When you attend the Meeting, you are kindly requested to present the enclosed voting form at the reception. If any changes have been made to items in the Reference Documents for the General Meeting of Shareholders, Business Report, Consolidated Financial Statements or Non-consolidated Financial Statements, such changes will be noticed on the following website in Japanese only. Website: https://www.orico.co.jp/company/ir/stock/meeting/ - 2 - Reference Documents for the General Meeting of Shareholders Proposal and Reference Items Proposal No. 1: Appropriation of Surplus The Company’s basic policy on returning profits to shareholders is to maintain an appropriate level of shareholders’ equity capital and pay stable and continuous dividends by building a solid management base. The Company also considers the redemption of preferred stock as one of its important management challenges. Based on the policy, taking into consideration current business environment surrounding the Company and its business performance trend, etc., the Company proposes to distribute the following dividends for the common share and First Series Class I Preferred Stock at the end of the fiscal year under review. (1) Type of dividend property Cash (2) Allotment of dividend property and their aggregate amount Common share: ¥3.00 per share Total dividends: ¥5,156,161,995 First Series Class I Preferred Stock: ¥28.81 per share Total dividends: ¥576,200,000 (3) Effective date of dividends of surplus Monday, June 28, 2021 - 3 - Proposal No. 2: Partial Amendments to the Articles of Incorporation 1. Reasons for Amendments The Company proposes to shorten the term of office for Directors from the current two years to one year in order to further clarify the management responsibilities of Directors and increase the opportunities for earning the trust from all of our shareholders while building a management structure capable of responding rapidly to changes in the business environment. 2. Details of Amendments The details of amendments are as follows. (Underlined portions indicate the proposed amendments.) Current Articles of Incorporation Proposed Amendments Chapter 4. Directors and Board of Directors Chapter 4. Directors and Board of Directors Article 22 (Term of Office) Article 22 (Term of Office) 1. The term of office of a Director shall expire at 1. The term of office of a Director shall expire at the conclusion of the annual general meeting of the conclusion of the annual general meeting of shareholders for the last business year out of shareholders for the last business year out of the business years ending within two years the business years ending within one year after after the election of the Director. the election of the Director. 2. (Omitted) 2. (Unchanged) - 4 - Proposal No. 3: Election of Thirteen Directors The terms of office of all the current Directors (thirteen Directors, of which five are Outside Directors) will expire at the conclusion of this meeting. In that regard, based on the report from the Nomination & Remuneration Committee, the Management proposes the election of thirteen Directors, with five of whom being Outside Directors. The candidates for Directors are as follows: Candidate Name Current positions and responsibilities in the Company No. 1 Masaaki Kono Chairman and Director 2 Tetsuo Iimori President and Representative Director Senior Executive Vice President and Representative Director, 3 Hideki Matsuo supervisor of Business Coordination & Administration Group Representative Director and Senior Managing Executive Officer, 4 Yukihiro Miyake in charge of Corporate Compliance Group Director and Senior Managing Executive Officer, 5 Satoshi Itagaki in charge of Human Resources & General Affairs Group Director and Managing Executive Officer, 6 Chiharu Higuchi in charge of Business Coordination & Administration Group Director and Managing Executive Officer, 7 Tomoo Okada in charge of Operation Group and Process Innovation Office Director and Managing Executive Officer, in charge of Business Promotion Group, and 8 Yoshinori Yokoyama General Manager of Business Administration Department, Business Promotion Group Outside 9 Naoki Ohgo Director Independent Outside 10 Shizue Inuzuka Director Independent 11 Tatsushi Shingu Outside Director 12 Toshitsugu Okabe Outside Director Outside 13 Kazumi Nishino Director Independent - 5 - Candidate Career summary, position and responsibility in the Company, and Name No. significant concurrent positions outside the Company Apr. 1979 Joined the current Mizuho Bank, Ltd. Mar. 2006 Executive Officer of Mizuho Corporate Bank, Ltd. Apr. 2008 Managing Executive Officer Apr. 2011 Managing Executive Officer of Mizuho Financial Group, Inc. Jun. 2011 Managing Director and Managing Executive Officer Apr. 2012 Managing Executive Officer of Mizuho Bank, Ltd. Apr. 2012 Managing Executive Officer of Mizuho Corporate Bank, Ltd. Apr. 2012 Managing Executive Officer of Mizuho Trust & Banking Co., Ltd. Apr. 2013 Director of Mizuho Financial Group, Inc. Masaaki Kono Apr. 2013 Deputy President and Deputy President-Executive February 24, 1957 Officer (Representative Director) of Mizuho Bank, Ltd. Number of the Company’s shares Apr. 2013 Deputy President & Executive Officer of Mizuho owned: Corporate Bank, Ltd. Common Shares 45,800 Jul. 2013 Deputy President & Executive Officer of Mizuho 1 (Number of the Potential Shares Financial Group, Inc. 93,293) Apr. 2016 Advisor of the Company Tenure as Director: Jun. 2016 President and Representative Director 5 years Apr. 2020 Chairman and Representative Director Jun. 2020 Outside Director (Audit & Supervisory Committee Attendance at the Board of Directors’ Member) of Kobe Steel, Ltd. (current position) meetings: 13/13 (100%) Jun. 2020 Chairman and Director of the Company (current position) [Significant concurrent positions outside the Company] Outside Director (Audit & Supervisory Committee Member) of Kobe Steel, Ltd. [Reasons for nomination as candidate for Director] Masaaki Kono assumed the office of President and Representative Director of the Company in 2016, and performed his duties for four years. He currently provides supervision on material decision-making in management and execution of business properly as Chairman and Director. He
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