Shareholders' Meeting

The 36th Annual General Meeting of Shareholders

  • Notice

    Date and time10:00 AM, Wednesday, June 22, 2016
    VenueHall A, Tokyo International Forum 5-1, Marunouchi 3-chome, Chiyoda-ku, Tokyo
    Agenda of the meeting
    Matters for reporting
    1. Business Report, Consolidated Financial Statements for the fiscal year ended March 31, 2016 (April 1, 2015 to March 31, 2016) and results of audits by the Independent Auditor and Audit & Supervisory Board of Consolidated Financial Statements
    2. Financial Statements for the fiscal year ended March 31, 2016 (April 1, 2015 to March 31, 2016)
    Matters for approval
    • Proposal 1: Appropriation of Surplus
    • Proposal 2: Election of seven Directors
    • Proposal 3: Amounts and Features of Stock Options issued to Directors as Remuneration
    • Proposal 4: Issuance of the Stock Acquisition Rights as Stock Options
    • Proposal 5: Transfer of Shares of Subsidiaries in Accordance with the Reorganization of Group Companies
    [Notes]

    Notice of resolutions

    Matters for reporting and approval

    Matters for reporting
    1. Business Report, Consolidated Financial Statements for the fiscal year ended March 31, 2016 (April 1, 2015 to March 31, 2016) and results of audits by the Independent Auditor and the Audit & Supervisory Board of the Consolidated Financial Statements.
    2. Financial Statements for the fiscal year ended March 31, 2016 (April 1, 2015 to March 31, 2016)
    The particulars of the above were reported.
    Matters for approval
    Proposal 1: Appropriation of Surplus
    This proposal was approved and adopted as proposed. It was decided to pay the year-end dividend of 21 yen per share for the fiscal year.
    (The annual dividend per share including the interim dividend of 20 yen per share is 41 yen per share.)
    Proposal 2: Election of seven Directors
    This proposal was approved and adopted. Messrs. Masayoshi Son, Ken Miyauchi, Ronald D. Fisher, Yun Ma, Manabu Miyasaka, Tadashi Yanai and Shigenobu Nagamori were elected and each of them assumed the office.
    Proposal 3: Amounts and Features of Stock Options issued to Directors as Remuneration
    This proposal was approved and adopted as proposed. It was decided to offer Directors of SBG remuneration in the form of stock acquisition rights issued as incentive stock option worth up to JPY 1 billion annually in addition to the current remuneration.
    Proposal 4: Issuance of the Stock Acquisition Rights as Stock Options
    This proposal was approved and adopted as proposed. It was decided to delegate to SBG’s Board of Directors the determination of the subscription requirements for the stock acquisition rights issued as stock option.
    Proposal 5: Transfer of Shares of Subsidiaries in accordance with the Reorganization of Group Companies
    This proposal was approved and adopted as proposed. It was decided that SBG would transfer all of its SoftBank Corp. shares to SoftBank Group Japan GK (in kind contribution) effective July 1, 2016.

    Voting results

    Matter resolved Number of votes for proposal Number of votes against proposal Number of abstentions Requirements for approval Voting results and ratio of voting for proposal (%)
    Proposal 1: Appropriation of Surplus 8,542,364 178,724 199 *1 Approved 96.95
    Proposal 2: Election of seven Directors Masayoshi Son 8,362,519 358,249 482 *3 Approved 94.91
    Ken Miyauchi 8,543,499 169,664 8,092 Approved 96.96
    Ronald D. Fisher 8,543,107 170,056 8,092 Approved 96.95
    Yun Ma 8,543,133 170,030 8,092 Approved 96.95
    Manabu Miyasaka 8,543,811 169,352 8,092 Approved 96.96
    Tadashi Yanai 8,489,095 231,777 382 Approved 96.34
    Shigenobu Nagamori 8,160,013 560,451 785 Approved 92.61
    Proposal 3: Amounts and Features of Stock Options issued to Directors as Remuneration 7,248,211 1,472,884 199 *1 Approved 82.26
    Proposal 4: Issuance of the Stock Acquisition Rights as Stock Options 7,652,671 1,068,425 199 *2 Approved 86.85
    Proposal 5: Transfer of Shares of Subsidiaries in accordance with the Reorganization of Group Companies 8,714,664 6,442 199 *2 Approved 98.90
    [Notes]
    • *1Approval of a majority of the votes of the shareholders present at the meeting.
    • *2Approval of two-thirds or more of the votes of the shareholders present at the meeting at which shareholders holding one-third or more of votes of the shareholders entitled to vote shall be present.
    • *3Approval of a majority of the votes of the shareholders present at the meeting at which shareholders holding one-third or more of votes of the shareholders entitled to vote shall be present.

    VOD, Materials

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