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Notice of Ordinary General Meeting of Shareholders
NOTICE OF THE 109th ORDINARY GENERAL MEETING OF SHAREHOLDERS

We wish to notify and cordially invite your attendance at the 109th Ordinary General Meeting of Shareholders of Mitsui Engineering & Shipbuilding Co., Ltd. to be held as described below:


1. Date Thursday, June 28, 2012
2. Time 10:00 A.M.
3. Place 10th Floor, Hamarikyu Kensetu Plaza, 5-5-12,
Tsukiji, Chuo-Ku, Tokyo

PROPOSITIONS
Matters to be Reported:
1. Report of Business Report, Consolidated Financial Statements as well as Independent Auditor’s Report and Board of Corporate Auditor’s Report on the Consolidated Financial Statements for the 109th Business Term from April 1, 2011 to March 31, 2012 (“Term”)

2. Report of Financial Statements for the Term

Matters to be resolved:

Agenda Item No. 1: Appropriation of Retained Earnings as of the end of the Term
Agenda Item No. 2: Amendment to the Article of Incorporation of the Company
Agenda Item No. 3: Election of thirteen (13) members of the Board of Directors
Agenda Item No. 4: Election of three (3) Corporate Auditors
Agenda Item No. 5: Election of one (1) Substitute Corporate Auditor
Agenda Item No. 6: Presentation of Retirement Remuneration to the retiring Directors and Corporate Auditor


Please note:


  • Shareholders attending this Ordinary General Meeting of the Shareholders (“Meeting”) are requested to present the enclosed Form of Exercising the Voting Right in Writing (the "Form") (no need to affix a seal) at the reception desk.
  • Shareholders not attending the Meeting may vote for or against each of the agenda items to be resolved (“Agenda Items”) either in writing or through the Internet. For those who exercise the voting right in writing, please examine the accompanying reference materials, fill in the Form according to the instruction, and send the Form back to us. The Form shall arrive by 17:00 June 27, 2012.
    For those who exercise the voting right through the Internet, please access the website for voting (http://www.web54.net) by using the voting code and the password written on the Form and fill in the electronic voting form in accordance with the online instruction by the deadline described above. (The detailed instructions on Exercise of Voting Rights over the Internet, etc. are found in the last two pages of the Notice.)
    For the votes casted twice or more by the same shareholder, the one received at the latest shall prevail. For the vote received both by mail and Internet from the same shareholder, the one received later shall prevail. If we receive both on the same day, the vote by Internet shall prevail.
  • As for Notes to Consolidated Financial Statement and Notes to Financial Statement, the Company is deemed to have provided those to shareholders by means of disclosure through the Internet (on the Company’s website: http://www.mes.co.jp/) in accordance with the laws and Article 16 of the Company’s Articles of Incorporation.
    In case of corrections to Reference Materials for Exercising the Voting Right, Business Report, Consolidated Financial Statement and Financial Statement, such corrections are published through the Internet. (on the Company’s website: http://www.mes.co.jp/)

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