Nichicon : June 15, 2024 Notice of Convocation Annual General Meeting 2024

NOTIFICATION OF

THE 89th ORDINARY GENERAL MEETING OF SHAREHOLDERS

To be held on June 27, 2024

NICHICON CORPORATION

Kyoto, Japan

Notes:

1. This is a translation of the Japanese-language notification of the 89th ordinary general meeting of registered shareholders.
2. The financial statements of Nichicon Corporation are prepared in accordance with applicable laws and accounting principles generally accepted in Japan.

Mission Statement

We dedicate ourselves to creating valued products that will contribute to a brighter future for society. We strive to attain a better global environment, to live up to our ethical and social responsibilities, and to diligently work to exceed the expectations of our customers, shareholders, and employees. With heart and soul, we aim to maximize our corporate value by the way of "ko-do" (Think and Work).

* "ko-do" is a proprietary phrase created by the Company, meaning "Think and Work."

Sustainability Policy

Following the Nichicon Group Mission Statement, we will dedicate ourselves to contributing to the creation of a brighter future society through the creation of products that help to achieve a better global environment. Our aim is to realize a sustainable society and increase corporate recognition while fulfilling our corporate social and ethical responsibilities.

1. By combining a wide range of technologies starting from material development to system design, Nichicon is helping solve social issues such as climate change. By promoting digital transformation and innovation, we are helping to create a brighter future.
2. We value dialogue and cooperation with all stakeholders, creating shared value, and developing fair and highly transparent management.
3. Our goal is to increase customer satisfaction by respecting human rights, ensuring diversity, developing human resources, and top notch management*, and aiming for corporate development and the happiness of all employees.

*Aim to be the highest in all aspects such as quality, cost, delivery time, service, and technology.

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Dear Shareholders:

(Securities Code: 6996)

June 6, 2024

551, Nijoden-cho Karasumadori Oike-agaru,Nakagyo-ku, Kyoto 604-0845, Japan

Katsuhiko Mori President & COO

Nichicon Corporation

NOTIFICATION OF THE 89th ORDINARY GENERAL MEETING OF

SHAREHOLDERS

We hereby inform you that the 89th Ordinary General Meeting of Shareholders of Nichicon Corporation will be held as set forth below.

In convening this General Meeting of Shareholders, the Company has taken measures for providing information that constitutes the content of reference documents for the General Meeting of Shareholders, etc. (matters subject to measures for electronic provision) in electronic format, and have posted the information on websites on the Internet. Please visit either of the following websites to review the information.

*Please note that there is no ballot attached to this translation.

The Company's website: https://www.nichicon.co.jp/ir/

(Please access the material from "Reference Documents for General Meetings of Shareholders" within the website)

Tokyo Stock Exchange's (TSE's) website (TSE Listed Company Information Service): https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show

(Access the above TSE website, enter "Nichicon" in "stock name (company name)" or the Company's securities code "6996" in "Code," and click "Search." Then click "Basic information", select "Documents for public inspection/PR information," and download the information from "Notification of General Meetings of Shareholders/Reference Materials".)

In the event that you are unable to attend the meeting, you are kindly requested to examine the attached reference material for the General Meeting of Shareholders and exercise your voting rights by post or via the Internet by no later than 5:15 p.m. on Wednesday, June 26, 2024.

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1. Time and Date: June 27, 2024 (Thursday) 10:00 a.m

2. Venue		ANA Crowne Plaza Kyoto, 2nd Floor
		10 Tsuchibashi-choNijo-kudaru,Horikawa-dori,Nakagyo-ku, Kyoto
3. Agenda:
Matters To Be 1.	Business report, consolidated financial statements, and the reports of audits of consolidated
Reported On:		financial statements conducted by the Accounting Auditor and the Board of Company
		Auditors, for the 89th fiscal year ended March 31, 2024.
	2.	Non-consolidated financial statements for the 89th fiscal year ended March 31, 2024.

Proposals To Be Voted On:

Proposal 1: Appropriation of Surplus

Proposal 2: Election of Three Company Auditors

Proposal 3: Election of One Substitute Company Auditor

With regard to this General Meeting of Shareholders, as in the past, we are providing all of our shareholders with paper-based documents, regardless of whether a request for provision of physical documents has been made.

If revisions arise to the matters subject to measures for electronic provision, the revised versions will be posted on the Internet on the Company's website as well as the TSE's website.

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Information for Shareholders

Proposals for Deliberations and Referential Information

Proposal 1: Appropriation of Surplus

As we regard sharing profits with shareholders as an important management issue, we aim to steadily increase dividends by enhancing our corporate value and strengthening our corporate standing.

In order to further progress sharing of profits with shareholders and enhance capital utilization, we propose the following year-end dividend.

As a result, total dividends for the fiscal year will be ¥33.00 per share, an increase of ¥3.00 from the previous fiscal year.

Matters concerning year-end dividend

Type of dividend

Allocation of dividend assets to shareholders and total amount of dividends

Cash

¥17.00 per common stock

Total amount of ¥1,163,061,273

Effective date of dividend

June 28, 2024

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Proposal 2: Election of Three Company Auditors

The term of office of Company Auditors Mr. Yoshihiko Nakatani and Mr. Masahiro Morise will expire at the conclusion of this Ordinary General Meeting of Shareholders. Additionally, Company Auditor Mr. Sachihiko Araki resigned due to his passing on May 31, 2024.

We therefore wish to propose the election of three new Company Auditors.

This proposal has received approval from the Board of Company Auditors.

The candidates for Company Auditors are as follows:

Candidate No.	Name			Position in the Company
1	Shigeo Yoshida		Special Advisor	New
	election
2	Seiya Ueno		General Manager of the Company's Internal	New
		Audit Office	election
3	Yoshihiko Nakatani	Standing Company Auditor	Reelection Outside Independent
	Candidate for new election		Candidate for reelection	Candidate for Outside		Independent Director as
New election	as Company Auditor		Reelection	as Company Auditor	Outside Company Auditor	Independent	defined by Stock Exchange

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Candidate		New
No.	Shigeo Yoshida
1	election
(born September 7, 1959)

Number of Company

shares held

10,000

Career profile, titles, and important concurrent positions

April 1982	Joined the Company
August 1988	Joined Nichicon (Singapore)
June 2003	Acting Director for Overseas Sales in the
	Company's Sales Division
November 2004	General Manager of the Company's Power Supply
	Center
April 2007	Director and General Manager of Nichicon (Hong
	Kong) Ltd.
November 2008	Overall responsibility for the Company's East
	Asian sales
June 2009	Director of the Company
	Executive Officer of the Company
	General Manager of the Company's Sales
	Headquarters
May 2011	General Manager of the Company's Production
	Headquarters
July 2011	Executive Operating Officer of the Company
October 2012	Representative Director and President of Nichicon
	Hi-Tech Foil
June 2013	Representative Director & President, COO
June 2023	Special Advisor of the Company (current)

Reason for nomination as candidate for Company Auditor

Since joining the Company, the candidate has served as the head of numerous sales and business divisions in Japan as well as overseas. He has been involved in the management of the Company for many years. equipping himself with a wide range of skills related to overall business management. Mr. Yoshida's rich experience makes him an ideal candidate for the position of Company Auditor, and therefore we recommend his election as Company Auditor.

Candidate		New
No.	Seiya Ueno
2	election
(born January 8, 1966)
	Career profile, titles and important concurrent	Reason for candidacy as
	positions		Company Auditor candidate
			The candidate has accumulated a
	April 1990	Joined Mitsui Trust Bank, Limited (now	wealth of experience as well as insight
		Sumitomo Mitsui Trust Bank, Limited)	in the field of finance and accounting
	January 2001	Joined The Industrial Bank of Japan, Limited	through his domestic and international
		(now Mizuho Bank, Ltd.)	career at financial institutions. In
	December 2004	General Manager, Capital Markets Department,	addition, he has been responsible for
		Mizuho Corporate Asia (Hong Kong) Limited	internal audits within the Company.
	April 2015	Head of Americas Office, Portfolio Management	We therefore recommend his election
Number of Company		Department	for the position of Company Auditor.
	Head of Americas Office, Asset Management
shares held
1,000		Control Department, Mizuho Bank, Ltd.
May 2018	Joined the Company, General Manager,
		Management Department, Capacitor Business
		Headquarters
	September 2019	General Manager of the Company's Internal Audit
		Office (current)

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Candidate
No.	Reelection Outside Independent
3
Yoshihiko Nakatani (born October 7, 1946)

Number of Company

shares held

1,000

Career profile, titles and important concurrent positions

April 1972	Joined Matsushita Electric Industrial Company
	(currently Panasonic Corporation)
April 1995	General Manager of Multimedia Promotion Office
April 1997	Executive Vice President of the European
	Laboratories, GmbH
September 1999	Director of the Overseas R & D Promotion Center
October 2004	Professor in COE Program Promotion
	organization at Ritsumeikan University
April 2008	Professor in Ritsumeikan Global Innovation
	Research Organization at Ritsumeikan University
April 2009	Director of the Research Department at
	Ritsumeikan University
April 2012	Vice President of the Industry-Academia-
	Government Collaboration Strategy Board at
	Ritsumeikan University
April 2020	Senior Researcher, Center of Research for Science
	and Technology at Ritsumeikan University
June 2020	Standing Company Auditor of the Company
	(current)

Reason for candidacy as Outside Company Auditor candidate

In addition to his career of involvement in technology management at a private business, the candidate possesses deep knowledge and extensive experience as a scholar. We believe he is an ideal candidate for the position of Outside Company Auditor, and therefore recommend his reelection.

(Notes): 1. There are no special interests between each candidate and the Company.

1. Mr. Yoshihiko Nakatani is a candidate for Outside Company Auditor.
2. Mr. Yoshihiko Nakatani will have been in the position of Company Auditor of the Company for 4 years at the conclusion of this Ordinary General Meeting of Shareholders.
3. The Company has entered into a contract with Mr. Yoshihiko Nakatani, pursuant to Article 427, Paragraph 1 of the Companies Act, to limit the liability for payment of damages as set forth in Article 423, Paragraph 1 of the Act. The limit on liability for payment of damages under the contracts is in accordance with prevailing laws and regulations, and in the event that Mr. Nakatani is reappointed, the Company intends to continue the contracts with him.
4. The Company has entered into a directors and officers liability insurance contract with an insurance company pursuant to the provision of Article 430-3, Paragraph 1 of the Companies Act, to cover the amount of damages and litigation expenses that may be incurred by insured executives in the event of any claims for damages arising from the execution of their duties. Should the appointment of candidates be approved, the appointed persons will be included as insured persons under the relevant insurance contract. The Company intends to renew the contract under the same terms upon the next contract renewal.
5. The Company has designated Mr. Yoshihiko Nakatani as an Independent Director in accordance with the rules established by the Tokyo Stock Exchange, and has registered him accordingly with the same Stock Exchange. The Company intends to continue his designation as Independent Director should he be reelected.

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(Reference) Skills Matrix of Directors and Company Auditors

List of Experience and Expertise of Directors and Company Auditors after Approval of Proposal No. 2

			Company	Production/	Sales/	Finance/	International	Legal
	Gender	Position in the Company	Experience/ affairs/Risk
	management	R&D	Marketing	Accounting
							Diversity	management
Ippei Takeda	Male	Chairman & CEO	〇	〇	〇	〇	〇	〇
Katsuhiko Mori	Male	President & COO	〇		〇		〇
Hitoshi Chikano	Male	Director	〇		〇	〇	〇
Akihiro Yano	Male	Director	〇	〇		〇	〇
Kazumi	Male	Director,		〇				〇
Matsushige	Outside/Independent
Shigenobu Aikyo	Male	Director,	〇			〇
Outside/Independent
Haruhiko Kato	Male	Director,	〇			〇	〇
Outside/Independent
Noriko Kurimoto Female	Director,					〇	〇
		Outside/Independent
Shigeo Yoshida	Male	Standing Company Auditor	〇	〇	〇	〇	〇
Seiya Ueno	Male	Standing Company Auditor	〇			〇	〇	〇
Yoshihiko	Male	Standing Company Auditor,	〇	〇			〇
Nakatani	Outside/Independent
Kan Tsutagawa	Male	Company Auditor,	〇		〇	〇		〇
Outside/Independent

(Note) The above List of Experience and Expertise of Directors and Company Auditors does not represent all of their experience and expertise.

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Proposal 3: Election of One Substitute Company Auditor

In order to prepare for the event in which the number of incumbent Company Auditors falls below the legal requirement, the Company wishes to propose the election of Mr. Fumio Okita as a Substitute Outside Company Auditor.

With regard to the effectiveness of the election of a Substitute Company Auditor, the Company shall be permitted to revoke the election by a resolution of the Board of Directors, with the consent of the Board of Company Auditors prior to the assumption of office of a Company Auditor.

This proposal has received approval from the Board of Company Auditors.

The candidate for the Substitute Company Auditor is as follows:

Fumio Okita	Outside Independent
(born May 30, 1952)

Career profile, titles and important concurrent positions

	April 1980	Registered as attorney, Kyoto Bar Association
	August 1996	Founded and became Representative of Axis Law
		Office (current)
	April 2001	Auditor of Kyoto Medical Association
	April 2005	Chairman, Kyoto Bar Association
	December 2013	Company Auditor of Elitz Holdings Co., Ltd.
Number of Company	June 2015	(current)
shares held	Company Auditor of Nitto Pharmaceutical
0		Industries, Ltd. (current)
	Director of Uehara sei shoji Co., Ltd. (current)
	August 2016	Company Auditor of Izutsuyatsuhashihonpo Co.,
		Ltd (current)

Reason for candidacy as Substitute Outside Company Auditor candidate

In addition to his profound expertise as an attorney, the candidate has assumed positions of Director and Company Auditor at many companies, and the Company therefore recommends his election. Although the candidate does not have any experience of direct involvement in corporate management, except as an Outside Director and Outside Company Auditor, the Company judges that for the above- stated reasons, he will be able to suitably fulfill his duties as an Outside Company Auditor.

(Notes): 1. There is no special interest between Mr. Fumio Okita and the Company.

1. Mr. Fumio Okita is a candidate for Substitute Outside Company Auditor.
2. If Mr. Fumio Okita is appointed to Company Auditor, the Company intends to enter into a contract with him pursuant to Article 427, Paragraph 1 of the Companies Act, to limit the liability for payment of damages as set forth in Article 423, Paragraph 1 of the Act. The maximum amount of liability for damages shall be set at an amount as permitted under laws and regulations.
3. The Company has entered into a directors and officers liability insurance contract with an insurance company pursuant to the provision of Article 430-3, Paragraph 1 of the Companies Act, to cover the amount of damages and litigation expenses that may be incurred by insured executives in the event of any claims for damages arising from the execution of their duties. Should the candidate assume the office of a Company Auditor, he will be included as an insured person under the relevant insurance contract. The Company intends to renew the contract under the same terms upon the next contract renewal.
4. Mr. Fumio Okita satisfies the qualifications for Independent Directors in accordance with the rules established by the Tokyo Stock Exchange, and the Company intends to designate him as an Independent Director should he be elected as a Company Auditor.

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