Strategic Capital, Inc.

Proposals

Proposals

KYOKUTO BOEKI KAISHA, LTD. 2020

◆June 15th, 2020

Strategic Capital, Inc sent a letter to shareholders of KYOKUTO BOEKI KAISHA, LTD. (TSE Code 8093) for the up-coming annual general meeting of shareholders in June, 2020. The purpose of the letter is to inform shareholders of our proposals. Expecting the shareholders will approve our proposals, we inform the shareholders of the confirmation of receipt by the company and publically make the announcement.

The Execution of Voting Form at the Shareholder’s Meeting

◆May 18nd, 2020

INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN-UP (hereinafter referred to as the “Fund”) and Strategic Capital, Inc. (hereinafter referred to as the “Strategic Capital”) notified KYOKUTO BOEKI KAISHA, LTD. (hereinafter referred to as “KYOKUTO”) of our execution of the shareholders’ right to make a proposal at the annual shareholder meeting held in the coming June by the documents dated April 24th, 2020.

One of our three proposals for the upcoming annual shareholder meeting is to distribute a dividend which equals the earnings per share of the 100th fiscal period, thus realizing a 100% payout ratio. However, KYOKUTO announced to distribute a dividend that exceeds the amount of the earnings per share on May 15th, 2020. Accordingly, the payout ratio will be more than 100% without our proposal and the Fund and Strategic Capital decided to withdrawal said proposal.

To Shareholders of KYOKUTO BOEKI KAISHA, LTD.-2

◆April 28th, 2020

Strategic Capital, Inc. (hereinafter referred to as “Strategic Capital”) is under a discretionary investment contract with INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN-UP (hereinafter referred to as the “Fund”) and the Fund and Strategic Capital hold over 300 units of voting right of KYOKUTO BOEKI KAISHA, LTD. (TSE Code 8093) (hereinafter referred to as “KYOKUTO”) over 6 months.

The Fund and Strategic Capital are pleased to announce that, on April 24th, 2020, we notified KYOKUTO of our execution of the shareholders’ right to make a proposal at the annual shareholder meeting held in the coming June and confirmed that, on April 27th, 2020, KYOKUTO certainly received the documents of the proposal.

A brief detail of our proposal is as followings.

To Shareholders of KYOKUTO BOEKI KAISHA, LTD.

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