| | |
(Securities Code 7203) | | |
| | June 15, 2016 |
To All Shareholders: | | |
| | President Akio Toyoda |
| | TOYOTA MOTOR CORPORATION |
| | 1, Toyota-cho, Toyota City, Aichi Prefecture |
Notice of Resolutions Adopted at the 112th Ordinary General Shareholders’ Meeting
Dear Shareholder,
The reports made and resolutions adopted at the 112th Ordinary General Shareholders’ Meeting (the “General Shareholders’ Meeting”) today are as follows:
Reports:
Reports on business review, consolidated and unconsolidated financial statements for FY2016 (April 1, 2015 through March 31, 2016) and report by the Accounting Auditor and the Audit & Supervisory Board on the audit results of the consolidated financial statements for FY2016
Details pertaining to the above were reported.
Resolutions:
| | |
Proposed Resolution 1: | | Election of 11 Members of the Board of Directors |
| |
| | Approved as proposed. The following 11 persons were elected and have assumed their positions as Members of the Board of Directors: |
| |
| | Takeshi Uchiyamada, Akio Toyoda, Nobuyori Kodaira, Mitsuhisa Kato, Takahiko Ijichi, Didier Leroy, Shigeki Terashi, Shigeru Hayakawa, Ikuo Uno, Haruhiko Kato, and Mark T. Hogan. |
| |
| | Messrs. Ikuo Uno, Haruhiko Kato, and Mark T. Hogan satisfy the requirements to be qualified as Outside Members of the Board of Directors as stipulated in Article 2, Item 15 of the Companies Act. |
| |
Proposed Resolution 2: | | Election of 1 Substitute Audit & Supervisory Board Member |
| |
| | Approved as proposed. The following person was elected as a substitute Audit & Supervisory Board Member: |
| |
| | Ryuji Sakai. |
| |
| | Mr. Ryuji Sakai is a substitute Outside Audit & Supervisory Board Member for either Ms. Yoko Wake, Mr. Teisuke Kitayama, or Mr. Hiroshi Ozu who are currently Outside Audit & Supervisory Board Members. |
| |
Proposed Resolution 3: | | Payment of Bonuses to Members of the Board of Directors |
| |
| | Approved as proposed. The Members of the Board of Directors in office as of the end of FY2016 will be paid a total amount of 1,105,580,000 yen as executive bonuses. |
1
At the Board of Directors meeting held today after the conclusion of the General Shareholders’ Meeting, 6 persons were elected as Members of the Board of Directors with special titles and assumed their respective positions.
Chairman of the Board of Directors Takeshi Uchiyamada, President Akio Toyoda, Executive Vice Presidents Mitsuhisa Kato, Takahiko Ijichi, Didier Leroy, and Shigeki Terashi were elected and assumed their positions as Representative Directors.
The new Members of the Board of Directors, Audit & Supervisory Board Members, Senior Managing Officers, and Managing Officers are as follows:
| | | | | | |
Chairman of the Board of Directors | | Takeshi Uchiyamada | | Member of the Board of Directors | | Haruhiko Kato |
| | | |
President | | Akio Toyoda | | Member of the Board of Directors | | Mark T. Hogan |
| | | |
Executive Vice President | | Mitsuhisa Kato | | Full-time Audit & Supervisory Board Member | | Masaki Nakatsugawa |
| | | |
Executive Vice President | | Takahiko Ijichi | | Full-time Audit & Supervisory Board Member | | Masahiro Kato |
| | | |
Executive Vice President | | Didier Leroy | | Full-time Audit & Supervisory Board Member | | Yoshiyuki Kagawa |
| | | |
Executive Vice President | | Shigeki Terashi | | Audit & Supervisory Board Member | | Yoko Wake |
| | | |
Member of the Board of Directors | | Nobuyori Kodaira | | Audit & Supervisory Board Member | | Teisuke Kitayama |
| | | |
Member of the Board of Directors | | Shigeru Hayakawa | | Audit & Supervisory Board Member | | Hiroshi Ozu |
| | | |
Member of the Board of Directors | | Ikuo Uno | | | | |
|
Senior Managing Officers |
| | | |
Hirofumi Muta | | Koei Saga | | Soichiro Okudaira | | Toshiyuki Mizushima |
Shigeru Hayakawa* | | Tokuo Fukuichi | | Moritaka Yoshida | | Osamu Nagata |
Keiji Masui | | Kiyotaka Ise | | Mitsuru Kawai | | Shigeki Tomoyama |
Hiroji Onishi | | James E. Lentz | | Kazuhiro Miyauchi | | Steve St. Angelo |
(Note) The asterisk (*) indicates that the officer doubles as a Member of the Board of Directors of TMC. |
| | | |
Managing Officers | | | | | | |
| | | |
Johan van Zyl | | Kazuhiro Sato | | Takashi Yamamoto | | Yoichi Miyazaki |
Kazuhiro Kobayashi | | Tatsuro Takami | | Karl Schlicht | | Tetsuo Ogawa |
Kazuo Ohara | | Kyoichi Tanada | | Koki Konishi | | Hiroaki Okuchi |
Riki Inuzuka | | Tatsuro Ueda | | Masayoshi Shirayanagi | | Christopher P. Reynolds |
Shinji Kitada | | Hiroyuki Fukui | | Mark S. Templin | | Shuichi Murakami |
Masahisa Nagata | | Hiroki Nakajima | | Takeshi Isogaya | | Hiroaki Nanahara |
Hayato Shibakawa | | Yasuhiko Sato | | Jiro Kawamoto | | |
Shinya Kotera | | Yoshihiro Sawa | | Hirohisa Kishi | | |
Tetsuya Otake | | Yoshio Shimo | | Yuji Maki | | |
|
This document has been translated from 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. The Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation. |
2