Apr 30, 2003
Tokyo Electron Limited, at its board meeting held on April 30, 2003, approved on the date/time, location and agenda for the 40th Fiscal Year Annual Shareholders Meeting as follows:
| 1. Date/time: | Friday, June 20, 2003 10:00 a.m. |
| 2. Location: | Capitol Tokyu Hotel 10-3, Nagata-cho 2-chome, Chiyoda-ku, Tokyo 100-0014, JAPAN |
| 3. Agenda: | |
| Items to be reported: | |
| Report on the business report, the balance sheet and the statement of income for the fiscal year from April 1, 2002 to March 31, 2003 (the 40th FY). | |
| Items to be voted on: | |
| Proposal 1: Approval of the appropriation of retained earnings for the 40th fiscal year | |
| Although the company posted losses as a result of the rapid deterioration in business conditions during the fiscal year, it intends to adhere to its policy of providing returns to shareholders, and dividends per share at the end of this fiscal year willl be 4 yen (dividends for the full year including interim dividends will be 8 yen). | |
| Proposal 2: Partial revision of the Article of Incorporation | |
|
a) Due to enforcement of new law concerning change of Japanese Commercial Code put into force on May 1, 2002, the company revises part of its Article of Incorporation. These points to be revised are description concerning term of office of statutory auditors and it will be extended from current three years to four years. | |
| Proposal 3: Election of eight corporate directors | |
| All of nine corporate directors will end their terms of office at the end of this Annual Shareholders Meeting, and Tetsuro Higashi, Tetsuo Tsuneishi, Mamoru Hara, Takeo Tanaka, Hirosuke Ishibashi, Yukio Sunahara and Toshiyuki Kondo are to be re-elected. Kiyoshi Sato is to be newly elected as a corporate director. | |
| Proposal 4: Election of one statutory auditor | |
| Keiichiro Kuriyama will resign the office as Statutory Auditors at the end of this Annual Shareholders Meeting, and Taketoshi Itoyama is to be newly elected. | |
| Proposal 5: Payment of retirement allowances for retiring corporate directors and statutory auditor | |
|
Retirement allowances will be paid to retiring corporate directors Mitsutaka Yoshida and Junichi Inoue; and retiring statutory auditor Keiichiro Kuriyama for the services rendered during their terms. | |
| Proposal 6: Setting of Stock Repurchase Limit | |
| The company will set the stock repurchase limit up to 5,000,000 shares for the amount up to 30 billion yen in order to implement flexible and swift investment policy responding to business environment. | |
| Proposal 7: Issuance of share subscription rights as stock options | |
| The company will issue, at the maximum, 10,000 units of share subscription rights (1,000,000 common shares) as stock options for the benefit of directors and executive employees of the company, and those of its subsidiaries, without charge. | |
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