This is an excerpt translation of the Japanese original. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.

(Securities Code: 4044) June 7, 2023 (Start date of measures for electronic provision) May 31, 2023

To Shareholders with Voting Rights

Tadashi Shimizu Representative Director, President & CEO Central Glass Co., Ltd. 5253, Okiube, Ube City, Yamaguchi Prefecture

NOTICE OF CONVOCATION OF THE 109TH ORDINARY GENERAL MEETING OF

SHAREHOLDERS

We are pleased to announce the 109th Ordinary General Meeting of Shareholders (the "Shareholders' Meeting") of Central Glass Co., Ltd. (the "Company"). The meeting will be held as described below.

When convening the Shareholders' Meeting, the Company takes measures for providing information that constitutes the content of reference documents for the general meeting of shareholders, etc. (items for which measures for providing information in electronic format are to be taken) in electronic format, and posts this information on the Company's website. Please access the website by using the Internet address shown below to review the information.

The Company's website:https://www.cgco.co.jp/ir/stockinfo/generalmeeting.html (in Japanese)

In addition to the Company's website, the items for which measures for providing information in electronic format are to be taken are also posted on the Tokyo Stock Exchange (TSE) website so please check from the link below.

TSE website (Listed Company Search): https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)

Kindly access the TSE website above and enter the issue name (Central Glass) or securities code (4044), and click "Search," and then click "Basic information" and select "Documents for public inspection/PR information" to check.

If you are unable to attend on the day of the Shareholders' Meeting, you can exercise your voting rights via postal mail or the Internet in advance. Please review the following reference documents for the Shareholders' Meeting and exercise your voting rights before 5:30 p.m. on Wednesday, June 28, 2023 (JST).

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  1. Date and Time
  2. Place
  3. Meeting Agenda Matters to be Reported:
    Matters to be Resolved: Proposal No. 1: Proposal No. 2: Proposal No. 3:

Thursday, June 29, 2023, 10:00 a.m. (Reception will open at 9:00 a.m.)

Central Glass Registered Head Office (Ube Plant)

5253, Okiube, Ube City, Yamaguchi Prefecture

  1. The Business Report, the Consolidated Financial Statements, and the Results of the Audits of the Consolidated Financial Statements by the Accounting Auditors and the Board of Corporate Auditors for the 109th Fiscal Year (from April 1, 2022 to March 31, 2023)
  2. The Non-consolidated Financial Statements for the 109th Fiscal Year (from April 1, 2022 to March 31, 2023)

Election of Nine Directors Election of Two Corporate Auditors

Amount of Performance-based Stock Compensation to Directors and Determination of Details

  • 4. Determined Matters for Convocation (Guidance on Exercise of Voting Rights)

    1. If you do not indicate approval/disapproval for the Proposals on the Voting Form for exercise of voting rights in writing (by postal mail), we will handle this as indication of approval.
    2. Please note that if you have exercised your voting rights more than once via the Internet, etc., the vote that has been exercised the last shall be deemed and handled as your effective exercise of voting rights.
    3. If you have exercised your voting rights via the Internet and also in writing, the vote that has reached the last shall be deemed and handled as your effective exercise of voting rights. If you have exercised your voting rights both via the Internet and in writing on the same day, your vote via the Internet shall be deemed and handled as your effective exercise of voting rights.
  • If you attend the Shareholders' Meeting in person, please submit the enclosed Voting Form at the reception desk.
  • A system for providing informational materials for the general meeting of shareholders in electronic format has been put into effect. However, for the Shareholders' Meeting, we have sent informational materials for the general meeting of shareholders in document format uniformly to shareholders, as in the past, irrespective of whether delivery in document format was requested. Note that we plan to discontinue uniform sending in written format at the time of the 110th Ordinary General Meeting of Shareholders and thereafter.
  • Among the items for which measures for providing information in electronic format are to be taken, "System to Ensure Appropriate Business Conduct," "Basic Policy Regarding Control of the Company," "Notes to Consolidated Financial Statements," and "Notes to Non-consolidated Financial Statements" are not stated in the document delivered to the shareholders, in accordance with the provisions of the laws and regulations, and provisions of Article 15 of the Articles of Incorporation of the Company.
  • If revisions to the items subject to measures for electronic provision arise, the details of the revisions will be posted on the Company's website and the TSE website above.
  • Dividend Payment
    The Company resolved, at the meeting of the Board of Directors held on May 24, 2023, that the Company's year-end dividend payment will be 77.50 Japanese Yen per share commencing payment on June 8, 2023, based on Article 459, Paragraph 1 of the Companies Act and Article 39 of the Company's Articles of Incorporation. Consequently, annual dividend payment for the 109th fiscal year will be 115 Japanese Yen per share including 37.50 Japanese Yen of interim dividend.
  • Gifts will not be provided to shareholders attending the Shareholders' Meeting. We greatly appreciate your understanding.
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Guidance for the Exercise of Voting Rights

Exercise of voting rights at the Shareholders' Meeting is shareholders' important right.

Please review the following reference documents for the Shareholders' Meeting and exercise your voting rights.

There are three methods to exercise your voting rights as indicated below.

Exercise of voting rights by attending the Shareholders' Meeting

Please submit the enclosed Voting Form at the reception desk.

Date and time: Thursday, June 29, 2023, 10:00 a.m. (JST) (Reception starts at 9:00 a.m.)

Exercise of voting rights in writing (by postal mail)

Cast your vote on the Proposal using the enclosed Voting Form and return it by post. Exercise due date: To be received no later than 5:30 p.m. on Wednesday, June 28, 2023 (JST)

Exercise of voting rights via the Internet

Indicate your approval or disapproval in accordance with the instructions on the next page. Exercise due date: No later than 5:30 p.m. on Wednesday, June 28, 2023 (JST)

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Guidance for the Exercise of Voting Rights via the Internet

Method 1: Scanning the QR Code "Smart Vote"

You can simply log in to the website for exercising voting rights without entering your Voting Rights Code and Password.

  1. Please scan the QR Code located on the bottom right of the Voting Form.
    • "QR Code" is a registered trademark of DENSO WAVE INCORPORATED.
  3. Indicate your approval or disapproval in accordance with the instructions to be shown on the screen.

Please note that exercising voting rights by using "Smart Vote" method is available only once.

If you need to make a correction to the content of your vote after you have exercised your voting rights, please access the website for personal computer and log in by entering your Voting Rights Code and Password as listed on the Voting Form, and exercise your voting rights again.

* You can access the website for personal computer by scanning the QR Code again.

Method 2: Entering the Voting Rights Code and Password

Website for exercising your voting rights: https://www.web54.net (in Japanese)

  1. Please access the website for exercising your voting rights.
  2. Enter your Voting Rights Code as listed on the Voting Form.
  3. Enter the Password printed on the Voting Form.
  4. Indicate your approval or disapproval in accordance with the instructions to be shown on the screen.

In case you need instructions for how to operate your personal computer, smartphone or mobile

phone in order to exercise your voting rights via the Internet, please contact:

Dedicated phone line for Stock Transfer Agency Web Support,

Sumitomo Mitsui Trust Bank, Limited

Tel: 0120-652-031(toll-free within Japan only)

(Business hours: 9:00 a.m.-9:00 p.m.)

  • Institutional investors may use the platform operated for institutional investors by ICJ, Inc. to electronically exercise the voting rights.

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Reference Documents for the General Meeting of Shareholders

Proposal No. 1: Election of Nine Directors

The term of office of all the current nine Directors will expire upon the conclusion of the Shareholders' Meeting. Therefore, the Company proposes the election of nine Directors (including three Outside Directors).

The candidates for Directors are as follows:

No.

Name

Current Position/Responsibilities at the Company and Significant

Positions Concurrently Held Outside the Company

Tadashi

Representative Director, President & CEO

1

Reelection

Shimizu

Representative Director, Senior Executive Vice President

Kazuhiko

[Supervisor for Chemicals Business, in charge of Corporate Administration

Department, Legal Department,

Chemicals

Business

Development

2

Reelection

Maeda

Department, Anti-Monopoly Law Observance Committee, Security Trade

Control Committee, Compliance Promotion Committee and Sustainability

Committee]

Director, Executive Managing Officer

Minoru

[Supervisor for Glass Business, in charge of Glass Business Management

Department (General Manager

of Glass

Business

Management

3

Reelection

Irisawa

Department) and Glass Fiber Department]

[Significant positions concurrently held outside the Company]

Representative Director and President of Central Glass Products Co., Ltd.

Nobuyuki

Executive Managing Officer

4

[In charge of Audit Department, Chemicals Quality Assurance Department,

New election

Tokunaga

Quality Assurance Division and Group Quality Compliance Committee]

Executive Managing Officer

[In charge of Chemical Technical Planning & Management Department,

5

Akihiro Ishii

Intellectual Property Department, Fundamental Chemical Research Center,

New election

Applied Chemical Research Center, New-STEP Research Center and

Chemicals Production Engineering Center]

Yoshinori

Executive Managing Officer

6

[In charge of Applied Chemicals Sales Department, Medi-Chemicals Sales

New election

Akamatsu

Department and Agri-Bio Business Promotion Department]

Outside Director

Tetsuo

Reelection

7

Outside

Nishide

Independent

Outside Director

Kimi

Reelection

[Significant positions concurrently held outside the Company]

8

Outside

Koinuma

Attorney-at-Law, Partner of Asahi Law Offices

Independent

Outside Director

Masaya

Reelection

[Significant positions concurrently held outside the Company]

9

Outside

Kawata

Outside Director of Meiji Holdings Co., Ltd.

Independent

Candidate for Director to be reelected

Reelection:

Candidate for Director to be newly elected

New election:

Candidate for Outside Director

Outside:

Independent Officer notified to the securities exchange

Independent:

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Disclaimer

Central Glass Co. Ltd. published this content on 31 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 May 2023 00:18:15 UTC.