|Amendment to Articles of Incorporation
|Daito Trust Construction Co., Ltd. announces that the board of directors
meeting held on May 2, 2006 resolved that following amendments to the articles
of incorporation will be discussed at the 32nd ordinary shareholder's meeting
scheduled to be held on June 28, 2006
|1. Reasons for Amendments
(1)The following amendments have been made to accommodate the implementation
of the "Corporate Law" (Law No. 86, 2005) on May 1, 2006.
1.With respect to the overall Article of Incorporation, phrases and terms
(2)Article 2 (Purpose) has been amended to comply with the multifunctional
have been amended to comply with the quotation and terminology of
the Corporate Law accordingly.
2.Article 10 (Rights of Shares Constituting Less Than a One Voting Unit)
has been established in the draft amendment to define the rights of
shareholders who hold shares constituting less than one voting unit.
3.Article 14 (Convocation) has been amended in the draft amendment to
clarify the location of the convocation of the Company's General Meeting
of the Shareholders.
4.Article 17 (Deemed Provision of Internet Disclosure of General
Shareholder Meeting Reference Materials) has been established in the
draft amendment to reduce printed materials.
5.Article 19 (Execution of Voting by Proxy) has been amended to
prescribe the number of proxy eligible to exercise voting rights.
6.Article 26 (Omission of Board of Director's Resolution) pursuant to the
provisions of Article 370 of the Corporation Law has been established
enable strategical decision making.
7.Article 36 (Exemption from Corporate Auditor's Liability) pursuant to the
provisions of Article 427, Clause 1 of the Corporation Law has
amended to include provisions of executing limited liability
outside corporate auditors to enable recruitment of human resources.
stipulated in the Nursing-Care Insurance Law.
(3)Pursuant to the provisions of the former Article 212 of the Commercial Code,
2,714,300 shares of treasury stock were canceled
on March 31, 2006. Article 6
has been amended to stipulate the total number
of shares reflecting the reduction.
(4)Article numbers have been adjusted to accommodate the above amendments.
2. Contents of the amendments
Please see attached pdf file
Date of Ordinary Shareholders' Meetnig for amendment
of articles of incorporeation
June 28, 2006 (Wednesday)