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Kyocera 6-K 2015

Documents found in this filing:

  1. 6-K
  2. 6-K

Table of Contents

 

FORM 6-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

 

For the month of June 2015

 

Commission File Number: 1-07952

 

KYOCERA CORPORATION

 

6 Takeda Tobadono-cho, Fushimi-ku,

Kyoto 612-8501, Japan

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F  x      Form 40-F  o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Registration S-T Rule 101(b)(1): o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Registration S-T Rule 101(b)(7): o

 



Table of Contents

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.

 

 

KYOCERA CORPORATION

 

 

 

/s/ SHOICHI AOKI

 

Shoichi Aoki

 

Director,

 

Managing Executive Officer and

 

General Manager of

 

Corporate Financial and Accounting Group

 

Date: June 26, 2015

 




Table of Contents

 

English Translation of the Announcement of the Resolutions Adopted at the 61st Ordinary General Meeting of Shareholders of Kyocera Corporation (“Rinjihoukokusho”)

 

1.             Reason for Filing

 

To report certain resolutions adopted at the 61st Ordinary General Meeting of Shareholders of Kyocera Corporation (the “Company”), which was held on June 24, 2015, in accordance with Paragraph 4 of Article 24-5 of the Financial Instruments and Exchange Law and Sub-paragraph 9-2 of Paragraph 2 of Article 19 of the Cabinet Office Ordinance on Disclosure of Corporate Information, etc.

 

2.             Matters Reported

 

1) Date of the Meeting Held: June 24, 2015

 

2) Contents of the Matters Resolved:

 

Proposal No.1                                  Appropriation of Surplus

 

1.             Matters Relating to Year-end Dividend

 

(1)            Matters relating to Appropriation to Shareholders of Assets Distributed as Dividend and Aggregate Amount thereof

 

60 yen per share of common stock of the Company

 

The aggregate amount thereof shall be 22,011,681,360 yen.

 

(2)            Effective Date of the Distribution of Surplus as Dividend:

 

June 25, 2015

 

2.             Matters Relating to Appropriation of General Reserve

 

(1)            Category of Surplus to Increase and the Amount thereof:

 

General Reserve                                                                                                              27,000,000,000 yen

 

(2)            Category of Surplus to Decrease and the Amount thereof:

 

Unappropriated Retained Earnings       27,000,000,000 yen

 

Proposal No.2                                  Election of Eleven (11) Directors

 

Tetsuo Kuba, Tatsumi Maeda, Goro Yamaguchi, Ken Ishii, Hiroshi Fure, Yoji Date, Yoshihito Ohta, Shoichi Aoki, John S. Rigby, Tadashi Onodera and Hiroto Mizobata shall be elected as Directors.

 

Proposal No.3                                  Election of One (1) Audit & Supervisory Board Member

 

Yoshihiro Kano shall be elected as Audit & Supervisory Board Member.

 



Table of Contents

 

3) Number of the Votes Showing Intension to Vote FOR, AGAINST or ABSTAIN, Requirements for Adoption, and the Tabulation Results with respect to Matters Resolved:

 

Matters Resolved 

 

      FOR       

 

AGAINST

 

ABSTAIN

 

INVALID

 

Ratio of
Votes FOR

 

    Result   

Proposal No. 1

 

2,771,202

 

84,059

 

1,637

 

45

 

96.01

 

Adopted

Proposal No. 2

 

 

 

 

 

 

 

 

 

 

 

 

Tetsuo Kuba

 

2,691,685

 

160,946

 

4,267

 

40

 

93.26

 

Adopted

Tatsumi Maeda

 

2,739,895

 

112,736

 

4,267

 

40

 

94.93

 

Adopted

Goro Yamaguchi

 

2,750,571

 

102,061

 

4,267

 

40

 

95.30

 

Adopted

Ken Ishii

 

2,824,932

 

27,700

 

4,267

 

40

 

97.87

 

Adopted

Hiroshi Fure

 

2,824,917

 

27,715

 

4,267

 

40

 

97.87

 

Adopted

Yoji Date

 

2,824,963

 

27,669

 

4,267

 

40

 

97.87

 

Adopted

Yoshihito Ohta

 

2,824,905

 

27,727

 

4,267

 

40

 

97.87

 

Adopted

Shoichi Aoki

 

2,824,935

 

27,697

 

4,267

 

40

 

97.87

 

Adopted

John S. Rigby

 

2,824,866

 

27,767

 

4,266

 

40

 

97.87

 

Adopted

Tadashi Onodera

 

2,633,598

 

221,674

 

1,627

 

40

 

91.24

 

Adopted

Hiroto Mizobata

 

2,850,904

 

4,370

 

1,627

 

40

 

98.77

 

Adopted

Proposal No. 3

 

2,727,080

 

128,220

 

1,627

 

14

 

94.48

 

Adopted

 

Notes:

 

1.      Requirements for adoption of resolutions are as follows:

 

-              The requirement for adoption of resolution relating to Proposal No. 1 is a majority of votes of the shareholders entitled to exercise voting rights who are present at the Meeting.

 

-              The requirement for adoption of resolutions relating to Proposal Nos. 2 and 3 is a majority of votes of shareholders entitled to exercise voting rights who are present at the Meeting, at which shareholders holding one-third or more of the voting rights of all shareholders entitled to exercise voting rights must be present.

 

2.      “Ratio of Votes FOR” is expressed in percentage of a fraction, of which the denominator is the number of voting rights held by shareholders present or represented at the Meeting (i.e., the sum total of the number of voting rights exercised by shareholders by the day immediately preceding the Meeting date and the number of voting rights exercised at the Meeting by attending shareholders), and the numerator is the number of voting rights with confirmed votes “FOR” with respect to each Proposal.

 

4)                    Reason for not Including Some Votes of Shareholders Present at the Meeting:

 

Because the said number of voting rights with confirmed votes “For”, out of the total number of voting rights exercised at the Meeting, was sufficient to satisfy the requirements for adoption of all Proposals.

 


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