Notice Regarding Partial Amendments to Articles of Incorporation

11 May 2016

TOKYO, Japan, May 11, 2016 — As announced in the press release “Notice Regarding Change in Fiscal Term (Fiscal Year-End)” issued on April 27, 2016, Renesas Electronics Corporation (TSE: 6723, the “Company”), a premier supplier of advanced semiconductor solutions, plans to implement a change in fiscal term, which is subject to the approval of partial amendments to the Articles of Incorporation at an ordinary general shareholders' meeting.

 

Following this announcement, the Company today announced that it has resolved at the Meeting of Board of Directors held on May 11, 2016, the details of the proposal for a partial amendments to the Articles of Incorporation, which was still undecided at the time of the announcement made on April 27.

 

Furthermore, the Company has made a resolution today to call the 14th Ordinary General Shareholders' Meeting to be held on June 28, 2016 and plans to submit the proposal for partial amendments to the Articles of Incorporation for approval at that meeting.

 

1. Reason for Amendments

Currently the fiscal term of the Company runs from April 1 to March 31 of the following year. However, as the Company's Group intends to further expand its business activities globally moving forward, a decision has been made to change to a fiscal term running from January 1 to December 31 in order to simplify comparisons of business performance by synchronizing the fiscal term to match that of other international companies in the same field.

 

Accordingly, amendments need to be made to Article 14 (Record Date for Ordinary General Meetings of Shareholders), Article 34 (Business Year), Article 35 (Year-end Dividends), and Article 36 (Interim Dividends) of the Company's Articles of Incorporation.

 

Due to the change in the fiscal term, the 15th business period (the current fiscal year) will comprise the financial results for the nine months from April 1, 2016, to December 31, 2016. A supplementary provision regarding the 15th business period will therefore be provided in the Company's Articles of Incorporation as a transitional measure.

 

2. Details of Amendments

Please refer to the separate sheet (PDF: 30 KB) for contents of the proposed amendments.

3. Schedule

14th Ordinary General Shareholders' Meeting: June 28, 2016

Effective date of amendments to Articles of Incorporation: June 28, 2016

 

Forward-Looking Statements

The statements in this press release with respect to the plans, strategies and financial outlook of Renesas Electronics and its consolidated subsidiaries (collectively “we”) are forward-looking statements involving risks and uncertainties. We caution you in advance that actual results may differ materially from such forward-looking statements due to several important factors including, but not limited to, general economic conditions in our markets, which are primarily Japan, North America, Asia, and Europe; demand for, and competitive pricing pressure on, products and services in the marketplace; ability to continue to win acceptance of products and services in these highly competitive markets; and fluctuations in currency exchange rates, particularly between the yen and the U.S. dollar. Amongst other factors, downturn of the world economy; deteriorating financial conditions in world markets, or deterioration in domestic and overseas stock markets may cause actual results to differ from the projected results forecast.

 

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723) delivers trusted embedded design innovation with complete semiconductor solutions that enable billions of connected, intelligent devices to enhance the way people work and live. A global leader in microcontrollers, analog, power, and SoC products, Renesas provides comprehensive solutions for a broad range of automotive, industrial, infrastructure, and IoT applications that help shape a limitless future. Learn more at renesas.com. Follow us on LinkedIn, Facebook, Twitter, and YouTube.


The content in the press release, including, but not limited to, product prices and specifications, is based on the information as of the date indicated on the document, but may be subject to change without prior notice.