Form 20-F X
Form 40-F __
By: /s/ Hiroki Totoki
Senior Executive Vice President and
Chief Financial Officer
June 22, 2018
|1.||Reason for submitting the Extraordinary Report|
Given that resolutions were made for the PROPOSALS TO BE ACTED UPON at the 101st Ordinary General Meeting of Shareholders held on June 19, 2018 (the “Meeting”), Sony Corporation (the “Corporation”) submits this Extraordinary Report under the provisions of Article 24-5, Paragraph 4, of the Financial Instruments and Exchange Act of Japan and Article 19, Paragraph 1 and Paragraph 2, Item 9-2, of the Cabinet Office Ordinance on Disclosure of Corporate Information, etc.
(1) Date when the Meeting was held: June 19, 2018
(2) Proposals acted upon
Proposal 1: To elect 13 Directors.
Kenichiro Yoshida, Kazuo Hirai, Osamu Nagayama, Eikoh Harada, Tim Schaaff,
Kazuo Matsunaga, Koichi Miyata, John V. Roos, Eriko Sakurai, Kunihito Minakawa,
Shuzo Sumi, Nicholas Donatiello, Jr. and Toshiko Oka were elected as directors of the Corporation.
Proposal 2: To issue Stock Acquisition Rights for the purpose of granting stock options.
(3) Number of voting rights concerning the indication of “for,” “against” or “abstention” for each proposal; requirements for approving the proposals; and results of resolutions
1) Total number of voting rights
Number of shareholders with voting rights 454,632
Number of voting rights 12,633,989
2) The number of shareholders who have exercised their voting rights
Number of shareholders who have exercised their voting rights 120,290
(Number of shareholders present at the Meeting 1,651 )
Number of voting rights exercised 9,626,929 [Exercise Ratio 76.2%]
(Number of voting rights of the shareholders present at the Meeting
19,879 [Exercise Ratio 0.2%] )
|Proposal||For||Against||Abstention||Ratio of favorable votes||Results|
|John V. Roos||9,576,205||26,597||4,514||99％||Approved|
|Nicholas Donatiello, Jr.||9,542,287||60,534||4,495||99％||Approved|
|1.||Requirements for the approval of each proposal are as follows:|
1) The resolution for Proposal 1 shall be adopted by a simple majority of the voting rights held by the shareholders present and voting at the Meeting (including postal and electronic voting) in a vote of shareholders holding in aggregate one-third (1/3) or more of the total number of voting rights.
2) The resolution for Proposal 2 shall be adopted by a two-thirds (2/3) majority of the voting rights held by the shareholders present and voting at the Meeting (including postal and electronic voting) in a vote of shareholders holding in aggregate one-third (1/3) or more of the total number of voting rights.
|2.||The “Ratio of favorable votes” was calculated by adding the number of voting rights held by the present and voting shareholders at the Meeting as the denominator.|
(4) Reason why a portion of the voting rights held by the shareholders present at the Meeting was not added to the number of voting rights:
The required majority approval for each proposal was met by aggregating the votes exercised
prior to the Meeting and votes of shareholders present at the Meeting of which the Corporation was able to confirm the indication as to each proposal. Therefore, of the voting rights held by shareholders present at the Meeting, the number of voting rights concerning the indication of “for,” “against” or “abstention” as to each proposal of which the Corporation was not able to verify was not tallied, except as explained in Note 2 to the table of 2.(3) 2) above.