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 2013
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
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):
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):
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, 2013
Information furnished on this form:
EXHIBITS
Exhibit |
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1. | Notice of Resolution for the 59th Ordinary General Meeting of Shareholders |
Securities Code 6971
Notice of Resolution
For the 59th Ordinary General Meeting of Shareholders
June 26, 2013
Kyoto, Japan
6 Takeda Tobadono-cho, Fushimi-ku, Kyoto, Japan
Please note that this is an English translation of the Japanese original of the Notice of Resolution for the 59th Ordinary General Meeting of Shareholders of Kyocera Corporation distributed to shareholders in Japan. The translation is prepared solely for the reference and convenience of foreign shareholders. In the event of any discrepancy between this translation and the Japanese original, the latter shall prevail.
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Securities Code 6971
June 26, 2013
To our shareholders
Notice of Resolution for the 59th Ordinary General Meeting of Shareholders
We hereby give notice that the matters set forth below were reported or resolved at the 59th Ordinary General Meeting of Shareholders of Kyocera Corporation (the Company), which was held on the date hereof.
Matters Reported
1. | Reports on the contents of the business report, the consolidated financial statements and the audit results of the consolidated financial statements by the Accounting Auditor and the Audit & Supervisory Board for the 59th business year (April 1, 2012 to March 31, 2013) |
2. | Reports on the contents of the non-consolidated financial statements for the 59th business year (April 1, 2012 to March 31, 2013) |
The contents of 1. and 2. above were reported.
Matters Resolved
Proposal 1 Appropriation of Surplus
It was resolved, as proposed by the Company, that the amount of the year-end cash dividend to shareholders shall be 60 yen per share.
Proposal 2 Partial Amendments to the Articles of Incorporation
It was resolved, as proposed by the Company, that a provision shall be added to the Articles of Incorporation so as for the Company to enter into a contract with any Outside Director, to limit his/her liability.
Proposal 3 Election of Thirteen (13) Directors
Messrs. Tetsuo Kuba, Tatsumi Maeda, Goro Yamaguchi, Katsumi Komaguchi, Yasuyuki Yamamoto, Ken Ishii, Yoshihito Ohta, Shoichi Aoki, John S. Gilbertson and John S. Rigby were re-elected, and Messrs. Hiroshi Fure, Yoji Date and Tadashi Onodera were newly elected and all of them assumed office as Directors, as proposed by the Company.
Proposal 4 Election of Two (2) Audit & Supervisory Board Members
Messrs. Kouji Mae and Yasunari Koyano were newly elected and assumed office as Audit & Supervisory Board Members, as proposed by the Company.
Very truly yours,
Goro Yamaguchi
President and Representative Director
KYOCERA Corporation
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Attachment to Notice of Resolution
Management Structure
The management structure of the Company as of June 26, 2013 is as follows:
Title |
Name | |
Chairman Emeritus |
Kazuo Inamori |
Directors and Audit & Supervisory Board Members
Chairman of the Board and Representative Director |
Tetsuo Kuba | |
Vice Chairman of the Board and Representative Director |
Tatsumi Maeda | |
President and Representative Director |
Goro Yamaguchi | |
Senior Managing Director |
Katsumi Komaguchi | |
Senior Managing Director |
Yasuyuki Yamamoto | |
Director |
Ken Ishii | |
Director |
Yoshihito Ohta | |
Director |
Shoichi Aoki | |
Director |
Hiroshi Fure | |
Director |
Yoji Date | |
Director |
John S. Gilbertson | |
Director |
John S. Rigby | |
Director |
Tadashi Onodera | |
Full-time Audit & Supervisory Board Member |
Yoshihiro Kano | |
Full-time Audit & Supervisory Board Member |
Kouji Mae | |
Audit & Supervisory Board Member |
Osamu Nishieda | |
Audit & Supervisory Board Member |
Yoshinori Yasuda | |
Audit & Supervisory Board Member |
Nichimu Inada | |
Audit & Supervisory Board Member |
Yasunari Koyano |
Note 1: | Of Directors, Mr. Tadashi Onodera is an Outside Director. |
Note 2: | Of Audit & Supervisory Board Members, Messrs. Yoshinori Yasuda, Nichimu Inada and Yasunari Koyano are Outside Audit & Supervisory Board Members. |
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Title |
Name | |
Executive Officers | ||
President and Executive Officer |
Goro Yamaguchi | |
Senior Managing Executive Officer |
Katsumi Komaguchi | |
Senior Managing Executive Officer |
Yasuyuki Yamamoto | |
Managing Executive Officer |
Ken Ishii | |
Managing Executive Officer |
Yoshihito Ohta | |
Managing Executive Officer |
Shoichi Aoki | |
Managing Executive Officer |
Hiroshi Fure | |
Managing Executive Officer |
Yoji Date | |
Senior Executive Officer |
Nobuo Kitamura | |
Senior Executive Officer |
Yoshiharu Nakamura | |
Senior Executive Officer |
Junichi Jinno | |
Executive Officer |
Tadashi Otsuji | |
Executive Officer |
Setsuo Sasaki | |
Executive Officer |
Kazuyuki Nada | |
Executive Officer |
Shigeaki Kinori | |
Executive Officer |
Masaaki Itoh | |
Executive Officer |
Masaki Iida | |
Executive Officer |
Yuji Goto | |
Executive Officer |
Hitoshi Takao | |
Executive Officer |
Yoichi Yamashita | |
Executive Officer |
Kazumasa Umemura | |
Executive Officer |
Shigeru Koyama | |
Executive Officer |
Koichi Kano | |
Executive Officer |
Naoki Kawai | |
Executive Officer |
Toshiki Kawaguchi | |
Executive Officer |
Masaharu Goto | |
Executive Officer |
Hideo Yoshida | |
Executive Officer |
Toshihide Koyano | |
Executive Officer |
Yasumichi Okuda | |
Executive Officer |
Masahiro Inagaki | |
Executive Officer |
Hironao Kudo | |
Executive Officer |
Takashi Sato | |
Executive Officer |
Robert E. Whisler |
Note: | Messrs. Shigeru Koyama, Koichi Kano, Naoki Kawai, Toshiki Kawaguchi, Masaharu Goto, Hideo Yoshida, Toshihide Koyano, Yasumichi Okuda, Masahiro Inagaki, Hironao Kudo and Takashi Sato were newly elected as Executive Officers as of April 1, 2013. |
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