Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
26 Juin 2023 - 12:24PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF
FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR
15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2023
Commission File Number: 001-14856
ORIX Corporation
(Translation of Registrants Name into English)
World Trade
Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, Minato-ku, Tokyo, JAPAN
(Address of Principal Executive Offices)
(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 ☒ Form 40-F ☐
Table of Contents
Material Contained in this Report
SIGNATURES
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, thereunto duly authorized.
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ORIX Corporation |
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Date: June 26, 2023 |
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By |
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/s/ Yasuaki Mikami |
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Yasuaki Mikami |
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Member of the Board of Directors
Senior Managing Executive Officer
Responsible for Corporate Function Unit
Responsible for Work Style Reform Project
ORIX Corporation |
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June 26, 2023 |
Filing of Extraordinary Report
TOKYO, Japan June 26, 2023 ORIX Corporation (TSE: 8591; NYSE: IX), a leading diversified financial services group,
announced today that it filed an extraordinary report with the Director-General of the Kanto Financial Bureau in Japan concerning the results of the exercise of voting rights at the 60th General
Meeting of Shareholders of ORIX Corporation held on June 22, 2023 (the Meeting).
1. Reason for Filing
Given that the resolutions were made for proposals to be acted upon at the Meeting, ORIX Corporation filed the extraordinary report pursuant to
Article 24-5, Paragraph 4, of the Financial Instruments and Exchange Act of Japan and Article 19, Paragraph 2, Item 9-2 of the Cabinet Office Ordinance on Disclosure of
Corporate Information, etc.
2. Description of Report
(1) |
Date on which the Meeting was held |
June 22, 2023
<Company Proposal>
Proposal 1. Election of Eleven (11) Directors
Messrs. Makoto Inoue, Shuji Irie, Satoru Matsuzaki, Stan Koyanagi, Michael Cusumano, Hiroshi Watanabe, Chikatomo Hodo, Noriyuki
Yanagawa and Mses. Sakie Akiyama, Aiko Sekine were reelected and reappointed as Members of the Board of Directors, and Mr. Yasuaki Mikami was newly elected and appointed as a Member of the Board of Directors.
<Shareholder Proposal>
Proposal 2. Dismissal of a Director
Dismissal of Director Shuji Irie.
-more-
(3) |
Number of Voting Rights for Approval, Disapproval and Abstentions in the Matters to be Resolved, and the
Requirements for Approval and Voting Results Thereof |
<Company Proposal>
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Matters to be Resolved |
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Number of Approvals (units) |
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Number of Disapprovals (units) |
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Number of Abstentions (units) |
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Approval Rate (%) |
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Voting Result |
Proposal 1 |
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Makoto Inoue |
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9,314,390 |
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245,468 |
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175 |
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97.20 |
% |
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Approved |
Shuji Irie |
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9,485,280 |
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74,582 |
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175 |
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98.98 |
% |
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Approved |
Satoru Matsuzaki |
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9,492,633 |
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67,230 |
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175 |
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99.06 |
% |
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Approved |
Stan Koyanagi |
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9,492,911 |
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66,951 |
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175 |
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99.06 |
% |
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Approved |
Yasuaki Mikami |
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9,492,097 |
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67,766 |
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175 |
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99.06 |
% |
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Approved |
Michael Cusumano |
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9,515,753 |
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44,111 |
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175 |
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99.30 |
% |
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Approved |
Sakie Akiyama |
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9,313,578 |
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242,278 |
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4,175 |
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97.19 |
% |
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Approved |
Hiroshi Watanabe |
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9,369,969 |
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189,892 |
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175 |
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97.78 |
% |
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Approved |
Aiko Sekine |
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9,440,086 |
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119,774 |
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175 |
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98.51 |
% |
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Approved |
Chikatomo Hodo |
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9,497,143 |
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62,721 |
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175 |
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99.11 |
% |
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Approved |
Noriyuki Yanagawa |
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9,498,011 |
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61,852 |
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175 |
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99.12 |
% |
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Approved |
<Shareholder Proposal>
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Matters to be Resolved |
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Number of Approvals (units) |
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Number of Disapprovals (units) |
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Number of Abstentions (units) |
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Approval Rate (%) |
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Voting Result |
Proposal 2 |
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219,917 |
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9,240,245 |
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99,020 |
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2.29 |
% |
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Disapproved |
(Notes) Approval requirements for the adoption of each proposal are as follows:
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Approval of a majority of the voting rights held by the shareholders present at the Meeting who hold in
aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required for adoption of proposal 1 and 2. |
(4) |
Reason for Not Counting a Portion of the Voting Rights of the Shareholders Present at the General Meeting of
Shareholders |
Since the results of all the proposals were conclusively decided by the exercise of the
voting rights prior to the Meeting and a portion of shareholders in attendance at the Meeting, only the number of voting rights for approval, disapproval and abstentions of the shareholders present at the Meeting, which ORIX Corporation was able to
confirm, including those of the shareholders present by proxy, has been counted.
Contact Information:
Investor Relations and Sustainability Department
ORIX Corporation
Tel: +81-3-3435-3121
About ORIX:
ORIX Corporation (TSE: 8591; NYSE: IX) is a financial services group which provides innovative products and services to its customers by
constantly pursuing new businesses.
Established in 1964, from its start in the leasing business, ORIX has advanced into neighboring fields
and at present has expanded into lending, investment, life insurance, banking, asset management, automobile related, real estate and environment and energy related businesses. Since entering Hong Kong in 1971, ORIX has spread its businesses globally
by establishing locations in 28 countries and regions across the world.
Going forward, ORIX intends to utilize its strengths and
expertise, which generate new value, to establish an independent ORIX business model that continues to evolve perpetually. In this way, ORIX will engage in business activities that instill vitality in its companies and workforce, and thereby
contribute to society. For more details, please visit our website: https://www.orix.co.jp/grp/en/
(As of March 31, 2023)
Caution Concerning Forward Looking Statements:
These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties.
Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results that differ materially from those described in the forward-looking statements. Factors that could cause such a
difference include, but are not limited to, those described under Risk Factors in the Companys annual report on Form 20-F filed with the United States Securities and Exchange Commission and
under (4) Risk Factors of the 1. Summary of Consolidated Financial Results of the Consolidated Financial Results April 1, 2022 March 31, 2023. furnished on Form
6-K.
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