FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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, 2004
Commission File Number 2 - 68279
RICOH COMPANY, LTD.
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(Translation of Registrant's name into English)
15-5, Minami-Aoyama 1-Chome, Minato-ku, Tokyo 107-8544, Japan
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(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file annual reports
under cover 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 Regulation S-T Rule 101(b)(1): __ )
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): __ )
(Indicate by check mark whether by furnishing the information contained in this
Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934.)
Yes __ No X
(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82-__ )
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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, thereunto duly authorized.
Ricoh Company, Ltd.
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(Registrant)
By: /S/ Etsuo Kobayashi
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Etsuo Kobayashi
Executive Vice President
General Manager of
Personnel Division
June 28, 2004
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(TRANSLATION)
June 25, 2004
NOTICE OF RESOLUTION
AT THE 104TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
Dear Shareholder,
Ricoh Company, Ltd. hereby informs you of the reports submitted and resolutions
reached at its 104th ordinary general meeting of shareholders.
Yours faithfully,
Masamitsu Sakurai, President
Ricoh Company, Ltd.
3-6 Nakamagome 1-chome, Ohta-ku, Tokyo
REPORTED ITEMS
Management reported on the Balance Sheets as of March 31, 2004, the Statements
of Income and the Business Report for the fiscal year ended March 31, 2004
(April 1, 2003 to March 31, 2004).
RESOLVED ITEMS
Agenda 1: Approval of the proposed appropriation of retained earnings for
the fiscal year (ended March 31, 2004) - Approved as proposed.
Agenda 2: Partial amendment to the Articles of Incorporation - Approved as
proposed. The details of amendment are as follows.
(Underlined portions indicate the changes.)
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Previous Articles of Incorporation New Articles of Incorporation
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Chapter 2 Shares Chapter 2 Shares
(Purchase of Treasury Stocks)
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(Newly established) Article 6 The Company may
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purchase the shares of its own
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stocks by a resolution of the
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Board of Directors pursuant to
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Paragraphs 1, Item 2 of Article
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211-3 of the Commercial Code.
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Article 6 through 33 Article 7 through 34
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(Provisions omitted) (Unchanged)
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Agenda 3: Election of fourteen (14) directors - Approved as proposed, with
the reappointment of Masamitsu Sakurai, Tatsuo Hirakawa, Koichi
Endo, Masayuki Matsumoto, Katsumi Yoshida, Makoto Hashimoto,
Kiyoshi Sakai, Shiro Kondoh, Kazuo Togashi, Kazunori Azuma and
Nobuo Mii, as well as the new appointment of Takashi Nakamura,
Yuji Inoue and Zenji Miura.
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Agenda 4: Election of three (3) corporate auditors - Approved as proposed,
with the reappointment of Hisaaki Koga and Takehiko Wada, as
well as the new appointment of Koji Tomizawa.
Agenda 5: Granting of retirement allowances to retiring directors -
Approved as proposed, with the resolution to disburse retirement
allowances in appropriate amounts within the set limits
according to the standards prescribed by the Company and the
past practice, to the retiring directors, Masami Takeiri, Naoto
Shibata, Hiroshi Hamada, Haruo Kamimoto and Josei Itoh, in
recognition of their services. The details such as amount,
timing and manner of payment is to be decided by the Board of
Directors.
* This notice has been translated from the original notice in Japanese. In the
event of any discrepancy, the original notice in Japanese shall prevail.
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APPENDIX
- ELECTION OF REPRESENTATIVE AND MANAGING DIRECTORS
By resolution of the Board of Directors held after the conclusion of the general
meeting of shareholders, the representative and managing directors were elected
and commenced their tenures.
The Company's directors as of June 25, 2004 are as follows:
President and Representative Director: Masamitsu Sakurai
Deputy President and Representative Director: Tatsuo Hirakawa
Executive Managing Director: Koichi Endo
Executive Managing Director: Masayuki Matsumoto
Executive Managing Director: Katsumi Yoshida
Managing Director: Makoto Hashimoto
Managing Director: Kiyoshi Sakai
Managing Director: Takashi Nakamura
Managing Director: Shiro Kondoh
Managing Director: Kazuo Togashi
Managing Director: Kazunori Azuma
Managing Director: Yuji Inoue
Managing Director: Zenji Miura
Outside Director: Nobuo Mii
- ELECTION OF STANDING CORPORATE AUDITORS
By mutual election of the Corporate Auditors after the conclusion of the general
meeting of shareholders, the standing corporate auditors were elected and
commenced their tenures.
The Company's corporate auditors as of June 25, 2004 are as follows:
Standing Corporate Auditor: Hisaaki Koga
Standing Corporate Auditor: Hideyuki Takamatsu
Standing Corporate Auditor: Koji Tomizawa
Corporate Auditor: Kenji Matsuishi
Corporate Auditor: Takehiko Wada
Note: Corporate Auditors Kenji Matsuishi and Takehiko Wada are outside corporate
auditors as stipulated in Article 18, Paragraph 1 of the Law for Special
Exceptions to the Commercial Code concerning Audit, etc. of Kabushiki
Kaisha.
PAYMENT OF DIVIDENDS
It was resolved at the meeting to pay a dividend of Yen 10 per share (Yen 18
for the full fiscal year). Please review the enclosed postal remittance
notification form to receive the dividend payment. If you specify a bank
transfer, we will send you a dividend account statement and a remittance form.
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