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 May, 2005
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/ Zenji Miura
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Zenji Miura
Managing Director
Executive Vice President
General Manager of the
Finance & Accounting Division
May 24, 2005
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(Translation)
May 24, 2005
Ricoh Company, Ltd.
Masamitsu Sakurai, President,
Chief Executive Officer and
Chief Operating Officer
(Code Number 7752 TSE, OSE and NSE (1st Section); FSE and SSE)
Please make inquires to Masakuni Katsuwada,
Manager, Public Relations Department
(Tel 03-5411-4705)
To Whom It May Concern:
Change in the Total Number of Shares to be Issued
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and Decrease in the Number of Directors (Expected)
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The Board of Directors of Ricoh Company, Ltd. (the "Company") resolved at the
meeting of the Board of Directors held on May 16, 2005 that the Company will
propose the following two changes to the Articles of Incorporation at the
ordinary general meeting of shareholders scheduled to be held on June 28, 2005.
1. Change in the Total Number of Shares to be Issued
Currently, the total number of shares to be issued by the Company is nine
hundred and ninety-three million (993,000,000) shares. The Company will
propose to change the total number of shares to be issued to one billion and
five hundred million (1,500,000,000) shares.
2. Decrease in the Number of Directors
The Company will propose to decrease the maximum number of directors to fifteen
(15) directors from the current maximum of thirty (30) directors. The Company
presently has fourteen (14) directors.
With respect to Item 1 above, the Company proposes to change the total number
of shares to be issued by the Company in order to prepare for the future
expansion of its business as well as to allow it to quickly implement capital
management plans for purposes of defending its corporate values. If the
Company decides to implement a defense plan in the future that may affect its
shareholders and investors, the Company will promptly announce the details of
such plan.
With respect to Item 2 above, the Company proposes to reduce the number of
directors so that the Board of Directors could be managed efficiently and
practically with the objective of enabling the Board of Directors to quickly
make decisions and allowing the Board of Directors to focus on supervising the
management so as to further implement the management organization reforms that
the Company has implemented to date and to strengthen the management
supervision function of the Board of Directors.