AGM Statement 2011 (9135H)

TIDMTDK

RNS Number : 9135H

TDK Corporation

06 June 2011

Attention All Shareholders

June 6, 2011

Takehiro Kamigama

President & Representative Director

TDK Corporation

13-1, Nihonbashi 1-chome

Chuo-ku, Tokyo

NOTICE OF CONVOCATION OF

THE 115TH ORDINARY GENERAL MEETING OF SHAREHOLDERS

Dear Shareholder:

Thank you for your continued interest in TDK Corporation (the "Company").

We offer our most sincere condolences to all those affected by the Great East Japan

Earthquake that struck in March of this year and hope that the affected area will be restored

as soon as possible.

You are hereby notified that the 115th Ordinary General Meeting of Shareholders will

be held as stated below. You are respectfully requested to attend the meeting.

In the event that you are unable to attend the meeting, you may exercise your votes

using either of the methods described below. Please vote by 5:20 P.M. on June 28, 2011

(Tuesday), after carefully reading the attached Reference Documents for Shareholders

Meeting.

[Voting by Mail]

Please indicate your approval or disapproval of the proposals to be resolved on the

voting form enclosed herewith and return it to the Company by the deadline specified above.

[Voting via the Internet]

Please enter your approval or disapproval of the proposals to be resolved by the

deadline specified above.

Details

1. Date and Time: 10:00 A.M. on June 29, 2011 (Wednesday)

2. Place of the Meeting: Technical Center of the Company, 9th Floor

15-7, Higashi-Ohwada 2-chome, Ichikawa-shi,

Chiba Prefecture

3. Purposes of the Meeting:

Matters to be Reported

1. Report on the Business Report and the Consolidated Financial Statements

for the 115th Business Year (from April 1, 2010 to March 31, 2011), and

Report on the Audit Results of the Consolidated Financial Statements for

the 115th Business Year by the Accounting Auditor and the Board of

Company Auditors

2. Report on the Non-Consolidated Financial Statements for the 115th

Business Year (from April 1, 2010 to March 31, 2011)

Matters to be Resolved

First Item: Appropriation of Retained Earnings

Second Item: Election of Seven (7) Directors

Third Item: Election of Five (5) Company Auditors

Fourth Item: Provision of a Bonus to Directors as a Group

Fifth Item: Partial Amendment of the Articles of Incorporation

Sixth Item: Truncation and Provision of Retirement Benefits (Reserved in

the Past) to a Director in accordance with the Abolishment of

the Retirement Benefits System

Seventh Item: Provision of Retirement Benefits (Reserved in the Past) to a

Retiring Company Auditor (Abolishment of the Retirement

Benefits System)

Eighth Item: Provision of Retirement Benefits (Reserved in the Past) to a

Retiring Outside Company Auditor (Abolishment of the

Retirement Benefits System)

4. Validity of Votes:

1) If you vote by both mail and the Internet, then the Internet vote will be

counted as the valid vote.

2) If you vote multiple times via the Internet, your last vote will be counted as the

valid vote.

5. Other Information:

1) If you are attending the meeting, kindly submit the voting form at the

reception. Also, please bring this Notice of Convocation with you to the

meeting.

2) In accordance with the law and Article 16 of the Company's Articles of

Incorporation, the following items of the Company's Consolidated Financial

Statements and Non-Consolidated Financial Statements, as audited by the

Accounting Auditor and the Company Auditors, are available on the

Company's Internet website (http://www.tdk.co.jp/) instead of being attached

to this notification:

-- List of Notes to the Consolidated Financial Statements; and

-- List of Notes to the Non-Consolidated Financial Statements.

3) In the event that there are amendments made to the Reference Documents for

Shareholders Meeting, the Business Report, the Consolidated Financial

Statements, or the Non-Consolidated Financial Statements, such amendments

will be found on the Company's Internet website (website address provided

above).

To view the Notice of Convocation of Ordinary General Meeting of Shareholders 2011, click on or paste the following link into your web browser:

http://www.rns-pdf.londonstockexchange.com/rns/9135H_-2011-6-6.pdf

This information is provided by RNS

The company news service from the London Stock Exchange

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