Report of Foreign Issuer (6-k)

Table of Contents

 

 

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 2019

 

 

ORIX Corporation

(Translation of Registrant’s Name into English)

 

 

World Trade Center Bldg., 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  ☐

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes  ☐        No  ☒

 

 

 

---

Table of Contents

Table of Documents Filed

 

		Page
1.     English press release entitled, “Filing of Extraordinary Report”

---

Table of Contents

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.

 

		ORIX Corporation
Date: June 25, 2019		By		/s/ Shoji Taniguchi
				Shoji Taniguchi
				Managing Executive Officer
				ORIX Corporation

---

Table of Contents

		June 25, 2019

FOR IMMEDIATE RELEASE

Filing of Extraordinary Report

TOKYO, Japan – June 25, 2019 – ORIX Corporation (TSE: 8591; NYSE: IX), a leading integrated 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 56 ^th General Meeting of Shareholders of ORIX Corporation held on June 21, 2019 (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 21, 2019

 

(2)	Matters Resolved

Proposal            Election of Twelve (12) Directors

Messrs. Makoto Inoue, Yuichi Nishigori, Stan Koyanagi, Shuji Irie, Nobuaki Usui, Ryuji Yasuda, Heizo Takenaka and Ms. Eiko Tsujiyama were reelected and reappointed as Members of the Board of Directors, and Messrs. Shoji Taniguchi, Satoru Matsuzaki, Michael Cusumano and Ms. Sakie Akiyama were newly elected and appointed as Members of the Board of Directors.

 

-more-

---

Table of Contents

(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

 

Matters to be Resolved		Number of Approvals (units)				Number of Disapprovals (units)				Number of Abstentions (units)				Approval Rate (%)				Voting Result
Proposal
Makoto Inoue			9,905,945				365,766				5,068				96.27				Approved
Yuichi Nishigori			10,097,369				75,205				104,207				98.13				Approved
Stan Koyanagi			10,096,537				76,037				104,207				98.12				Approved
Shuji Irie			10,096,893				75,681				104,207				98.13				Approved
Shoji Taniguchi			10,097,420				75,154				104,207				98.13				Approved
Satoru Matsuzaki			10,097,298				75,276				104,207				98.13				Approved
Eiko Tsujiyama			10,193,271				78,445				5,068				99.06				Approved
Nobuaki Usui			10,169,983				101,731				5,068				98.84				Approved
Ryuji Yasuda			10,197,095				74,620				5,068				99.10				Approved
Heizo Takenaka			10,235,125				36,590				5,068				99.47				Approved
Michael Cusumano			10,243,258				28,457				5,068				99.55				Approved
Sakie Akiyama			10,243,657				28,058				5,068				99.55				Approved

(Notes) Approval requirements for the adoption of each proposal are as follows:

 

•

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.

 

(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.

---

Table of Contents

Contact Information:

ORIX Corporation

Corporate Planning Department

Tel: [phone]

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 37 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, 2019)

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 Company’s 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, 2018 – March 31, 2019.”