Tokyo, Japan – February 21, 2007 - Trend Micro (TSE: 4704; Nasdaq: TMIC), a leader in network antivirus and Internet content security software and services, today resolved at a meeting of its Board of Directors to obtain an authorization by shareholder resolution to be adopted at the 18th ordinary General Meeting of Shareholders scheduled to be held on March 27, 2007, for the Amendment of the part of the Articles of Incorporation, as discussed under the agendum below.
1. Reason for Amendment
(1) The following amendments are made in connection with the implementation of the Company Law (Law No. 86 of 2005) and the Law concerning the Establishment of Related Laws in connection with Enforcement of the Company Law (Law No. 87 of 2005, the “Establishment Law”), and the Ordinance for Enforcement of the Company Law (Ministry of Justice Ordinance No. 12 of 2006) and the Corporate Accounting Ordinance (Ministry of Justice Ordinance No. 13 of 2006) effective from May 1, 2006.
(i) In respect of the matters deemed to be set forth in the Articles of Incorporation under the Establishment Law at the time of enforcement of the Company Law, we propose to newly establish or amend provisions in order to reflect such matters. (Proposed Amendment Article 4, Article 7, Article 11)
(ii) We propose to amend some wordings, renumber provisions or make other necessary changes, as well as to conform to terminology or numbering of cited provisions in accordance with the Company Law.
(iii) We propose to provide for the rights exercisable with respect to any shares less than a full unit. (Proposed Amendment Article 10)
(iv) We propose to set forth a new provision to allow the provision over the Internet of information to be described in the Reference Material, the Business Report, the financial documents and the consolidated financial documents in accordance with the provisions of the Ordinance for Enforcement of the Company Law and the Corporate Accounting Ordinance. (Proposed Amendment Article 16)
(v) We propose to set forth the number of the proxy to exercise voting rights at the general meeting of shareholders. (Proposed Amendment Article 18)
(2) In order to enhance convenience for shareholders, make shareholders well informed and streamline procedures, we propose to change the method of public notice to electronic public notice. We also propose to set forth another method of public notice if such electronic public notice is not available due to inevitable reasons. (Proposed Amendment Article 5)
2. Description of Amendment
The description of amendment is set forth exhibit.
*Please see the attached file of Exhibit as below.
About Trend Micro:
Trend Micro Incorporated (TSE: 4704), a global cloud security leader, creates a world safe for exchanging digital information with its Internet content security and threat management solutions for businesses and consumers. A pioneer in server security with over 20 years' experience, we deliver top-ranked client, server and cloud-based security that fits our customers' and partners' needs, stops new threats faster, and protects data in physical, virtualized and cloud environments. Powered by the Trend Micro™ Smart Protection Network™ cloud security infrastructure, our industry-leading cloud-computing security technology, products and services stop threats where they emerge, on the Internet, and are supported by 1,000+ threat intelligence experts around the globe.
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