(2) Short， middle and long term business plan and its amendments;

　　(3) Increase or decrease of the capital stock;

　　(4) Increase or decrease in the number of members of the Board of Directors， or re-election of the Directors;

　　(5) Review and approval of the financial statements and distribution of profits for each fiscal year of FCAM. With regard to Declaration of Dividends and distribution of profits of FCAM， it is the intention of both parties hereto to follow a policy where by there will always be sufficient internal reserves provided for the healthy operation of the business before dividends are declared and paid. Also， it is the intention of both parties hereto to arrive at any such Dividend Declarations and payments through a process of mutual agreement.

　　(6) Financing of operations and expansion of FCAM

　　(7) Important personnel affairs;

　　(8) Expansion of production capacity;

　　(9) Commitment of FCAM to any agreement or other arrangement the performance of which will extend beyond one year;

　　(10) Introduction of new products

　　(11) Hiring of examiners and legal counsel for FCAM.

　　5.4 In so far as any matter is legally required to be decided by the Board of Directors and/or the general meeting of the shareholders， both parties hereto shall cause their nominees on the Board and their representatives or proxies at an ordinary or extraordinary general meeting of the shareholders to vote in favor of the decision reached by mutual consent during the consultation contemplated in 5.3 above.

　　5.5 Both parties hereto agree to ensure that FCAM will， to the maximum extent practicably possible， use the forms and requirements of Y for reporting and retrieval of management and financial information to be given by FCAM to both parties hereto， and that FCAM shall prepare and keep accounting and financial records and books available for inspection or audit by either party hereto.

　　5.6 It is understood and agreed that the Board of Directors of FCAM shall establish from time and time the limits of authority of the General Manager and other officers of FCAM as well as the powers of attorney to represent FCAM in the understanding that all cheques， bills of exchange， promissory notes or any other negotiable instruments for payment of money and on behalf of FCAM shall at all times be signed jointly by two attorneys in fact appointed by the Board of Directors of FCAM， provided that one of them shall be the General Manager， the Administrative and Finance Manager， the Commercial Manager or the Manufacturing Manager， and shall be the Accounting Manager， the general Accountant， the Comptroller or other officer reporting to the Accounting Manager in order that such cheques， etc.， can be valid and binding on FCAM.