Annual Report 2020

Table of contents

Editorial policy
The Company published this annual report to present how it targets

I Challenges to pioneer the future

Cybernics: the foundation of the business
Cybernics Industry: the new industry
Techno-peer support: the future

P1
P2
P3

II Initiatives to pioneer the future

C-Startup: ecosystem for creating the new industryP4
CYBERNICS EXPO 2019
P5
HAL: innovation that connects brain-nerve system and robots P6
Neuro HALFIT: Induce improvent of physical functions
P9Contactless technology: prevent infectious diseases
P10

the report as a communication tool with many stakesholders, it waspresented with charts and photos, and the Company strive it to make iteasy to read and understand.
In addition, the Company adopted the International Financial ReportingStandards (IFRS) from the year ended March 31, 2018. Unless otherwise
noted, information in this annual report is based on IFRS.
The following are trademarks registered by CYBERDYNE in Japan.

III Activity report

Revenue
Operating numbers of HAL
Initiatives towards sustainable business

to continue generating value for sustainable growth. In order to utilize

P11
P11
P12

IV Interview with a HAL user

Cyborg Daddy Yusuke Terada

P13

V Other important information

P17

Please read before you read the content
Many of the statements included in this annual report contain forwardlooking statements and information such as forecasts, plans andtargets. CYBERDYNE Inc. (the “Company”) bases these statementson beliefs as well as assumptions made using information currently
available to the Company. As these statements reflect the Company’s
current views concerning future events, these statements involve risks,
uncertainties and assumptions. The actual future performance of theCompany, its consolidated subsidiaries and its affiliates accounted forby the equity method (the “Group”) could differ materially from theseforward-looking statements.
Furthermore, text related to medical products (including products
currently under development) and Neuro HALFIT is not intended as aadvertisement or medical advices.

Some are also registered in other regions. In this annual reporttrademarks are stated without the R mark.
"CYBERDYNE" registered trademark No. 5164351 No.5172034 No.5403306"HAL" registered trademark No.5300686 No.5302317 No.5924213"HALFIT" registered trademark No.5419254"Techno-peer Support" registered trademark No.5813772"Cybernics Treatment" registered trademark No.5986327

Scope of this report
Fiscal year ended March 31, 2020 (April 1, 2019 to March 31, 2020)• Information available as of September, 2020 may also be included• When the applicable period and scope differ from the aforementioned
period, it will be stated clearly
OrganizationCYBERDYNE Inc. and its consolidated subsidiaries (the "Group")

Annual Report 2019

I. Challenges to pioneer the future
1.Cybernics: the foundation of the businessJapan, and President and CEO of CYBERDYNE, Inc. (the “Company”) founded Cybernics
as a new academic field that approaches these issues from multiple direction.
The Group works to realize the fusion of “Human” + “Cyber/Physical space” throughthe use of innovative Cybernics Technology. The name of CYBERDYNE originates fromthe utilization of innovative “Cybernics” technologies and the “dyne” which is a Greek
word for power. The name therefore means “power generated by Cybernics”.

Cybernics is a new academic field that fused/combined cross-disciplinary fields. The
core disciplines of Cybernics are academic field related to human, robots and information
systems; however, it also embraces various fields such as neuroscience, AI, Robotics,
system engineering, information technology, physiology, psychology, behavioral science,philosophy, ethics, law, business administration and etc.
Complex problems that people and the society faces today can no longer be solved fromsingle field of academia. Yoshiyuki Sankai, a professor at the University of Tsukuba inAI

Robotics

Neuroscience

SystemEngineering
Behavioral
Science

Philosophy,
Ethics, Law,
Busiess etc.

Psychology

Physiology

Information
Technology
and Data
ScienceAnnual Report 2020

1

I. Challenges to pioneer the future

2.Cybernics Industry: the new industry
The Group’s business is to implement “Cybernics Technologies” powered by IoH/
IoT (Internet of Humans/Internet of Things), Robot and AI, to create a Cybernic
Industry that will connect medicine, nursing-care, production, work place and daily
life in order to solve various problems that is becoming apparent in the society today.

The Group’s business has a unique advantage in its ability to access and integrate
information within the human body (e.g. brain-nerve and vital systems) in addition to
information outside the human body (behavior, life and environmental information),connecting and integrating it to supercomputer. The Group aims to realize a system
where Big Data of the aforementioned information are accumulated, analyzed andprocessed with AI.

Fusion of『Human』+『Cyber/Physical Space』:= Creation of the new『Cybernics Industry』

Accumulate IoH/IoT data from Cybernics Technology to construct an Integrated Cybernics System

Annual Report 2020

2

I. Challenges to pioneer the future

3.Techno-peer Support: the future
Unlike most species, human came to posess technologies and chose the path of survival
through altering its environment with technology and genius ideas instead of the pathof evolution. Therefore, the future of human kind will always be with technology and thefuture will be shaped by sort of technologies that will be invented in the years to come.

The Group promotes fusion of “Human” +”Cyber/Physical Space” through utilizationof Cybernics Technology to realize a future society of “Techno-peer Support” where
technology becomes one of the important partners upon solving various problems in thesociety which can only be solved through cooperation with peers.

Annual Report 20203

II. Initiatives to pioneer the future
1.C-Startup: ecosystem for creating the new industry“C-startup” is an innovation ecosystem to drive the creation of Cybernics Industry.
C-Startup gathers startups and entrepreneurs who aims to solve social problems andcreate new industry.

Towards such individuals or companies with technologies or services with potentials
to solve problems, the scheme provides techinical advices, business support andfinancial support through the Company and CEJ Fund* (a 10 billion yen fund operated
by CYBERDYNE subsidiary CEJ Capital) to accelerate the creation of Cybernics Industry.
*short for Cybernics Excellence Japan Fund 1 Investment Limited Partnership

Annual Report 20204

II. Initiatives to pioneer the future

2.CYBERNICS EXPO 2019
On December 16, 2019, the Group hosted "CYBERNICS EXPO 2019" atthe Tokyo International Forum as an event to declare the beginningof "Cybernics Industry". The day begun with keynote speech of CEO
Yoshiyuki Sankai,
followed by showcase of latest Cybernics Technologies,
dialogue with next generation leaders of creation of new industry as well as leaders

Keynote Speech "beginning of Cybernics Industry"in each fields, a pitch event to highlight the next startups, and display of products andservices produced by companies composing the new industry. The event was participatedby many, such as business men, startups, entrepreneurs, members of the government,
academics and media. Ending with a success that prodly declared the beggining of the
new Cybernics Industry.

Special session【Consortium of cutting-edge medicine in the 21st century】
x【Cybernics Industry】

Showcase of latest Cybernics Technologies

Presentation ceremony of C-Startup pitch
Grand prize: AMI Kabushiki Kaisha
Prize: ANSeeN Inc

Guest section

Display in the hall

"Leaders that drives the creation of the new industry"

Dialogue with Professor Seiichiro Yonekura"This is how you creeate future"

Display outside the hall

Annual Report 20205

II. Initiatives to pioneer the future

3. HAL: innovation that connects brain-nerve systems and robots
One of the most well known result of Cybernics research is the world’s first Wearable
Cyborg HAL. HAL fuses and integrates the function of human, robot and informationand improves, supports, expands and regenerates the function of the wearer.
HAL can realize movement according to the wearer’s intent, based on “bio-electricalsignal” generated when a person tries to move. While HAL is gathering attention as an
unique technology that could induce improvement of the brain-nerve-musculoskeletal
functions, the use is also promoted for other purpose as well. The Group is involved in theentire process from development and social implementation of HAL.

Cybernics treatment with HAL "Lower Limb Type" (Germany)

Cybernics treatment with HAL "Single Joint Type" (Japan)

Why does HAL induce improvement?
Unlike conventional rehabilitation, evenfor patient who are unable to move on
their own, intervention of HAL establishes
loop of functional improvement andregeneratation that is synchronized withthe wearer's intended motion, without
excess burden on the muscles. The cycle
effectively changes the function of thebrain-nerve and muscular function

Cybernics treatment with HAL "Lumbar Type" (Malaysia)

Annual Report 20206

II. Initiatives to pioneer the future

Research on HAL
Use of HAL in the medical fields related to brain-nerves and musculoskeletal system
are being explored by medical professionals. Furthermore, use in combination withpharmaceuticals and regenerative medicine is also being researched by institutions
around the world. Below lists some examples of such researches.
Spinal Cord Injury
1. "Gait ability required to achieve therapeutic effect in gait and balance function
with the voluntary driven exoskeleton in patients with chronic spinal cord injury: aclinical study" Nature (2019)
2. "Functional
Outcomeof
Neurologic—Controlled
HAL—Exoskeletal
Neurorehabilitation in Chronic Spinal Cord Injury: A Pilot With One Year Treatment
and Variable Treatment Frequency" Global Spine Journal (2017)
3. "Against the odds: what to expect in rehabilitation of chronic spinal cord with aneurologically controlled Hybrid Assistive Limb Exoskeleton. A subgroup analysisof 55 patients according to age and lesion level" Neurosurgical Focus (2017)
Stroke1. "Effects of Gait Treatment With a Single-Leg Hybrid Assistive Limb System After
Acute Stroke: A Non-randomized Clinical Trial" Frontiers in Neuroscience (2020)
2. "Microstructural white matter changes following gait training with Hybrid Assistive
Limb initiated within 1 week of stroke onset" Journal of Neurological Sciences(2020)
3."Effectiveness of a Walking Program Involving the Hybrid Assistive Limb Robotic
Exoskeleton Suit for Improving Walking Ability in Stroke Patients: Protocol for a
Randomized Controlled Trial" JMIR Publications (2019)4. "Gait training with Hybrid Assistive Limb enhances the gait functions in subacutestroke patients: A pilot study" Neuro Rehabilitation (2017)
Other research
1. "Biofeedback Core Exercise Using Hybrid Assistive Limb for Physical Frailty
Patients With or Without Parkinson's Disease" Frontiers in Neurology (2020)
2. "Safety and immediate effect of gait training using a Hybrid Assistive Limb inpatients with cerebral palsy" Journal of Physical Therapy Science (2018)
3. "Reshaping of Gait Coordination by Robotic Intervention in Myelopathy Patients
After Surgery" Frontiers in Neuroscience (2018)
4. "Gait training using a hybrid assistive limb (HAL) attenuates head drop: A casereport" Journal of Clinical Neuroscience (2018)5."Biofeedback effect of hybrid assistive limb in stroke rehabilitation: A proof ofconcept study using functional near infrared spectroscopy" PLOS ONE (2018)

Annual Report 20207

II. Initiatives to pioneer the future

Global expansion of Cybernics Treatment
The Group promotes Cybernics Treatment with HAL as a global standard of treatment to
induce improvement of the brain-nerve and musculoskeletal functions

Germany*Public workers compensation insurance

PolandCanada*Private insurance

the UK
FranceItaly

SerbiaUSA

TurkeyJapan

Brooks Cybernics Treatment Center

TaiwanIndia

Saudi Arabia

ThailandALJ Hospital

Singapore

the Phillipines
Indonesia

Malaysia

SOCSO Rehabilitation Center(managed by social security organization)

Australia

Countries with HALCountries close to installing HAL

Annual Report 20208

II. Initiatives to pioneer the future

4. Neuro HALFIT: Induce improvent of physical functions
The Group offers "Neuro HALFIT" as a program to induce improvement of brain-nerve
and musculoskeletal system. For people who have difficulty standing, sitting, walking or
moving their arms on their own due to decline in physical function from aging, diseases
or injuiries etc. Wearing HAL activates the neural loop of the brain-nerve systems
thereby inducing improvement in the brain-nerve-musculoskeletal systems.

The non-medical service is available at 15 Robocare Centers (as of September 2020)
around Japan. The centers also started a new service on April 2020 that enables
customers to use HAL at their own houses, so that they can work to improve independence
from care, and induce improvement of functions. Furthermore some of the centers havestarted to offer Neuro HAL Plus as a program to enhance the performance of the body.
Neuro HALFIT tailor made program
Targets to induce improvement ofphysical functions of each visitors,
fulfilling every goals

Sapporo Robocare Center
Sapporo city, Hokkaido Prefecture

Sendai Robocare Center
Sendai city, Miyagi Prefecture

Nagoya Robocare Center
Nagoya city, Aichi Prefecture

Suzuka Robocare Center

Tsukuba Robocare CenterSuzuka city, Mie Prefecture

Tsukuba city, Ibaraki Prefecture

Hiroshima Robocare Center

Urayasu Robocare Center

Hiroshima City, Hiroshima Prefecture

Urayasu city, Chiba Prefecture

Yotsuya Robocare Center

Kitakyushu Robocare Center

Chiyoda-ku, Tokyo Prefecture

Kitakyushu City, Fukuoka Prefecture

Shonan Robocare Center

Fukuoka Robocare Center
Fukuoka City, Fukuoka Prefecture

Osaka Robocare Center
Sakai City, Osaka Prefecture

Kobe Robocare Center
Kumamoto Robocare Center

Kobe City, Hyogo Prefecture

Preparing for opening

Okayama Robocare Center
Oita Robocare Center

Kurashiki City, Okayama Prefecture

Fujisawa City, Kanagawa Prefecture

Neuro HALFIT group program
Conducts easy training of the bodycore, to prevent frailty and locomotiv
syndrome.

Neuro HALFIT at home
Enables users to use HAL at home.
By using HAL on daily bases and in
more concentrated manner, users
could expect further improvementof autonomy and quality of life. With
the communication and monitoring
function, users can share informationof their sessions with the trainers
when needed.

Beppu City, Oita Prefecture

Neuro HAL Plus
Accurately use the muscles they wish
to use and relaxing muscles that
does not need to be used, to improve
athletes performance in sports

Annual Report 2020

9

While the spreading of new coronavirus is causing paradigm shift in the way
people and society behave, Cybernics Technologies may become an effective
technology to solve problems related to infectious diseases.
The Group develops and implements contactless technologies and services
such as, integral vital sensor (medical) that would enable support sites of high1risk of infection from remotely, "Neuro HALFIT at Home" (long-term care) toprevent frailty and locomotic syndrome even during lockdown and disinfection/cleaning robot (workplace and daily life) in key base for transportation such as
train stations and airports.

Integral Vital Sensor

3

Disinfection Cleaning Robot

The technology will remotely track andmonitor vital information, physical conditions
and symptoms of an infected person or
person who maybe infected without directly
contacting the person.
It will be made available for use in hospitals,
facilities, houses, in daily life and in evacuationsites. It enables appropriate handling of a variety
of infectious disease by managing personaland group data and processing mathematicalstatistics.

2

With a robot mounted with one of the mostsophisticated AI that enables autonomous
navigation, it can be used for contactless andautomated disinfection and cleaning. It can suitfacilities with high risk of infections such as
hospitals, accomodations, airports, stations,shoping malls and city offices.
The robot sprays disinfection agent to chairs,
handrails etc., with a sprayer on the top. It willthen light UV rays to virus that fell on the floor for
futher disinfection and vacuums the remainderthat is tangled with dust.

Neuro HALFIT at home
While restriction from going outdoor is expected
to reduce opportunity to workout and reduce theamount of exercise, the Group prepared "Neuro
HALFIT at home" as a service that can be practiced
at home, without direct contact with another person.
The service will enable person with reduced mobility
from aging or diseases, to not only use HAL in
facilities but also at their own houses, and conduct
training program that could maintain or induce
improvement in their function of the brain-nerves
and musculoskeletal system.

Annual Report 2020

10

II. Initiatives to pioneer the future

5. Contactless technology: prevent infectious diseases

III Activity Report
1. Revenue

2. Operating numbers of HAL

For the fiscal year ended March 31, 2020, revenue was posted at ¥1,792 million.
The Group's main business of "rental and maintenances" improved steadily. Although
the Group forecasts a short-term impact on the revenue due to spreading of the
newcorona virus, it is also considered as a new opportunity of business. The Group will
make contribution through its Cybernics Technology that will fuses "Human" + "Cyber/
Physical Space".
The graph below shows revenue for the last 5 years.
Revenue

HAL for Medical Use Lower Limb Type

1,800

1,660

1,709

300

150

186

354

1,265
1,200

328

Service
ing

268

900
392
l
nta

600

Product Sales(Assets transfered ata point of time）

312

226

"re

dm

an

ce"

an

en

t
ain

w
gro

(Service transferred at apoint of time)

ily

st

ead

Rental/Maintenances(Service transferred over time)

1,315
1,167

798

End ofMar. 2016(J-GAAP)End ofMar. 2017(IFRS)

50
0

HAL Lumbar TypeEnd ofMar. 2016

End ofMar. 2017

End ofMar. 2018(IFRS)End ofMar. 2019(IFRS)End ofMar. 2018

End ofMar. 2020(IFRS)

Effective from fiscal year ended March 31, 2017. the Company discloses its figures basedon International Accounting Standards (IFRS). For the above chart, "revenue" is used
for fiscal years after IFRS came into effect and for fiscal years before that "net sales" isstated based on Japanese-GAAPEnd ofMar. 2019

End ofMar. 2020

Operating numbers of HAL Lumbar Type for Well-being (used for both caregivers andelderly person receiving care) and HAL Lumbar Type for Labor Support grew steadily.
1600
1,491
1219

1200

648

0

140

1400

1,061

300

188

100

291

594

310

257

250

214

1,500

291

200

1,792

1,728

In parallel with clinical trials and clinical research aimed at expanding the scopeof diseases covered, the Group worked to obtain insurance coverage and overseas
expansion

1000

988

800

274

572

Operating numbers of HAL
for Labor Support

951

498
216

624

372

600
400

1,575

714

847

919

Operating numbers of HAL
for Well-being

200
0

282
End ofMar. 2016

End ofMar. 2017

End ofMar. 2018

End ofMar. 2019

End ofMar. 2020

Annual Report 2020

11

In September 2015, Sustainable Development Goals (“SDGs“) were adopted in the
UN Sustainable Development Summit. SDGs are a collection of 17 global goals and
169 targets that constitute an action plan for humans, the planet and prosperity.
SDGs are common goals for all people on earth, including industry, civil society andthe government. As a member of the society, the Group will make active contribution toachieve the SDGs that is relevant to its business activities.
Developing technology for peaceful use
Based on the philosophy “Technology for humans and society,” the Group researches,develops and conducts its corporate activity for peaceful purposes. The Group will notconsider offering its technologies for military purposes because if the technology isturned into weapons or is used to support a military action, it could lead to damaging
people and society. Upon entering a business field other than medical, long-term care,daily lives, work places and production, the Company’s Peace and Ethic Committee will
discuss if there is a possibility of its technologies being used for military purposes.
Solving social problems through technology
Based on its corporate philosophy, the Group researches, develops and implements
its products to solve problems of people andthe society. For example, the Group utilizes
the HAL technology in the field of medical
and long-term care to induce improvement
and regeneration of the physical functionsof a patient that has difficulty moving.
Furthermore, the Group also works on
sensing technology that supports early
diagnosis, prevention of diseases andsupporting patient with difficulties in verbal
communication or physical movement. These
products could promote independence of adisabled person and reduce the burden of acaregiver.
New version of HAL that could be used for dual purpose:
The Group also recognizes the spreading of
to support both care givers and care receivers
new coronavirus to be a new social problem,
developing contactless technologies and services to prevent the spreading.
Furthermore, while the climate change is said to be the cause of increasing amount of
natural disasters, the Group offers its HAL Lumbar Type for Labor Support to various
disaster sites since 2018, in order to support quick and successful recovery. The Group
have been deploying these system according to news about the damages caused andalso following the requests from stakeholders in each sites. The Group is also working todevelop a system that would enable it to deploy HAL more quickly and more effectively.

Coordination with partners
The Group works to create"Cybernics Industry" that will follow
the success of the robot industry
and IT industry. To acceleratet thiscreation, the Group started “CEJ
Fund (CEJ stands for Cybernic
Excellency Japan)” as a framework
to shape new industry. The fundprovides both business and financial
support to startup companies that
Disaster relief at Hitoyoshi, Kumamoto (July 2020)
contributes to the developmentof people and society. It also promotes collaboration among industry, academia andgovernment in Japan and overseas.
Through this endeavor, the Group works to build a foundation to promote the entire
process from research and development to social implementation. This way, the Groupwill quickly implement technologies to contribute to solving social problems related tothe aging population, declining birthrate and disabilities, as well as to providing advanced
standards of prevention and treatment for diseases and injuries.
The Group also coordinates with its partners on sales of its products in Japan and inother countries.
Creating a pleasant work environment

The Group considers human resources to be the most important for its sustainablegrowth. In order to develop its human resources, the Group conducts various initiatives.
The Group prepares various work arrangements such as irregular working hour system,
flextime system and discretionary work system to suit the nature of the work and thedifferent needs of the employees. Furthermore, the Group prepares parental leaveand family care leave, which has records of being used by employees of both genders.
With regard to training, the Group creates training plans annually to improve individual
skills and knowledge. The Group holds a number of internal seminars and also provides
support for employees to participate in external seminars related to their jobs. The
Group also encourages close coordination with academia, and there are employees that
goes through Ph.D. course while working at the Group.
The Group employees a clinical psychologist, who works closely with an industrial
physician in order to maintain good mental condition of its employees through interviews
conducted on regular basis.
Following the spreading of newcorona virus, the Group works to digitalize all of its
operation, aiming to reduce the risk of its employees being infected. The Group promotes
use of web meetings for all of its meeting and recommends remote working to all of its
employees. As the impact of the virus is expected to continue over a long term, theGroup will continue to digitalize and automate all of its business operations, working
together to realize a new way to work.
12
Annual Report 2020

III. Activity Report

3. Initiatives towards sustainable businessIV. Interview：Cyborg Daddy Yusuke Terada								~HAL, my dream my future: the things I can do for my son, and re-pursuing of my baseball dream~

We invited Yusuke Terada, a user of “Neuro HALFIT” program that induce improvementof phsical function, to discuss his challenges in life, how he got to know HAL, and hisplan for the future.
(The interview took place on July 7, 2020)

I told them that I can't run and that I don't want to let everyone down because of mydisability. But my friends said, "don't worry Tera-chan. If you can't run, we will run
for you. Join the team!". So that was the moment I started playing competitively. In
challenger baseball (baseball for disabled players), there is a rule that allows otherplayer to run on behalf of the batter, if the batter cannot run. Obviously my friend andI didn't know that back then, but I think children are genious at coming up with cleverideas so everyone could play together.
Q: What was your best memory when you were playing baseball?

Neuro HALFIT session at Tsukuba Robocare Center (using HAL Lower Limb Type for gait training)

Q: Could you please give us a brief introduction of yourself?
Terada：I was born with cerebral palsy and I cannot walk very well. My father used toplay rugby, and my mother was doing Kendo (Japanese martial arts with sword) anddancing. So everyone thought I was going to be a born athlete. But soon after my birth,the doctor said that I was born with cerebral palsy.
I devoted my youthful days to baseball. After I started using wheelchair in mytwenties, I worked as a wheel chair comedian, wheelchair host at a mail host cluband did some hitchihking with my wheelchair. Now my main earnings comes from
my YouTube channel "Terada Family TV". From May, 2020, I started a project called"Cyborg Daddy Project" and uses HAL at Robocare Centers and at home. Through the
project, I am trying to improve my physical function, so that I can get more involved inraising my little boy "Tabi".
Q: What made you start playing baseball?
Terada：My father was a baseball fan, so I was raised with it. I started to play it for fun
with my friends when I got in primary school. I loved it, but I didn't feel it was right tojoin my school baseball team because of my disability. But one of my friend asked me
why I was not joining the team.

Terada：Thanks to my parents, I was quite athletic. I had the feeling that I was just as
good as my team mates. When I went up to 5th grade I also joined a local club, andit took me only three months until I was promoted to the A-team. I thought to myself"Gosh, I'm a genious. And my coach...he is a decent guy to see that through". But later,
I had to thank my parents for asking my coach to give me some chances, eventhough I
am disabled. I also had to thank my coach, because he put me in the A team so, even if
he can't play me, I still get to see quality baseball and maintain my passion towards the
sport. I was always supported by very nice peoples.
So thanks to that, although I was rarely selected as the starting lineup, but I still got topractice just like my team mates and I never really felt left out.
My best memory was my first official match. My parents and my grand parents cameover to see me play. At my first turn at bat, I did a good sacrifice bunt. Defensively, I was
assigned to play right field, but because of my legs, my defence range was probably justfew steps at very best. But, a strong liner came straight towards me and every single
people in the stadium thought that I had no chance of catching it. I caught it though.
Miraculously the ball came right in to my gloves. I highfived with my team mates who ran
towards me for cover. I will never forget that moment.
Narrator:

Yusuke Terada

Born in Nagoya, Aichi prefecture.
He Graduated Kwansei Gakuin University, School ofSociology. Mr. Terada is a YouTuber with an unique historyof working as a wheel chair commedian, wheel chair
host at a male host club and wheel chair hitch hiker. He
was born with a disability due to cerebral palsy, With thesupport from his wife, Mayumi, he manages his YouTube
Channel “Terada Family TV”. He is the author of “Wheel
Chair Host” (Futabasha Publishers Ltd.), which describes
his experience of working in a male host club
Link to Terada Family TV
https://www.youtube.com/channel/UCI4yBwvm17eA6VzkrGi9ljw

Annual Report 202013

IV. Interview：Cyborg Daddy Yusuke Terada

Q: I heard that you lost the passion for baseball at one
point. Could you tell us what happened?

Q: How did you recover from that?

Terada：My parents thought I should try out
Terada：I still loved it in middle school. Sure, I can't
something new and strongly recommended
really practice running between bases. So instead, I did
me to use a wheel chair. For me, disability
push ups and back extensions to cover my weakness.
was a huge complex, I think part of me was
I trained hard and it paid off. I was mainly playing as
playing baseball to hide that. For example,
pinch hitter, but I was smashing good hits in official
since "walking" is difficult for me, I easily
games. At this point, my dream was to be a professional
sweat and even get some mud on me frombaseballer, so when I got up to highschool, I decided totime to time. But if I have my baseball kit
join the baseball team that was using "hardball" (theon, no one would see me with strange eyes,ball which is used by professional players and in many
because thats natural for baseball players.
of the competitions above highschool level). But thats
But if I start using a wheel chair, my disability
when my doctor told me to stop. The doctor told me thatwill be quite obvious. In addition, my parents,
the speed of the hit ball gets faster with hardballs and it
being expert on disability after all thesewill be difficult for me to dodge if I sense any risks. My
years, told me that while wheel chair helps
coach and manager asked me to be a scorer, but I wasn't
me to move around better, it will start toable to give up staying on the field as a player. So I left
deteriorate my legs. So it was an ultimate
the team after few months with my highschool team. So
choise between my legs, that I worked so(Sit and stand training with HAL Lumbar Type)thats how I lost my place in the "standard baseball". But
hard to maintain through baseball andmy love for baseball was still strong at this point, and I
surgery versus mobility.
took up challenger baseball in my second grade. Thanks to my ten years of experience
At the end, I chose wheel chair, and it worked wonders for me. I felt like Cindrella on thein standard baseball, I was one of the best player in my new team. I was motivated to
pumpking carriage. It opened up a new world for me. Straight after, I decided to fly to
get even better, so for the first time in my life, I decided to take a surgery for my leg.
the U.K. to study english. After coming back to Japan, I went through great challenges
It was a surgery to extend my heel codes and hamstrings. I was hospitalized for few
like becoming a wheel chair commedian, wheel chair host and wheel chair hitch hiker.
months and I went through ten hours of rehabilitation every day. Although the effect only
Q: Mayumi-san is important partner, both in private and work. How did you two meet?
remained temporary, the surgery restored my gait function quite well and at one point I
Terada：Before I met my wife Mayumi, I was always trying to push myself to the extreme
was walking two to three kilometers quite easily.
where a person on a wheel chair will not dare to challenge. Sometime things went
When I got in Kwansei Gakuin University, I joined one of the strong teams in Kansai
beyond my capability or I was doing things that would be considered wreckless. I always
region. I was still good, and I was strucking out famous players in challenger baseball.
had the feeling that I needed to do a lot more then otheres, if I want to be approved
So I was hoping to be selected for the national team. But at the end, they didn't selectdespite my disability. And that was especially so in my interaction with the ladies. I haveme for the national team. My training was, at the very least, just as hard as any other
only failed in love, which led me to believing that "in order to be loved, I must achieve
players in the competion. So I couldn't really understand why I fell from the selection.
it all. Wealth, fame and power must all be mine", just like someone said in a famous
However, when I went to see Japan play, I came to see why. When it was Japan's turn tomanga.
defend, all the players ran to their defensive position. To me, that was a clear indication
But, Mayumi, who I met when I was twenty seven, during my hitchhiking journey. She
that, even in challenger baseball, its a sport for someone who can run. No matter how
said that she will gladly marry me, a guy with no money, no fame and a pair of dodgey
hard a player like me trains, or how many good batters I can struck out, I was neverlegs. After I came to see that a partner that is willing to spend the life together, willgoing to be selected for the higher level just because I can't run. Others supported me
accept me as it is, I was relieved from my complex of disability that was nailed deep
this far so I can continue to love baseball to the age of twenty. But I shut my door towards
inside of me.
standard baseball, and then I shut my door towards challenger baseball. At that point, I
built up hatred towards baseball. After quitting the team, I was left empty. I couldn't get
the motivation to do anything and my room became a complete mess.

Annual Report 202014

IV. Interview：Cyborg Daddy Yusuke Terada

Q: After your son was born, it seemed to me that the taste of your programs on "Terada
Family TV" changed drastically.
Terada：Before I got married, I was willing to wear myself out at any moment and I justgave in everything that I had for every opportunity. Because of that mind set, making
my legs better was never my priority ever since the surgery in highschool. But theunexpected marriage and my son coming into life changed everything. My well-being
was no longer became something that I can disregard on my own responsibility. I can't
do typical dad things like, carrying heavy things, starting a fire at a BBQ party or drive a
car and that was all fine until now. Because there was always someone who would takegood care of me. But as I became a dad, I suddenly felt the need to change myself andthats when I ran into HAL.
Q: What was your first impression of HAL
Terada：The concept of "turning into cyborg just by wearing it" really caught my attention,and I did some research on how it works. As I read, I decided to give it a try just for fun. To
be honest, until the moment HAL helped me to stand up, I had doubts. I never imagined
starting "Cyborg Daddy Project" and using it everyday. But, when HAL helped me tostand up, various memories came back to me, like the miraculous moment in my first
baseball game and the first step after the surgery in highschool. Words can't describe
my feeling, but it simply made me happy.
Q: Have your physical functions changed since using HAL?
Terada：Right after my trial at the Robocare Center, the new coronavirus started
to spread and I refrained from visiting the Robocare Centers for a while. However, I
borrowed a unit of HAL Lumbar Type, so that I can use it for training at home. There arenumbers of good outcomes I can think of, but for example, I can now stand up smoothly,
without using my arms to give it a push.
The situation of COVID-19 is getting slightly better in Japan, and I am now visiting
Nagoya Robocare Center and Tsukuba Robocare Center for Neuro HALFIT programswith trainers. I noticed another change recently. When I was training with HAL Lower
Limb Type, I was gripping the handrails of the walkers or treadmills too strongly. That
was probably because "walking" was still a huge deal for me at that time, and I was still
scared to walk. Because I was gripping strong for hour or so, I used to feel some tension
on the back after each sessions. But at the session yesterdays, I was able to take of thatstrength on the handrails and I didn't feel that much fatigue. My gait function was at its
peak in the four months after my leg surgery. But the feeling now is quite close to the
feeling I had back then.
There was another interesting change I noticed. Before using HAL, I had to focus on
walking, and I wasn't able to do anything else. So when people spoke to me while I walk,I was unable to respond very well. Those people probably must've thought that I am
anti-social and grumpy. One of the good thing about wheel chair was enabling me totalk while I move, but HAL enabled me to talk while I walk. Its a new experience for me.
(Practicing to shift the center of gravity with balance training sheet)

Annual Report 2020

15

IV. Interview：Cyborg Daddy Yusuke Terada

Q: To conclude our interview, could you share what the next episode of "Cyborg Daddy
Project"might look like? And perhaps your plans after the project?

Mr. Terada had the opportunity to meet CEO Sankai during Cyborg Training Camp

Q: Right now, you are doing this so called "Cyborg Training Camp" . What exactly is that?
Terada：Its nothing special. I am staying for a week in Tsukuba, so I can train at Tsukuba
Robocare Center everyday with HAL and receive personal training. I don't have tocomplete fixed hour of training everyday. The Robocare staff would check my conditionand come up with a training menu. Still, it is the first intensive training in ten years. It
was more simple back then because I just had to focus on baseball. But now I also haveto do some work and do some things for my children as well. It feels that this opportunity
is not only helping me to improve my physical function but also helping me to be a better
person. I have been receiving help from others, but after this hard work, I hope I can canstart giving help to people as well.

Terada：I spoke about I lost my passion for baseball. But thanks to HAL, that passion iscoming back to me. Back in primary school, it was my friends who encouraged me toplay baseball. But this time, the cyborg is pushing my back. I am now thirty years old
and I became a dad. But I am really grateful that I can pursuit my childhood dream once
again in my current circumstances. Its only been about a month since I stood up with
HAL so its quite natural, but there is not enough strength in my legs to throw a powerfulball yet. I heard that Yotsuya Robocare Center in Tokyo started "Neuro HAL Plus", as a
new program to improve abilities of athletes, so I am planning to try that. I want to takethe mound again and pitch against professional players. I will show my son, how mighty
daddy can be.
I'm not sure what will happen to me after "Cyborg Daddy Project", but it will probably be
the last project that I will do on my own for my own sake. After this project, I am thinking
of doing something for the next generation, like my son, so I can leave something thatyoung people can inherit. When I was training at Tsukuba Robocare Center, I met agirl with cerebral palsy who also came to train. Her family told me how grateful they
are after finally knowing about HAL, and I can't forget their smiling faces. I hope I canbecome a role model for the younger generation, making sure that disability does not
become a reason to stop challenging. I want to show them that there are unlimited
possibilities, even for a disabled person like my self. To those who got to know me
through this interview, hopefully we can achieve something great together through ournext challenges, or at the very least, be your entertainment.

Q: There are many people out there, who are interested in HAL, but had no opportunity
to use it. As one of the ongoing user of HAL, what would be your message?
Terada：Isn't it exciting? Thats my message. I don't think there are many opportunity toturn into cyborgs, and for me, this is one of the coolest experience. When people talks
about "rehabilitation", they image how painful and tough it could be. I been through it
and its not a easy experience. In my case, I felt a lot of pain after surgery and I had toendure that pain until my rehabilitation days ended. What I like about HAL is that, its
not painful. I'm really grateful that I can feel changes in my physical condition without
feeling any pain.
When I was little, I had disabilities in my hands as well. But my parents did a lot of
research and invented this training activity by sticking a lot of stickers for me to peeloff. I had so much fun pealing them off the walls and thanks to that I can hardly feel any
disability in my hands. I suppose "fun" is the important keyword to keep the motivation
up high. When using HAL, it feels like the body becomes more and more "cyborg" and Itsa kind of experience that you can only get in science fiction. Also, imagine if your friends
ask you about the rehab you are working on. You get to say "I am becoming a cyborg".
So I supposed to people who are interested in HAL, I would also say "lets be a cyborg
together".
*While the article describes effects of medical HAL, it is merely a personal experience of Mr. Terada, and the effect varies from person to person.

Photo of Mr. Terada and CEO Sankai at CYBERDYNE HQ

Annual Report 2020

16

V. Other important information
1. The Company’s basic approach to corporate
governanceresolution at the Compensation Committe, which
is a committee made from at least three members
from the Board of Directors or Audit and Supervisory
Board, selected by the President and CEO, andthe result of the resolution at the committee will
be reported to the Board of Directors. To prevent
conflicts of interest with University of Tsukuba,
the Company will maintain at least the same ormore number of Outside Board Members with noaffiliations with the University. This enables theOutside Board Member to reject the resolutions in
the Board of Directors if there are possibilities ofconflicts of interest with the University of Tsukuba.
To protect the interest of minority shareholders, theCompany has put in place a system for obtaining
resolutions at the Board of Directors based onpreapprovals from a committee comprising theOutside Directors and Outside Auditors when
decisions must be made concerning transactions
between the Company and Yoshiyuki Sankai,
Sankai Health Foundation or Sankai Science andTechnology Promotion Foundation (collectively
referred to as the “Foundations”), both of which
are represented and managed by Yoshiyuki Sankai.
The Company shall take the same measure
upon transactions with the trustees, directors orcontrollers of the Foundations. The Company has
also established the Peace and Ethics Committee
to prevent its technologies from being turned
into something that could harm people, suchas weapons. The Peace and Ethics Committee
are comprised of all of Outside Directors, all of
Outside Auditors and the President and CEO.
Before newly offering the product to business fieldoutside the areas of medicine, living support, andlabor support, which are defined in the Company
Code of Conduct, the Peace and Ethics Committee
investigates, deliberates and reaches a decision on
if there is any risk of the Company’s technologies
being turned into something to harm people. The
committee then submits its findings to the Boardof Directors.

In order to increase the corporate value overlongterm, the Company works to improvetransparency and ensuring compliance, whilefurther enhancing the corporate governance of
the Company. The Company regards corporate
governance to be a vital to build constructive
relationships with its stakeholders. It is importantfrom the standpoint to ensure decisions or actionsof the Company complies to laws and market
regulations, but also to make sure that theCompany’s endeavor is not against the needs of thesociety and that the Company is indeed contributing
to the society. The Company also believes thathigh levels of transparency are essential to makecorporate governance function properly. As such,
the Company takes a proactive stance on disclosing
information to its stakeholders, beyond the levelthat is obliged by law,etc.
2. Corporate organizationCYBERDYNE Inc. holds a Board of Directors atleast once a month to make timely decisions on
business matters and to supervise whether theMembers of the Board of Directors (the “Directors“)
appropriately execute their duties. There are seven
Directors in the Board of Directors and three outof seven are Outside Director, making the board
capable of efficient decision making and businessjudgments.
The Company also have an Audit and Supervisory
Board. There are four Audit and Supervisory Board
Members, and all four members are outside Audit
and Supervisory Board Member (the “Auditors”).
The Auditors proactively voice their opinions at theBoard Meeting to reinforce its function to monitor
whether the Board functions appropriately. The
Auditor also supervises business execution andimportant decision-making by the Directors froman objective standpoint.

The compensation for the Directors
areMeetingput onGeneralof Shareholders

Peace and Ethics
Committee
Chairman: Yoshiyuki Sankai
Kinichi Nakata
Kazumasa Yoshida
Hikari Imai
Yutaka Fujitani
Cees Vellekoop
Kenichiro Okamura
Kazuro Kawamata

Election anddismissal

Board of Directors
ReportChairman: Yoshiyuki Sankai
Please refer to the membersof the Board of Director &Audit and Suprvisory for thelist of members

Reporting

ReportYoshiyuki Sankai

Accounting
auditsAudit andSupervisory Board
Yutaka Fujitani
Cees Vellekoop
Kenichiro Okamura
Kazuro Kawamata

Businiessoversight

Chairman: Yoshiyuki Sankai
Yutaka Fujitani
Shinji Uga

Coordination

Election anddismissal

President and CEO

ReportCompensation
Committee

Internal Audit
OfficeOrdersReportCoordination

Manager: Hitoshi Kudo

Election anddismissal

Coordination

Independent
Accounting Auditor

Accounting
AuditsDeloitte Touche Tohmatsu LLC

Guidance &Advices

Advising Attorney

OrdersBusiness DivisionInternal Audits

Election and dismissal

ReportingBusiness
Reporting

3. System to ensure the appropriateness of business
operations and status of its implementation

opinion box, etc. as a method of providing
information about legally suspicious behaviors.

a.System to ensure the appropriateness ofbusiness operations(b)System to store and manage information related
to the execution of duties by the Directors

The Company resolved the follwing items toestablish a system that makes sure that thebusiness operation by the Directors are executed
appropriately in compiance to laws, regulations
and Articles of Incorporation and system to ensure
the appropriateness of other business operations.
(a)
Systems to ensure that the directors andemployees perform their duties in accordancewith laws, regulations and the Articles ofIncorporation
The Company have established compliancerelated policies embodying the Company Codeof Conduct, to make sure that the directors andemployees of the Company and its subsidiaries(collectively referred to as the “Group”)
complies to laws, regulations, the Articles ofIncorporation and other internal policies. A
selected Member of the Board of Director shallhave cross-organizational control over theGroup’s compliance initiatives and this Director
responsible for the compliance related matter(the “Compliance Director”) shall work to
structure, improve and maintain such initiatives.
The Compliance Director shall disseminate thespirit of compliance to directors and employeesof the Group to identify and solve problems.
The Company established the AffiliatedCompany Management Policy. The Company
appoints director or auditor (if necessary)of the subsidiaires and approves importantmatters of subsidiaries in accordance to thepolicy. Furthermore, some of the subsidiaries’
administrative works are conducted by
the Corporate Unit of the Company. These
are the initiatives conducted to ensure theappropriateness of the subsidiaries business.
The Company established the Internal Audit
Office that works directly under the Company
CEO. The Internal Audit Office conducts
internal audits of the Group in accordance tothe Internal Audit Policy and Affiliated Company
Management Policy to ensure the compliancewith laws, Articles of Incorporation, and otherinternal regulations and to ensure appropriate
risk management systems are implemented.
The Internal Audit Office shall report the resultsof the internal audits to the Company CEO, theAudit and Supervisory Board and the Board of
Directors.
The Company established the Hot-line System
Policy and operates appropriate measures thatenables employees to provide information
about legally suspicious behaviors directly toappropriate person. The Hot-line System Policy
defines oral communication, e-mail, chat and

The Company established the Document
Management Policy, which defines appropriate
method to store and manage information
related to execution of duties. In accordance tolaw and the aforementioned policy, information
related to execution of duties shall be recorded
and stored in paper or electronic format.
The information shall always be available forbrowsing by the Directors and the Auditors.
(c)
Policies, procedures and other systems to
manage the risk of losses
In order to strengthen the risk management
structure of the Group, the Compliance Director
have determined the operating unit responsible
for each risk category. Each operating unit
establishes risk scopes, risk profiles, self
evaluation policies and guidelines for the
responsible risk category. The Director in
charge of finance shall monitor risks across theorganization and address company wide risks.
The Company CEO shall quickly appoint a
Director or a head of operating unit when a newrisk is identified. The appointed member will be
responsible to address the newly identified risk.
(d)
System to ensure the efficient execution ofduties by the Directors
To ensure efficient execution of duties by the
Directors, the Board of Directors is scheduled
once every month. The Company also conducts
extraordinary meetings when necessary.
Status of matters resolved by the Board of
Directors is reported by either the responsible
Director or responsible head of operating unit
on a regular basis and the status of execution
is audited by the Audit and Supervisory Board.
The Company establishes medium-termbusiness policy and updates if there is any
changes in the business environment. Statusof The status of the Company’s operation inline with this policy is reported to the Board of
Directors whenever necessary.
The Company established the AffiliatedCompany Management Policy with the aim of
efficient execution of the duties by the directorsof the subsidiaries. Subsidiaries are managed
under the supervision of a related units of theCompany.
(e)System to ensure reporting on the performanceof duties by directors of the subsidiaries
When necessary, the directors of thesubsidiaries shall report the status of theirduties to the Company’s related business units
supervising the operation in accordance to theestablished Affiliated Company Management
Policy.

TMI Associates

Annual Report 202017

When the Audit and Supervisory Board requests
for assistance of their duties, the Board of
Directors shall communicate with the Audit
and Supervisory Board and assign appropriate
employee(s) to serve as assistants or as
assistants with a concurrent post.
The assigned assistance(s) shall be put
under the chain of command of the Audit andSupervisory Board, and the assistance shallnot be subject to orders from a Director. Any
performance evaluation and personnel changes
concerning the assistant shall require theconsent of the Audit and Supervisory Board.
(g)System for directors and employees of the Groupto report to an Auditor
Directors and employees of the Group shallreport any significant matters that i) are against
the law or the Articles of Incorporation and ii)
are considered dishonest acts iii) may have asignificant impact on the Group, to an Auditor
immediately. Furthermore, if directors or
employyes of the Group are asked to report fromthe Auditor in accordance to the law, Regulationsof Audit and Supervisory Board Meeting or
Auditing Standards established by the Audit
and Supervisory Board, the relevant director
or employee shall report promptly. In orderto improve comprehensiveness of the report
regarding any significant matters, directors and/or employees of the Group shall work to gather
information from the report, Internal Audits,
hot-lines and Independent Accounting Auditorsin accordance to the items stated below.
If matters that suggests violation of the law
or corporate compliance are reported, theCompliance Director shall report the matter tothe Board of Directors in accordance to the Hotline System Policy. The Compliance Director
shall report to the full-time Auditor.
The Internal Audit Office of the Company shallreport the status of the internal audits to an
Auditor. Furthermore, the Compliance Director
shall report the status of compliance to the
Auditor when necessary.
(h)System to ensure that a person who made areport to an Auditor is not mistreated
The Company shall not mistreat a person
because of his/her report to an Auditor.
(i)
Matters regarding the processing of auditingfees
If an Auditor requests for an advanced payment
or quick reimbursement of expenses caused ina process of their duty, the Company shall pay
them promptly unless the expenses are clearly
unrelated to the execution of their duty.
(j)Other systems to ensure the effective executionof audits by Auditors
Directors and employees of the Group shallcomply with requests for hearing, visitation andother methods of examination by the Auditor inorder to secure the effectiveness of the audits.
The Company shall provide sufficient
opportunities to Auditors to exchange opinion
with the Directors, Independent Accounting
Auditors and any other personnel required toappropriately execute the duty.
The Company shall also provide enoughopportunities to Auditors to coordinate withauditor and employees of the subsidiaries togather necessary information.
b. Status of systems to ensure appropriateness ofbusiness operations
The Group established and implemented theaforementioned systems. Notable actions
conducted within this fiscal year, which arethought to be important for internal control arestated below.
(a)Compliance System
All members of the Group worked to comply
to the laws and regulations with compliancerelated policies, such as the Company Code of
Conduct. Furthermore, all members received
explanatons on the Hot-line System Policy
where necessary, as a method to prevent
compliance violation or to detect it at earlystages.
(b)Risk Management System
The Compliance Director determined theoperating unit responsible for each risk
categories. The Compliance Director monitors
the status of risk status and responds
accordingly. Furthermore, the status of risk
management are subject to internal audits andaudits conducted by the Auditor.
(c)Efficiency of the duty executed by the Director
The Board of Directors have been meeting oncea month and extraodinary Board of Directors
was conducted whenever necessary, for the
purpose of receiving reports on businessexecution (including reports from subsidiaries),
progress of business for the fiscal year(including subsidiaries), and so on.
4. Status of risk management structure
The Group works to enhance its risk management
system by updating its Code of Conduct, the Risk
Management Policy, Hot-line Policy and etc.
Since sound management practices and a stableearnings foundation through risk control are key
priorities for the Company, the Company has anadvisory contract with a law firm “ TMI Associates”
to receive advice and guidance about all legal
matters when necessary
5. Purchase of treasury stock
In accordance with Article 165-2 of the Companies
Act, the Company’s Article of Incorporation statethat purchase of treasury stock can be determinedby the Board of Directors with the objective of
flexibly returning profits to shareholders
6. Interim dividends
The Company’s Articles of Incorporation states thatthe payment of interim dividend to shareholders
listed in the shareholders’ register as of the closeof September 30 every year or registered pledgeesof shares can be determined by the Board of
Directors with the objective of flexibly returning
profits to shareholders.
7. Outline of limitation of liability contracts
In accordance with Article 427-1 of the Companies
Act, the Company’s Articles of Incorporation permit
the Company to enter into contracts that limit
the liability of the Directors (excluding Internal
Directors etc) and Auditors for damages defined by
Article 423-1 of the Companies Act. The limit is set
to the amount stated in law.
8. Outline of exemption from liability
In accordance with Article 426-1 of the Companies
Act, the Company’s Articles of Incorporation statesthat the Board of Directors can pass a resolution
to exempt the liability of the Directors (including
former Directors) and the Auditors to the fullest
extent allowable by law for damages defined by
Article 423-1 of the Companies Act. The purposeof this exemption is to ensure the abilities of the
Directors and the Auditors can be performed at
the fullest extent and their expected roles can befulfilled.
9. Number of Members of the Board of Directors
The Articles of Incorporation state that theCompany shall have no more than eight Directors.
10. Election of the Directors
The Company’s Articles of Incorporation statethat resolutions for election of the Directors
can only be resolved with more then one thirdof the shareholders in posession of voting
rights are present at the General Meeting of
the Shareholders and majority of the votes are
casted to support the election. The Articles ofIncorporation also states that cumulative voting is
not allowed for resolutions to elect the Directors.
11. 
Matters subject to resolution by the General
Meeting of Shareholders, which can be resolvedby the Board of Directors
The Company’s Articles of Incorporation statesthat the Board of Directors may resolve to pay
dividends of surplus, as prescribed by Article454-5 of the Companies Act to shareholders,class shareholders and registered pledgee ofshares, who are registered or recorded on the lastshareholder registry as of the close of September
30 each year.

V. Other important information(f)Assistance of the Audit and Supervisory Board

12. Requirements for validity of special resolutions
at General Meeting of Shareholders and General
Meeting of Class Shareholders
The Company’s Articles of Incorporation statethat special resolutions at the General Meetingof Shareholders defined by Article 309-2 of theCompanies Act, will only be valid if one-thirds
or more shareholders entitled to exercise theirvoting rights attends and two-thirds of the voting
rights are exercised. The Articles of Incorporation
also states that special resolutions at the General
Meeting of Class Shareholders defined by Article
324-2 of the Companies Act, will only be valid
if one-thirds or more shareholders entitled toexercise their voting rights attends and twothirds of the voting rights are exercised. These
regulations are intended to facilitate the smooth
operation of the General Meeting of Shareholders
and the General Meeting of Class Shareholders byrelaxing the requirements for a quorum on special
resolutions put to a vote at the General Meetingof Shareholders and the General Meeting of Class
Shareholders.
13. Class B Shares
The Company’s Articles of Incorporation state that
10 Class B Shares constitute one share unit and
100 Common Shares constitute one share unit.
This dual class structure is implemented toconcentrate voting rights to Yoshiyuki Sankai
and the Foundations in order to ensure that theCompany’s technologies are used for peacefulpurposes only, and to prevent it being turned into
something that could harm people or to create
weapons.
The Group’s vision for the future is to create a
Cybernics Industry—a new industrial field that will
support people by solving issues directly causedby aging and declining birth rate. To realize thisvision, the Company must coordinate business
management with research and development in
Cybernics Technologies. Yoshiyuki Sankai is thecreator of Cybernics Technologies, and continues
to be a central figure in Cybernics research. He
is also a business leader who seeks to make thisinnovative technology widely available for the
benefit of society. To increase corporate value,
which will also benefit the shareholders, Yoshiyuki
Sankai must remain to have a stable control overthe management of the Company for the time
being. This scheme was designed to ensure this.
In order to preserve the continuity of thisScheme, Yoshiyuki Sankai plans to transfer part of
the Class B Shares held to the Foundations at nocost. Furthermore, the Foundations plans to holdthe Class B Shares for the foreseeable future.
As holders of Class B Shares, the Foundations
have created the following guidelines concerning
the exercise of voting rights with the objective ofensuring that the Group’s advanced technologies
are used for peaceful purposes only and preventing

Annual Report 202018

V. Other important information

damage to the corporate value of the Company. As
the owner of the Class B Shares the Foundations
shall vote against resolutions that containlanguage defined in a and b below at the General
Meeting of Shareholders and the General Meetingof Class Shareholders.
The Foundation is required to obtain theapproval from its board meetings and disclose thechanges through predetermined format in caseof changing the guideline. In the General Meetingof Shareholders and General Meeting of Class
Shareholders, the Foundation will vote against
cases stated below.
a)A resolutions to dismiss or appoint directors that
may lead to the misuse of the Group’s innovativetechnology and to damaging the Group’s
corporate valueb)
All other resolutions that with risk of turning
the Group’s technologies to harm people ordamaging the Group’s corporate value

1.List of Board Members
Board of Directors

Yoshiyuki Sankai
Born June 24, 1958 (Male)

President and CEO

Ph.D. in Engineering

Description of the positions, personal history, assignments and other important position held outside the Company
2003/7

Professor of Functional Engineering, University of Tsukuba

2004/4

Professor of Information & Systems, University of Tsukuba(present)

2004/6

Director at incorporation of CYBERDYNE

2006/2President and CEO of CYBERDYNE (present)

2009/9Director of the Center for Cybernic
Research, University of Tsukuba

2010/3

Core Researcher of Funding Program for World-Leading
Innovative R&D on Science and Technology Program (FIRST)
hosted by the Cabinet Office of Japan

2014/6

Program manager of the Impulsing Paradigm Changes throughDisruptive Technology Program (ImPACT) hosted by the Cabinet
Office of Japan

2017/10 Executive Research Director of the Center for Cybernics
Research, University of Tsukuba (present)

Years in service as Director

Special interest in CYBERDYNE

16 yearsnone

Shinji Uga

Certified Public Accountant

Director

Born February 15, 1970 (Male)

Number of company shares owned
Common3,042,000 SharesClass B
77,696,000 Shares

MBA

Description of the positions, personal history, assignments and other important position held outside the Company
1994/4

Joined Tomen Corporation (Now known as Toyoda Tsusho)

2001/10 Joined Chuo Aoyama Audit Corporation (Now known as
PricewaterhouseCoopers)
2005/10 Assigned to PricewaterhouseCoopers Shanghai office
2007/6

Joined Ridgeway Capital Partners Ltd.

2008/9Joined CYBERDYNE as and head of Financial Affairs andAccounting Unit of CYBERDYNE

2009/2

Director of CYBERDYNE (present)

2013/4

Audit and Supervisory Board Member ofSuzuka Robocare Center (present)

2013/7

Audit and Supervisory Board Member of
Shonan Robocare Center (present)

2013/7Cyberdyne Care Robotics GmbH Managing Director(present)

2013/7

Audit and Supervisory Board Member ofOita Robocare Center (present)

2014/1

Head of Corporate Unit of CYBERDYNE (present)

Years in service as Director

Special interest in CYBERDYNE

11 yearsnone

Yoshihiro Yasunaga
Born November 14, 1974 (Male)

Number of company shares owned
Common60,000 Shares

Certified Public Accountant (U.S.)

Director

Masters in academics

Description of the positions, personal history, assignments and other important position held outside the Company
1997/4

Joined Takefuji Corporation

2013/4

Representative Director of Suzuka Robocare Center Co., Ltd. (present)

2002/7

Joined Tyco Healthcare Japan Inc

2013/9Representative Director of Oita Robocare Center Co., Ltd. (present)

2006/10 Joined ON Semiconductor Japan Ltd.

2017/11 Outside Director of SUMS, Inc. (present)

2008/4

Joined CYBERDYNE’s Business Management Team

2018/42013/1

Head of the Sales Department (present)

2019/2

Outside Director of Okayama Robocare Center Co., Ltd. (present)

2019/6

Director of CYBERDYNE (present)

Representative Director of Shonan Robocare Center Co., Ltd. (present)

Years in service as Director

Special interest in CYBERDYNE

1 yearnone

Number of company shares owned
Common8,000 Shares

Annual Report 2020

19

V. Other important information

Audit and Supervisory Board Members

Hiroaki Kawamoto

Ph.D. in Engineering

Director

Born August 25, 1974 (Male)

Yutaka Fujitani
Born April 1, 1953 (Male)

Outside Audit andSupervisory Board Member (Full-time)
Independent Officer

Description of the positions, personal history, assignments and other important position held outside the Company

Description of the positions, personal history, assignments and other important position held outside the Company

2004/6

Representative director at incorporation of CYBERDYNE

2006/2

Director of CYBERDYNE (present)

1975/4

2005/8

Researcher at Japan Association for the Advancement ofMedical Equipment
Representative Director of CYBERDYNE

2015/4

Associate Professor of Information & Systems, University ofTsukuba (present)

2005/5

Years in service as Director

Special interest in CYBERDYNE

16 yearsnone

Kinichi Nakata
Born May 12, 1962 (Male)

Outside Director
Independent Officer

Number of company shares owned
Common14,000 Shares

Ph.M.D. in Medicine

2003/10 Lecturer at Nihon University School of Medicine (present)

Worked for Nihon University School of Medicine

2008/3

1996/10 Councillor at Japanese Society for Artificial Organs
1996/11 Obtained Ph.M.D. in Medicine
2003/3

Technical Committee on Industrial Promotion of Medical
Electromagnetic Drive Systems

2008/6

Councillor at Japanese Association for Coronary Artery Surgery(present)

Special interest in CYBERDYNE

Number of company shares owned

none

–

Outside Director
Independent Officer
2014/6

Outside Director of TDK Corporation (present)

2003/6

President and CEO of Intel Kabushiki Kaisha

2015/6

Outside Director of Mamezou Holdings Co., Ltd. (present)

2012/6

Outside Director of Onkyo Corporation (present)

2016/7

Outside Director of FreeBit Co., Ltd. (present)

2013/6

Outside Director of CYBERDYNE (present)

Special interest in CYBERDYNE

7 yearsnone

Outside Director
Independent Officer

MBA

Kenichiro Okamura

2003/5

Joined Allen & Overy Gaikokuho Kyodo Jigyo Horitsu Jimusho

2005/10 Admitted in England and Wales as attorney-at-law
2007/6

Audit and Supervisory Board Member of CYBERDYNE (present)

Special interest in CYBERDYNE

Number of company shares owned

none

–

Outside Audit andSupervisory Board Member

Certified Public Accountant

1994/4

Joined Chuo Audit Corporation

2011/6

Outside Audit and Supervisory Board Member of CYBERDYNE (Present)

2007/2

Representative Director of Kabushiki Kaisha BizNext (Now
known as Kaede Accounting Advisory Inc.) (present)

2015/6

Outside Audit and Supervisory Board Member of SG Holdings Co., Ltd. (present)

2016/6

Outside Director of Kanematsu Sustech Corporation (Audit Comittee)

2009/9Representative Director of Tokyo-IAS Inc. (Present)

2016/6

2011/6

Senior Partner of Akasaka Sogo Accounting Firm Co., Ltd.
(Now known as Kaede Tax Corporation) (present)

Audit and Supervisory Board Member of United Urban Investment
Corporation (present)

Years in service as
Audit and Supervisory Board Member

Special interest in CYBERDYNE

Number of company shares owned

none

–

9 years

Outside Audit andSupervisory Board Member

Description of the positions, personal history, assignments and other important position held outside the Company

2012/4

Outside Director of Olympus Corporation

1976/3Joined Kanto Bank, Ltd. (now known as the Tsukuba Bank,

2010/3

Limited)Joined Morgan Stanley Co., Ltd.

2015/6

Outside Director of CYBERDYNE (present)

Joined Merrill Lynch Securities Company

2016/6

Outside Director of PACIFIC METAL CO., LTD. (present)

President and CEO of RECOF Corporation

Years in service as
Audit and Supervisory Board Member

Born April 11, 1953 (Male)

1993/4Vice Chairman of Merrill Lynch Japan Securities Company,
Limited2007/11 Director, Vice President of RECOF Corporation

Outside Audit andSupervisory Board Member

Registered as attorney-at-law at Court of Rotterdam District ofAmsterdam District
Admitted in Japan as attorney for foreign law

Kazuro Kawamata

1983/1

2008/4

1992/5

Number of company shares owned
Common60,000 Shares

Description of the positions, personal history, assignments and other important position held outside the Company

1999/1

1981/52017/12 Outside Director of Mynavi Corporation (present)

Years in service as Director

1974/10 Joined Yamaichi Securities Co., Ltd.

–

Description of the positions, personal history, assignments and other important position held outside the Company

1984/10 Joined Intel Corporation

Born July 23, 1949 (Male)

Born May 4, 1956(Male)

Born August 18, 1971 (Male)

Description of the positions, personal history, assignments and other important position held outside the Company

Hikari Imai

Number of company shares ownednone

13 years

12 years

Born August 20, 1958 (Male)

Cees Vellekoop

Joined KPMG AZSA LLC.
Outside Audit and Supervisory Board Member of CYBERDYNE (present)

Special interest in CYBERDYNE

9 years

Outside Director of CYBERDYNE (present)

Years in service as Director

Kazumasa Yoshida

Years in service as
Audit and Supervisory Board Member

2005/1
2011/6

Description of the positions, personal history, assignments and other important position held outside the Company

Description of the positions, personal history, assignments and other important position held outside the Company
1989/7

Joined The Mitsubishi Bank, Ltd.
(Now known as The Bank of Tokyo Mitsubishi UFJ, Ltd.)

2008/4

2016/12 Director and Chairman of 3DOM Inc. (present)
2019/1

Director of GPSS Holding Inc. (present)

2019/1Chairman of the Keiaikai Medical Foundation (present)

2009/6

2019/11 Outside Director of SHIMACHU Co., Ltd. (present)

Years in service as Director

Special interest in CYBERDYNE

Number of company shares owned

5 yearsnone–

Director and Manager of the Human Resources Department of the
Tsukuba Bank, Limited

2012/6
Senior Vice President and General Manager of Audit Departmentof The Kanto Tsukuba Bank, Limited (now known as the Tsukuba
Bank, Limited)
2013/6

Managing Director and Manager of the Human Resources Departmentof the Tsukuba Bank, Limited

Audit and Supervisory Board Member of the Kanto Tsukuba
Bank, Limited (now known as the Tsukuba Bank, Limited)

Audit and Supervisory Board Member of CYBERDYNE (present)

Years in service as
Audit and Supervisory Board Member

1 year2019/6

President and CEO of Tsukuba Business Services Limited

Special interest in CYBERDYNE

Number of company shares owned

none

–

Annual Report 202020

2. Status of Outside Board Member
The Company has elected three Outside Directors
and four Outside Auditors.
The Company has not set any regulations or
policies regarding the independence of its Outside
Directors and Outside Auditors. Instead, theCompany appoints Outside Directors and Outside
Auditors based on their extensive experience as
management, as well as their deep insight about
research, finance, accounting and legal affairs,
for the purpose of building an effective corporate
governance system from an external standpoint.
The Company expects its Outside Directors
and Outside Auditors to supervise the businessexecution of internal Directors.
Outside Director Kazumasa Yoshida provides his
opinions and proposals regarding managementin general in the Board of Directors from thestandpoint of the experienced executive in a global
company. While Kazumasa Yoshida holds 60,000
shares of the Company as of June 26th, 2020,
when the securities report was submitted, theCompany does not recognize it to have significant
impact on the relationship with Kazumasa Yoshida.
Furthermore, there are no human, capital, businessaffiliation or any other conflicts of interests
between the Company and Kazumasa Yoshida,. In
addition, while Kazumasa Yoshida currently serves

as the outside director of Onkyo Corporation, TDK
Corporation, Mamezou Holdings, Co. Ltd., FreeBit
Co., Ltd., MyNavi Corporation and previously
served as President and CEO of Intel Kabushiki
Kaisha and vice president of Intel Corporation,
the Company does not have any human, capital,business affiliations or other conflicts of interest
with the seven aforementioned companies.
The Company share held by Outside Directors
and Outside Auditors are stated in the list of Board
Members “Numbers of Shares Held”.
3. Relationship S
 tatus of Outside Board Member
does not have any human, capital, businessaffiliations or other conflicts of interest with otherOutside Members of the Board of Directors andOutside Audit & Supervisory Board Members.
Outside Audit and Supervisory Board Members
supervise the business execution of Inside Membersof the Board of Directors and other management.
Audit and Supervisory Board Members conduct
an audit of the business execution of Members of
the Board of Directors and an audit of accounting
documents and the methods and results of audits
performed by the accounting auditor. As it isstated in “4. Status of internal audits and audits
by Audit and Supervisory Board Members,” Audit
and Supervisory Board Members coordinates theiraudits in terms of scopes, risk profiles, schedules,
communication and so on. Audit and Supervisory
Board Members report the process and results of
their audits at the Meeting of the Board of Directors
on a regular basis. This activity is a significant
support to the supervision of each Board Member’sbusiness execution by the Board of Directors.

【Audit】
1. Status of audit by Auditors
In accordance to Regulation of Audit andSupervisory Board and Code of Kansayaku AuditingStandards, the Auditors audits business executionof the Group’s directors and other businessexecutions.
The Company elected four Outside Auditors withextensive experience on accounting, legal affairs
and legal management in general, each with alicense of either certified public accountant or
attorney-at-law, for the purpose of supervising thebusiness management effectively.
Full-time Outside Auditor Yutaka Fujitana has
an extensive experience on business management
gained through his service in a financial instituteand auditing firm. Outside Auditor Cees Vellekoop
has an extensive experience on legal affairs gained
through his service as attorney-in-law in Britain
and the Netherland (both certificates have been
relinquished). Outside Auditor Kenichiro Okamura
has an extensive experience on financials andaccounting gained through his service as an
Certified Public Accountant in both Japan and in
the U.S. Outside Auditor Kazuro Kawamata has
an extensive experience on business management
gained through his service in a financial institution.
2. Status of audit by Internal Audit Office
The Company has an Internal Audit Office thatconsists of one internal auditor (with a concurrentpost) and performs necessary operational audits
based on the Internal Audit Policy. Internal
Audit Office contributes to the enhancementof the Company’s internal control systems. As
the internal auditor concurrently belongs in the
Corporate sector as a leader of General Affairs
and HR team, an internal audit on General Affairs
and HR team are conducted by an auditor selectedby the president and CEO. Internal Audit Office
coordinates with full-time Outside Auditor uponestablishment of an annual internal audit plan.
Results of internal audits are reported to the
President and CEO and Auditors on regular basis.
Furthermore, if issues related to internal control
are found in the midst of internal audits, Internal
Audit Office provides proposals for improvement tothe unit in charge of the internal control process.
Internal Audit Office exchanging opinions andinformation with Auditors as well as Independent
Accounting Auditors for effective execution ofaudits.

V. Other important information

Notes to the List of Board Members
1. Director Kinichi Nakata, Kazumasa Yoshida and
Hikari Imai are Outside Directors
2. Auditor Yutaka Fujitani, Cees Vellekoop, Kenichiro
Okamura and Kazuro Kawamata are Outside
Auditors
3. 
Director Kinichi Nakata, Kazumasa Yoshida,
Hikari Imai and Auditor Yutaka Fujitani fullfills therequirement of the Independent Officer definedby the Tokyo Stock Exchance Securities Listing
Regulation Article 436-2 as well as the Company’s
regulation on independence of the outside board
member. As such the Company registers theaforementioned members as Independent
Officers to Tokyo Stock Exchange.
4.
The elected period of the Directors are fromthe end of the Ordinary General Meeting of
Shareholders on June 21, 2019 to the end of theOrdinary General Meeting of Shareholders for the
fiscal year ending March 31, 2021.
5. The elected period of Yutaka Fujitani, Cees
Vellekoop and Kenichiro Okamura is from theend of the Ordinary General Meeting of the
Shareholders on June 23, 2017 to the end of theOrdinary General Meeting of the Shareholder for
the Fiscal Year Ending March 31, 2021.
6. The elected period of Kazuro Kawamata is fromthe end of the Ordinary General Meeting of the
Shareholders on June 21, 2019 to the end of theOrdinary general Meeting of the Shareholder for
the Fiscal Year Ending March 31, 2023.

c.Name of the CPA responsible for the audit
Hajime Seishi
Joji Furukawa
d.Assistants involved in audit work
10 support members made up by three CPAs andseven other professionals
e.The reason of selecting the firm
In selecting an auditing firm, the Company
confirmed that Deloitte Touche Tohmatsu LLC is
indepent and has necessary expertise, sufficient
size and overseas network to perform efficient
audit operations in accordance with a wide rangeof the Company's operations. The Company also
confirmed that the audit system, audit scope, audit
schedule, other audit plans and expenses related
to audit that were explained by the audit firm werereasonable and appropriate. Also considering thepast record of the auditing and other factors theCompany made a comprehensive judgment.
The Audit and Supervisory Board shall dismiss
the Independent Accounting Auditor with theconsent of all the Auditors, if the auditing firm isdeemed to fall under any of the grounds set forthin Article 340-1 of the Companies Act. In suchcase, an Auditor shall report the dismissal of the
Independent Accounting Auditor and the reason
for the dismissal at the first General Meeting of
Shareholders convened after the dismissal.
In addition to the above cases, the Audit andSupervisory Board shall propose a resolution
to dismiss or not re-elect the Independent
Accounting Audior to the Board of Director, whowill then propose the resolution to the General
Meeting of Shareholders based on the decision
made.
f.Evaluation from the Auditor
The Audit and Supervisory Board confirmedthat Deloitte Touche Tohmatsu LLC is indepent
and has necessary expertise, sufficient sizeand overseas network to perform efficient audit
operations in accordance with a wide range of theCompany's operations. The Audit and Supervisory
Board also confirmed that the audit system, audit
scope, audit schedule, other audit plans andexpenses related to audit that were explained by
the audit firm were reasonable and appropriate.
Also considering the past record of the auditing
and other factors the Audit and Supervisory
Board made a comprehensive judgment.

3. 
Status of audit by Independent Accounting
Auditorsa.Name of the auditing firm
Deloitte Touche Tohmatsu LLC
b.Continuous audit period
10 years

Annual Report 202021

a.Compensation for Certified Public Accountants, etc.

1. Policy on determination of amount of compensation and its calculation

Previous fiscal year

Relevent fiscal year

Compensation for audit
and attestation service(Millions of Yen)

Compensation for
non-audit service(Millions of Yen)

Compensation for audit
and attestation service(Millions of Yen)

Compensation for
non-audit service(Millions of Yen)

The Company

28

—

28

—

Consolidated subsidiary

3

—

3

—

Total

31

—

31

—

Class

b.Compensaton for organizations belonging to the same network as certified public accountants, etc. (excluding a. )Previous fiscal year

2.Remuneration for Directors, Auditors by each types and its total number

Relevent fiscal year

Compensation for audit
and attestation service(Millions of Yen)

Compensation for
non-audit service(Millions of Yen)

Compensation for audit
and attestation service(Millions of Yen)

Compensation for
non-audit service(Millions of Yen)

The Company

—

—

—

—

Consolidated subsidiary

0

0

0

0

Total

0

0

0

0

Class

The compensation for Directors and Auditors are determined within the limits approved by the General Meetingof Shareholders, based on the discussion by the Compensation Commitee. The Committee have discussed thecompensation for such members after July 2019, in the committee of June 2019 and the decision was approvedat the Board of Directors on July 2019.
The upper limit of remuneration for the Directors was set at ¥100 million per year, in accordance to theresolution at the 2nd General Meeting of Shareholders on May 31, 2006.
The upper limit of remuneration for the Auditors was set at ¥50 million per year, in accordance to theresolution at the 3rd Ordinary General Meeting of Shareholders on June 28, 2007.
The compensation for the Directors and Auditors is fixed remuneration only, and there is no performancelinked compensation.

Detail of non-audit service
Previous fiscal year (from April 1, 2018 to March 31, 2019)Non-audit service in consolidated subsidiary were mainly supporting accounting of individual companies
Detail of non-audit service
Relevent fiscal year (from April 1, 2019 to March 31, 2020)
Non-audit service in consolidated subsidiary were mainly supporting accounting of individual companiesc.Contents of remuneration for other important audit and attestation services
Previous fiscal year (from April 1, 2018 to March 31, 2019)
There were no items to report
Relevent fiscal year (from April 1, 2019 to March 31, 2020)
There were no items to reportd.Policy on determination of compensation
Compensation for Independent Accounting Auditors are determined by the Board of Directosrs, based on consent of
the Audit and Supervisory Board Members, considering the size of the Group, its nature of business, days required
to conduct audit and other factors.
e.Reason of consent from the Board of Audit and Supervisory Board
Based on the “Practical Guidelines on Cooperation with Accounting Auditors” published by the Japan Institute ofCorporate Auditors, the Audit and Supervisory Board confirmed changes in audit time and audit fees in the audit
plan, the audit plan for the previous fiscal year and the status of performance, and examined the appropriatenessof the estimated amount of remuneration. As a result, the Audit and Supervisory Board has given consent as set
forth in Article 399, Paragraph 1 of the Companies Act.

Type

Total Compensation(Millions of Yen)

Breakdown of compenstion (Millions of Yen)
Base salary

Stock options

Bonus

Retirement
benefits

Number ofapplicable members(people)Directors (excluding Outside Directors)

41

41

—

—

—

5

Auditors (excluding Outside Auditors)

—

—

—

—

—

—

Outside Directors and Auditors

19

19

—

—

—

7

3. Total amount of consolidated compensation for each member
Since there were no members who received more than ¥100 million for a consolidated compensation, there were
no items to report.
Status of investment in other companies
The Company supports and nurtures startups for the purpose of solving problems in the society and creatinga new Cybernics Industry. The Company holds a investment securities of startups (non-listed) with unique
technologies. However the purpose of this is not purely for investment, and the Company also enters intobusiness alliance with all of the companies.
Total amount of investments in other companies reported on the balance sheet are stated below.
Numbers ofcompanies

Total amount reported on thebalance sheet (Millions of yen)

Shares of unlisted companies

15

1,670

Shares of companies that are not unlisted——

The companies which the number of shares held by CYBERDYNE increased during the fiscal year ended March 31, 2020
Numbers ofcompanies

Total amount of acquisition costs
pertaining to the increase in thenumber of shares (Millions of yen)

Reason for the increase in thenumber of shares

Shares of unlisted companies

6

380

Increase from acquisition of shares

Shares of companies that are not unlisted

—

—

—

The companies which the number of shares held by CYBERDYNE decreased during the fiscal year ended March 31, 2020
Numbers ofcompanies

Total amount of the sale pricepertaining to the decrease in thenumber of shares (Millions of yen)

Shares of unlisted companies

2

326

Shares of companies that are not unlisted——

Annual Report 2020

22

V. Other important information

Compensation for Directors and Auditors

4. Compensation for Independent Accounting Auditors

Set out below are some of the major risks associatedwith the business operations of the Group as well asother potential risks that the Group may face. Listed
items include risks that may not apply directly, buthave been included in order to disclose information
fairly and accurately as they are thought to beimportant for investors upon making sound investing
decisions. While the Group recognizes the possibilitiesof the listed risks occurring and will take necessary
measures either to avoid their occurrence or to react
appropriately to reduce damages, investors shouldcarefully consider both the stated risks and otherrisks unstated, prior to making an investment.
Furthermore, please keep in mind that the items
set out below do not cover all of the potential risks.
The stated risks are based on assumptions andbeliefs derived from information currently available to
the Group and they may be altered due to change ofcircumstances in the future.
1. Risk in business execution(1) The Group business in a novel business category
The Group’s main product is HAL*, the world’s
first “Wearable Cyborg”, developed by Yoshiyuki
Sankai, President and CEO. The Group is
currently developing business of Medical HAL in
Japan, Europe, U.S., Asia Pacifics, and the Middle
East. Also in Japan, the Group is developing
business of HAL for Well-being Lower Limb Type,
Single Joint Type, Lumbar Type and HAL Lumbar
Type for Care/Labor Support, etc. The Group’s
technologies are thought to be applicable tovarious fields, including medicine, living support,
labor support, entertainment and so on. However,since the Group is working in a novel businesscategory, uncertainty is very high, and there is
no guarantee that the market will grow steadily.
Moreover, if penetration of the Group’s products
does not progress as planned, or if the Groupis unable to achieve profitability, its businessperformance, financial condition, and futurebusiness development may be affected.
(2) Competition
The Group is developing its business in the fieldsof medicine, care support and living support
mainly centered on HAL.
Currently, wearable robots with autonomous
control systems are being developed bycompanies in Japan and elsewhere in theworld. However the Cybernics Voluntary Control
technology**that utilizes BES originatingfrom the brain is unique to the Group. Dueto this difference, the Group can maintain its
competitive edge. Intellectual properties related
to HAL such as the basic principles of Cybernic
Voluntary Control are jointly held by the Groupand the University of Tsukuba.
The Group has exclusive rights to use all of thepatent rights that give it a competitive advantage
in the wearable robot market. However,various companies are conducting researchand commercialization of wearable robots. On
the otherhand, the environment surrounding
the Group is changing constantly and many
more companies, including giant technology
companies are entrying the competition ofcommercial robotics. There is a possibility thatsome of the Group’s competitors have or may
have substantially greater capital, human andother resources, more efficient cost structures,
higher brand recognition and more diversified
product lines than the Group. For advanced
products such as HAL, while the research,development, verification tests, process to
obtain safety standards certification andmedical device approval and receiving insurance
coverage requires a lot of time and investment,
there are no guarantees that the products sells
successfully. In such business environment, if
another company succeeds in developing newer
technologies or more effective products thanthe Group, the Group will lose its advantage
in the competition and the Group’s businessperformance, financial condition, and futurebusiness development may be affected.
* Note, HAL is a Cybernic System that fuses and integrates thefunction of human and robot. It is regarded to be the world’s first
technology that could improve, support, expand and regenerate
the physical function of the wearer. The Group obtained several
patents to deploy the technology as an international platform.
Some of the basic patents are listed below.
Application number/
Registration number(Date of application)

Name of invention/Inventor
Type of invention

2004-068790/4200492(2004/03/11)

Wearable action assist device
Inventor: Yoshiyuki Sankai

2004-040168/4178185(2004/02/17)

Wearable action assist device, and controlling
methods of drive source in wearable action
assist device, and its program
Inventor: Yoshiyuki Sankai

2004-045354/4178186(2004/02/20)

Wearable action assist device, and method andprogram for controlling wearable action-assist
deviceInventor: Yoshiyuki Sankai

2005-018295/4178187(2005/01/26)

Wearable action assist device and control
programInventor: Yoshiyuki Sankai(3) Internal organizational structure
The Company was established on June 24, 2004
and has the following issues which are specific toventure companies.
i)The Group heavily relies on Yoshiyuki Sankai,
the founder, President and CEO of CYBERDYNE,
in both business management and developmentof new technology. If he becomes unable toperform his duties in the Group, the Group’sbusiness performance and future businessdevelopment might be affected.

ii)
The Group employees a great number ofhigh-level staff members in research anddevelopment. However, if a staff members thatare crucial to the Group’s business resigns, thespeed of development might be affected.
iii)In accordance to the expansion of the business,
the Group intends to reinforce the manpower
and internal management structure. However, if
the Company fails to do so smoothly, the Group’sbusiness performance and future businessdevelopment might be affected.
(4) Dependence on a specific product
The majority of the Group’s revenue is composedfrom sales of HAL, and the product continues
to be the main source of revenue. As such, if
there is delay in approval process, changes oflaw or healthcare policy and delay of preparing
sufficient insurance systems for HAL, the Group’sbusiness and profitability might be affected. In
addition to these factors, incase of lawsuits orother legal action arising from the use of HAL, theemergence of new technologies or technologicalinnovation that replaces HAL, the introduction of
more competitive products in the same category,changes in relevant laws and regulations, changes
in the relationship with the University of Tsukuba
regarding the grant of exclusive rights to the useof intellectual property related to HAL, and anyother factors that could preclude the potential of
HAL, the Group’s business performance, financial
condition, and future business development
might be affected.
(5) Approval of medical devices
In order to sell HAL and other Group products
as medical devices, the products need to obtainapproval from authorities in each country
and region after undergoing certain tests andexaminations based on local laws and regulations.
The Group has obtained medical device approvaland clearances for HAL in EU, Japan, U.S., andetc. However, there is no guarantee that the Groupwill succeed in obtaining medical device approvaland clearances for HAL and other Group products
in other country or region. Even if it is approvedor cleared, the timing may be different for eachcountries and regions. Furthermore if laws andregulations in respective countries and regions
changes, approval for HAL might be canceled or
fails to be renewed. In such cases, the Group’sbusiness performance, financial condition andfuture business development might be affected.
(6) Insurance coverage
In order to spread Cybernics Treatment with
the Group’s technology, it is very importantto receive the coverage from both public andprivate health insurances so that the hospitals
can be reimbursed and a patient can receive

V. Other important information

Risks associated with business operations

the treatment with minimal financial burden.
However, insurance systems is different in eachcountries and regions, and aspects such as
the scope of coverage and payment levels are
determined separately by the respective public
insurance institutions or private insurancecompanies in each country and region. These
determinations may affect the Group’s businessperformance, financial condition, and futurebusiness development.
(7) Alliances and investments to startups
The Group regards its endeavors to make strategic
investment and formation of business alliance withstartups to be important procedure to accelerate
the creation of Cybernics Industry. The Groupwill continue to drive this endeavor proactively.
However, in this endeavor, it is difficult to predict
the effect of investment or alliance completely
beforehand. Moreover, there is no guarantee thatthe investment or alliance proceeds smoothly.
The Group cannot make guarantees that theeffect of strategic investment and businessalliance can be obtained within an initiallyprojected time frame. There are also possibilities
that the Group might fail to utilize the effects
from an investment or alliance appropriately. In
addition, the Group may be required to change
the evaluation of the share in accordances to thestatus of the business of startups that the Groupinvests in. These factors may affect the Group’sbusiness performance, financial condition, andfuture business development.
(8) Business in EUi)
The Group started its business in Germany
on August 2013. In Germany, the entire cost oftreatment with Medical HAL can be covered bypublic workers compensation by BG RCI if DGUV
recognizes the case to be applicable. However,if BG RCI changes its policy with regards to thecoverage, it may effect the Group’s business inGermany and also affect financial condition andfuture business development of the Group.
(9) Business activities in general
The Group conducts business activities in Japanand in other countries. The Group recognizes
the following risks in business activities for
all countries and regions. With regards tocountermeasure towards the new coronavirus,
the Group encourages remote work and web
meetings to all of its employees. The Group also
constantly explains the need of social distancein the office as well as measures to prevent theinfection to its employees in suitable occations.
•Geopolitical risks associated with political andeconomic situations•
Risks of infectious diseases and natural
disasters

Annual Report 202023

Risks specific to business activities outside ofJapan•Risk of differences in commercial and tradecustoms•Risk of large-scale strikes or other disruptions
in working conditions•Risk of difficulties in managing local personnel
and business operations due to culturaldifferences and other factors•
Risk of difficulties in repatriation of funds toJapan•
Risk associated with fluctuations in foreignexchange rates
There risks might affect business performance,
financial condition, and future businessdevelopment of the Group.
(10) Loss of clients due to product malfunctions
The Group continuously strives to improve
the quality of its products based on ISO13485(international standards for quality control
management systems for medical equipment).
However, there is no guarantee that its products
will be free of deficiency or that product liability
claims or recalls will not occur in the future.
While the product liability claims would becovered entirely or in part by product liability
insurance; it will damage the social credibilityof both the Group and the product, resulting in
effects of the Group’s business performance,
financial condition, and future businessdevelopment.
(11) Intellectual propertyi)
HAL is a unique technology that utilizes
a wearer’s BES and the patent rights fortechnologies used in HAL are jointly held by
the University of Tsukuba and the Company,
except for patents independently owned by
the Company. The Company concluded acontract concerning an exclusive license
for use of these patented technologies. This
contract is considered to be important for theGroup’s operation. While the contract is valid
until the expiry date, if the contract lapses
due to breach of the contract, a merger, anacquisition of significant assets, or transfer of
the Company’s key business line, the Group’sbusiness performance, financial condition,and future business development might beaffected.
ii)The Group has never received any claims from,nor been involved in a lawsuit with any third
party concerning intellectual property such as
patent rights related to the Group’s business.
Moreover, the Group considers it unlikely thatits business operations would be materiallyhindered due to a problem arising in relation to
infringement on intellectual property such asother parties’ patent rights during its business
operations. The Group takes measures to avoid
problems concerning intellectual property
infringement by conducting continuous
technical investigations.
However, as the Group ‘s business is strongly
associated with R&D, it is very difficult to
avoid the occurrence of problems concerning
intellectual property infringement completely.
If the Group gets involved in such situation,
the Group will consider countermeasuresaccording to details of each case and consult
with lawyers and patent attorneys. In anycases,
the process will require a lot of time andmoney to reach a settlement, regardlessof the validity of the counter-party’s claim.
Furthermore, although the Group manages
its technologies with the utmost care, if a third
party violates the intellectual property of theGroup’s technologies, settlement of the issue
will also consume a lot of time and money. Insuch cases, the Group’s business strategies,
business performance, financial condition, andfuture business development might be affected.
(12) Legal risks
The Group’s business is subject to respective
laws and regulations of each country and region.
For example, laws and regulations concerning
intellectual property rights, product liabilities
related to technologies, pharmaceuticalaffairs, commercial transactions, import andexport restrictions, tax obligations, including
tariffs, anti-bribery, anti-corruption, faircompetition,
labor, consumers, personal
information, environment, foreign exchange
and various others. Moreover, the Group may
encounter unexpected issues relating toaforementioned laws, regulations or businesscustoms. In particular, some of the Group’s
products are medical devices designated under
the Pharmaceuticals and Medical Devices
Act of Japan, and the Group obtained the
manufacture and distribution approval from
the MHLW in compliance to this law. Similarly,
in other countries and regions, local regulatory
authorities’ approvals may be required, alongwith supervision from respective supervisory
authorities. Approval inspections are conducted
to validate the effectiveness and safety of the
products and an application can be denied or
be delayed as a result of the inspection. Even if
it is approved, the approval could become void
if problems in product effectiveness or safety
are discovered. In addition, if the Group violates
any laws or regulations related to its business,
it could be subjected to civil, administrative,or criminal sanctions, which might affect theGroup’s social credibility. In such a case, theGroup’s business performance or financial
condition may be affected materially.

(13) Risks associated with personal information
The Group obtains the personal information of
HAL users. The Group lilmits the number ofstaff who can access this personal information
and also signs nondisclosure agreements withall executives and employees. Moreover, theGroup has taken adequate measures for theprotection of personal information, including
the establishment of regulations for protectionof personal Information and the appointmentof a person in charge of protecting personal
information. With such measures, the Group has
not recognized any problem, such as leakage ofclients information to this date. However, if suchproblem occurs in the future, not only the Groupwill be required to compensate for damages
caused but the Group’s social credibility will also
be damaged, and affect the Group’s business,financial status, and business performance.
(14) Peace and Ethics Committee
The Group has also established the Peace andEthics Committee to prevent the use of its
advanced technologies to harm people or tocreate military weapons. The Committee arecomposed of all members of CYBERDYNE’s
outside board members and President and CEO.
Resolutions in the Committee requires twothirds of the attending member supporting theresolution. Before entering fields outside theareas of medicine, living support and disasterrecovery, which are defined in the Company Codeof Conduct, the Peace and Ethics Committee
investigates, deliberates and reports the results
to the Board of Directors.
The result of the Committee’s examinationand verification might not necessarily contributeto improving the Group’s short-term businessperformance.
2. Risks associated with the President’s engagement
as a University professor(1) President’s engagement as a professor at the
University of Tsukuba
Yoshiyuki Sankai, President and CEO of theCompany, holds concurrent positions as aprofessor of the University of Tsukuba. Detailsof “i) measures to avoid conflicts of interest
between the Group, the University of Tsukuba andii) impediments to performance of duties as the
President and CEO are as follows:① Measures to avoid conflicts of interest
All decisions related to conflicts of interest,
including transactions and conclusions of joint
research agreements with the University ofTsukuba are made by the Board of Directors.
When a resolution concerns such cases,
decision will be made by five directors (threeoutside directors) and Yoshiyuki Sankai as well

V. Other important information•Risk of changes in legal and tax systems

as board member affiliated with the University ofTsukuba will not take part. In addition, Audit andSupervisory Board monitors for cases that may
be related to conflicts of interest and reports any
findings at the Meeting of the Board of Directors.
②
Impediments to performance of duties as
President and CEO
Although duties related to Cybernics researchby the Group as well as University of Tsukuba
are integral and inseparable, the effect of duties
as a faculty member of the University of Tsukuba(lectures, attendance at intramural meetings asa university professor, etc.) are limited at it does
not disturb performance of duties as President
and CEO of the Company such as attendanceat the Board of Directors meetings, approval ofrequests and communication with investors, etc.
However, if Yoshiyuki Sankai prioritize his
duties as a university professor over his position
as a President and CEO of the Company, theGroup’s financial condition and businessperformance might be affected.
3. Matters associated withbusinesses in generaladvanceddevice(1) Risks associated with development businesses
in generalIn the field of developing advanced technologies,
companies around the world compete with eachother for quality and speed of technologicalinnovation. In the long process that sretches frombasic research, development and manufacturing
and sales, companies must invest large amountsof funds over long term, since they must proceedin accordance with the various regulations of eachcountry. As such, research and development entail
many uncertainties and such risks are inherent
in the products developed or planned to be
developed by the Group. While the Group develops
its business according to its business plan, there
are no guarantee that the Group will expand its
business domains as planned, recognizes risks
such as changes of insurance systems that werepreviously covering the cost of using the Group’s
product. If such risks materializes, the Group’sbusiness, financial condition, and businessperformance might be affected.
(2)Newly developed products
The Group explores and creates newly developed
products through joint research with research
institutions, such as University of Tsukuba,
and regards development of new products as
an important business strategy to expand theexisting product line up such as HAL for Medical
Use, Well-being, Care Support, Labor Support,
and Cleaning Robot as well as Transportation
Robot that is equipped with artificial intelligence.

Annual Report 202024

(3) Delays of research and development
The Group proceeds research and development
efficientlybyestablishingcooperative
relationships with external partners, such as
University of Tsukuba. However, there are no
guarantee that research and development
activities proceeds as planned. If the Group fails
to obtain results as planned or if the start orcompletion of various experiments are delayed,
it may delay the timing or limit the range of
medical device approvals and manufacturing andmarketing clearance. To avoid such situations
as much as possible, the Group manages andevaluates the progress of each product underdevelopment in a timely manner and prioritize
products under development by changing thelevels of management resources invested in
products or deciding to suspend development
temporarily. While the Group works to reduce
the risk of a sharp increase in research anddevelopment expenses with such measures, if
research and development does not proceed
as planned, the Group’s, business, financial
condition, and business performance might beaffected.
4. Risks related to the dual class share structure(1) Outline of the Scheme
Under the Group’s philosophy “Technology exists
for humans and society” the Group implements
advanced technologies such as HAL for peacefulpurposes. The peaceful application of Cybernics
Technologies to improve, support, expand andregenerate wearers’ physical functions matches
the needs of the hyper aging society, leading toincrease of the Group’s long-term corporate value.
However, the Group’s technology has a potential
to be turned into tools of damaging people or into
weapons in the military industry. As a scheme
to raise funds from the market while ensuring
peaceful use for the Group’s technologies, theCompany issues “Class B Shares”, which isdifferent from the listed Common Shares. (Thescheme involving the Company’s Class B Sharesis hereafter referred to as the “Scheme”)
In order to solve social problems surrounding
hyper aging and decline of population while
pioneering the new industrial field of Cybernics
Industry, the Group must advance the processof development of Cybernics Technologies andbusiness management as a whole. Yoshiyuki
Sankai is the creator of Cybernics Technologies,
the central figure of Cybernics researches and abusiness leader who works to make contribution
by making this innovative technology widely
available. As such, the Group believes it isnecessary for Yoshiyuki Sankai to continue
his stable involvement in management of
CYBERDYNE in order to increase the corporate
and benefit the common interest of shareholders
for the time being. As such, the Group regards
the Scheme to ensure continuous involvement of
Yoshiyuki Sankai are important for the perspectiveof common interest of shareholders.
To explain in detail, while Class B Shares areranked the same as Common Shares and paid
the same amount as Common Shares with regard
to dividends and distribution of residual assets,
Class B Shares differ from Common Sharesin traded units. Common Shares are traded inunits of 100 shares, while Class B Shares aretraded in units of 10 shares. This grants a holderof Class B Shares 10 times more voting rights
in comparison to the holder of Common Shareswith equal numbers of shares. Class B Sharesare currently held by Yoshiyuki Sankai, thefounder and President and CEO of the Company
and the two foundation; general incorporated
foundation Sankai Health Foundation and generalincorporated foundation Sankai Foundation for
the Promotion of Science (collectively referred
to as the “Foundation”), both of which Yoshiyuki
Sankai serves as Representative Director. As of
March 31, 2020, Yoshiyuki Sankai holds 3,042,000
Common Shares and 77,696,000 Class B Shares,
which makes up approximately 38% of the total
number of shares issued and 85% of the total
number of voting rights.
Set out below is certain information concerning
this Scheme, Common Shares and Class B
Shares.
i) Outline of the shares
Common SharesClass B Shares

Dividends of surplus anddistribution of residual assets

Receive the same amount of dividendsof surplus per share in the same rank

The number of sharesconstituting one unit

100 Shares(1 voting rights
per 100 shares)

10 Shares(1 voting rights
per 10 shares)

Article of incorporation topreclude a resolution of theCommon Shareholders' Class
Shareholders’ Meeting

Yes

None

Shares with put option

None

Yes
(1 Class B Sharefor 1 Common
Share)

Shares subject to call

None

Yes
(1 Class B Sharefor 1 Common
Share)

Share split or consolidation

Executed into the same numbers ofshares simultaneously

Listing

ListedUnlistedii)Difference between the share units of the two share
types
While shareholders of both Common Shares
and Class B Shares receive the same amountof dividends and distribution of residual assets
at the same priority level, they differ in thenumber of shares that constitute one share unit.
One hundred (100) Common Shares constituteone share unit whereas ten (10) Class B Sharesconstitute one share unit. As such, a shareholder ofClass B Shares has 10 times as many voting rights
as a shareholder of Common Shares when they
have the equal number of shares.
As of the consolidated financial year ended March
31, 2020, there was total numbers of 137,445,809
Common Shares and 77,700,000 Class B Sharesissued. Yoshiyuki Sankai, the President and CEOof the Company, holds 3,042,000 Common Sharesand 77,696,000 Class B Shares, which represents
approximately 38% of all issued and outstanding
shares of the Company and holds 85% of the total
number of voting rights, making him capable ofdetermining matters for resolution in the General
Meeting of Shareholders such as the selection of
directors or reorganization by acting on his own.
iii)Scheme to prevent changes of shareholders ofClass B SharesClass B Shares are issued to prevent the Group’s
technology from being turned to technology to harm
people or to weaponarys. In order to prevent Class B
Shares from being transferred to people or entities
other than the shareholders of Class B Shares, asof the submission date of the Company’s Annual
Securities Report released on June 26, 2020, theArticles of Incorporation of the Company states thata)The approval of the Board of Directors isnecessary upon the transfer of the Class B
Shares to any person who does not own Class B
Sharesb)The Company shall acquire all Class B Sharesin exchanged of one Common Share per ClassB Share upon a request for approval of sharetransfer by shareholder other than shareholderof Class B Share, which is a request for approval
as set down in Article 136 and 137 of theCompanies Act or after 90 days from the datewhere a shareholder of the Class B Shares dies(excluding Class B shares that was transfered
or inherited to other holders of Class B Shareswithin 90 days from the date where a shareholderof the Class B Shares dies).
As of the submission date of the Company’s Annual
Securities Report, June 26, 2020, 77,696,000 ClassB Shares are held by Yoshiyuki Sankai and 4,000
Class B Shares are held by the Foundations. In
order to preserve the continuity of this Scheme,
Yoshiyuki Sankai plans to transfer part of the ClassB Shares held to the Foundations at no cost in

V. Other important information

However, there is no guarantee that suchnew products will be successfully explored andcreated. If exploration and creation activities of
new products were hindered for some reason,
the Group’s financial condition and businessperformance might be affected.

case of aforementioned event. Furthermore, theFoundations plans to hold the Class B Shares forthe foreseeable future.
As a shareholder of Class B Shares, theFoundations established the following guidelines
on the execution of their voting rights, to prevent
the Group’s technologies from being turned
into something that would damage the Group’s
corporate value such as weapons.
The Foundation is required to obtain theapproval from its board meetings and disclose thechanges through predetermined format in caseof changing the guideline. In the General Meetingof Shareholders and General Meeting of Class
Shareholders, the Foundation will vote against
cases stated below.
a)A resolutions to dismiss or appoint directors that
may lead to the misuse of the Group’s innovativetechnology and to damaging the Group’s
corporate valueb)
All other resolutions that with risk of turning
the Group’s technologies to harm people ordamaging the Group’s corporate valueiv)Breakthrough provision
If the shares held by one acquirer is over threequarters of the total number of issued shares(excluding the treasury stock) as a result of atakeover bid, all Class B Shares will be converted
to Common Shares.
v)Sunset provision
As stated in iii) above, Yoshiyuki Sankai plans totransfer portions of Class B Shares he holds to
the Foundations at no cost in order to preserve thecontinuity of this Scheme. This Scheme is planned
to be continued after Yoshiyuki Sankai resigns
his role as a director of CYBERDYNE, or after his
death. However, the Group recognizes a possibility
where the voting by the Foundations after Yoshiyuki
Sankai’s resignation from the post of director(excluding cases where he is reappointed orresumes to the post simultaneously or immediately
after resignation) does not match the intention of
the Company shareholders (including holders of
the Common Shares), an intention verification
procedure of shareholders will be conducted by
the conclusion of the last General Meeting of
the Shareholders held in the fiscal year ending
within one year of the date of Yoshiyuki Sankai’s
resignation or within three months after the endof the last fiscal year that ends within five years
time since the most recent intention verification
procedure of shareholders. More specifically, if
the shareholders of Common Shares and ClassB Shares who hold one third of the total voting
right (calculated using 100 Class B Shares foreach share unit) participate in the intention
verification procedure and two thirds (2/3) of those
who participated agree, all Class B Shares will be
converted to Common Shares of the Company.

Annual Report 202025

The Company’s Articles of Incorporation states
that, the execution of actions stated in each item of
Article 322-1 of the Companies Act does not require
the resolution of the Meeting of Class Shareholders
comprised of shareholders of common shares,
unless stated otherwise by law or by the Articles ofIncorporation.
However, to ensure that the elimination of the
Meeting of Class Shareholders does not unfairly
damage the shareholders of Common Shares, outof the actions stated in each item of Article 322-1 of
the Companies Act the Group will,a)Both common share and Class B Share shall becalculated at the same timing and same ratio upon
reverse share splits, share splits, free allocation ofshares, free allocation of stock acquisition rights,
allocation of shares as well as stock acquisitionrights to shareholders, share transfers (excluding
cases where the share transfer is conducted
together with other companies) and changes to thecalculation of the share units.
b)
in case of a merger agreement where theCompany will be absorbed, or a share exchange
agreement or share transfer plan (limited tocases where the share transfer is conducted
together with other companies) where theCompany will become a wholly owned subsidiary,is approved by all Meeting of Shareholders (if anapproval by the Meeting of Shareholders is not
required, resolution by the Board of Directors) of
relevant companies, every Class B Shares shallbe converted to Common Shares.
(2)Risks of this Scheme
Class B Shares have been issued for the purposeof preventing the Group’s technology frombeing used to harm people or to create military
weapons. However, this Scheme also presents
potential risks stated below. If such risks
were to materialize, rights and interests of theshareholders of the Company’s Common Shares
may be affected.
a)
Strong influence of Class B Shareholders on
business matters
As of the fiscal year ended on March 31, 2020,
Yoshiyuki Sankai holds 3,042,000 Common
Shares and 77,696,000 Class B Shares which
accounts for 38% of the total number of issued
shares. This equates to 85% of the total numberof voting rights of the Company, giving him
strong influence over business matters, while
the influence of other shareholders are limited.
Especially in cases where Class B Shareholders
exercises their voting rights to ensure peacefuluse of the Group’s technologies, it may conflictthe interest of other shareholders.

b)Prevention of takeover bids
As Class B Shareholder possess 10 times
more voting rights in comparison to Common
Shareholder with same number of shares. While
the Company sets “breakthrough provision”,
the outstanding Class B Shares will only beconverted to Common Shares if the acquirer
comes to possess three quarters (3/4) of thetotal numbers of issued shares (including
Class B) in a take overbid or if two thirds (2/3)
of shareholders who took part in the intention
verification procedures agrees to the conversionof the Class B Shares to Common Shares.
Therefore, the Scheme may prevent acquisitions
that may benefit the shareholders of Common
Shares.
c)Elimination of the Meeting of Class Shareholders
comprised of shareholders of Common Shares
As the Company is capable of executing eachactions stated in Article 322-1 without theresolution of the Meeting of Class Shareholders
comprised of shareholders of Common Shares(unless stated otherwise in law or Article of
Incorporation), the decisions made by theCompany may not reflect the intention of theshareholders of Common Shares.
d)Conversion of the Class B Shares
Because Class B Shares include the right torequest acquisitions under acquisition terms,
there is the possibility that a future conversion ofClass B Shares to Common Shares will increase
the total number of authorized Common Sharesissued on the market, and the market price of
the Common Shares may be affected.
5. Other risks(1) Dividend policy
The Company has not been able to pay dividends
to shareholders since its establishment, andas of June 24, 2020 when the Annual Securities
Report was issued the Company does not meetthe requirement stated in the Companies Act to
pay dividends. For the time being, the Company
sets its priority on achieving profitability
quickly, improving its financial strength throughretaining earnings and reinvesting in researchand development activities. On the other hand
the Company recognizes returning profit toshareholders to be an important management
issue and will consider to pay dividends in the
future taking into account its financial condition
and business results. However, if the Company’s
earnings plan does not proceed as envisaged,
and it continues to be unable to achieve steadyearnings, the Company may have difficulty paying
the dividends to shareholders.

V. Other important informationvi)Elimination of the Meeting of Class Shareholders
comprised of shareholders of Common Shares(2) Financing and fund procurement
The Group records large amount of cost due toresearch and development of products that are
still in the early stages. This has been leading
to continuos recording of operating losses. The
Group’s funding needs are expected to increasein accordance to its business proceeds, such as
operating capital, investment in research anddevelopment, investment in facilities and potential
M&A, etc. Although the Group plans to continue
strengthening its financial base, depending on
how successful the Group is at securing profits
and raising capital, its financial condition andbusiness performance may be affected.
(3) Recording negative retained earnings brought
forward
The Group has been putting a lot of focus on
research and development activities, which
led to posting of large amount of research anddevelopment expenses and negative retained
earnings brought forward. The Group aims toachieve profitability quickly and to establish astrong and stable financial base. However, there
is a risk that the Group’s business might notproceed as planned, and that the Group may beunable to eliminate the recording of negative
retained earnings brought forward, which might
affect its business, financial condition, andbusiness performance.
(4) Loss carried forward for tax purposes
Since the Group has been making upfront
investments in development as a corporate
research and development group, the Group has
posted a loss carried forward for tax purposes.
Should there be any changes to the Japanese tax
systems in the future to tighten the restrictions
on deduction of losses carried forward, theGroup might lose the opportunity to recover partof the capital that it has invested in researchand development, and its business, financial
condition, and business performance may beaffected.
(5) Fluctuations in foreign exchange rates
Since the financial results of the group companies
that are located outside of Japan needs to betranslated into Japanese yen, when the results
are reflected in the Group’s consolidated financial
statements, the Group is exposed to risk fromthe effects of fluctuations in foreign exchange
rates. Therefore, if foreign exchange rates wereto fluctuate sharply in the future, the Group’s
financial condition and business performancemight be affected.

Annual Report 202026

Consolidated management indicators under Japanese GAAP
Japanese GAAPInternational Financial Standards (IFRS)Fiscal Year

Transition to
IFRS(April 1, 2017)

March
2017

March
2018

March
2019

March
2020

Revenue

Millions of yen

—

1,660

1,728

1,709

1,792

Operating profit (loss)

Millions of yen

—

(697)

(659)

(830)

(1,039)Profit (loss) before tax

Millions of yen

—

(648)

(672)

(569)

91

Profit (loss) attributable to owner of the parent

Millions of yen

—

(676)

(673)

(632)

(152)

Comprehensive profit(loss) attributable toowners of the parent

Millions of yen

—

(256)

(1,076)(1,480)42

Equity attributable to owners of the parent

Millions of yen

27,151

46,76845,69844,21744,268

Total assets

Millions of yen

47,74347,712

46,59845,74647,808Equity attributable toowners of the parent per share

Yen

130.98217.56212.53205.50205.71

Basic earnings (loss) per share

Yen—(3.16)(3.13)(2.94)(0.71)

Diluted earnings (loss) per share

Yen—(3.16)(3.13)(2.94)(0.71)

Ratio of equity attributable to owners of the parent

%

56.9

98.0

98.1

96.7

92.6

Return of equity attributable toowners of the parent

March
2017

March
2018

Net sales

Millions of yen

1,265

1,650

1,727

Ordinary profit (loss)

Millions of yen

(710)

(783)

(689)

Net profit attributable to owners of the parent

Millions of yen

(718)

(789)

(591)

Comprehensive income

Millions of yen

(719)

(778)

(614)

Net assets

Millions of yen

27,064

46,22645,630Total assets

Fiscal Year

March
2016

Millions of yen

47,534

46,84846,339Net assets per share

Yen

130.50214.90212.04

Net profit (loss) per share

Yen(3.53)(3.69)(2.75)

Diluted net income per share

Yen

—

—

—

Capital ratio

%

55.8

98.6

98.4
—

Return of equity

%

—

—

Ratio

—

—

—

Cash flow from operating activities

Millions of yen

(258)

575

(53)

Cash flow from investing activities

Millions of yen(483)(5,548)(2,483)

Cash flow from financing activities

Millions of yen

(21)

(110)

(23)

Balance of cash and cash equivalents
at the end of the fiscal year

Millions of yen

18,45913,376

10,820persons

65
(93)

71
(94)

75
(63)

Price-to-earnings ratio

Numbers of employee(Average number of non-regular employees)
Notes

%

—

—

—

—

—

Ratio

—

—

—

—

—

Cash flow from operating activities

Millions of yen

—

575

(53)

(775)

(215)

Cash flow from investing activities

Millions of yen—(5,548)(2,484)(1,917)(244)

Cash flow from financing activities

Millions of yen

—

(110)

(23)

670

1,304

net loss per share is computed based on the assumption that the stock split took place at the beginning of fiscal year

Balance of cash and cash equivalents at
the end of the fiscal year

Millions of yen

18,462

13,378

10,820

8,796

9,636

6.Due to a change in the method of calculating the number of employees in fiscal year ended March 2017, CYBERDYNE

persons

65
(93)

71
(94)

75
(63)

84
(47)

95
(56)

7.Figures based on Japanese GAAP for the fiscal year ended March 2018 has not been audited in accordance with

Price-to-earnings ratio

Numbers of employee(Average number of non-regular employees)

V. Other important information【Status of the Company】
Consolidated management indicators under International Financial Standards (IFRS)

1.Net sales does not include consumption tax etc.
2.Diluted net income per share is not stated because, while there are diluted shares, CYBERDYNE recorded net loss
per share.
3.Return of equity is net is not stated as CYBERDYNE recorded net loss attributable to owners of the parent.
4.Price-to-earnings ratio is not stated as CYBERDYNE recorded net loss per share.
5.CYBERDYNE conduced a two-for-one stock split for both Common Shares and Class B Shares on August 1, 2015.Theended March 2016.
applies the changed method of calculating the number of employees in fiscal year ended March 2016

Notes

Article 163 item 2-1 of the Financial Instruments and Exchange Law.
8.Rounded down to the closest millions of yen

1.Revenue does not include consumption tax etc.
2.Consolidated financial statement have been prepared in accordance with International Accounting Standards since the 14th business term.
3.Price-to-earnings ratio is not stated because CYBERDYNE recorded a loss attributable to owners of the parent
4.Return of equity attributable to the owners of the parent is not stated because CYBERDYNE recorded a loss attributable to the owners of theparent5.Rounded down to the closest millions of yen

Annual Report 202027

Numbers of products in operation
Number of units in operation
March 2016

March 2017

March 2018

March 2019

March 2020

Net sales

Millions of yen

1,012

1,454

1,543

1,530

1,595

Operating profit (loss)

Millions of yen

(685)

(702)

(625)

(734)

(615)

Net profit (loss)

Millions of yen

(689)

(707)

(529)

(1,906)(849)

Share capitalMillions of yen

16,512

26,744

26,744

26,77826,778

SharesCommonShare
125,576,000
Class B
Share
77,700,000

CommonShare
137,347,609
Class B
Share
77,700,000

CommonShare
137,347,609
Class B
Share
77,700,000

CommonShare
137,445,809
Class B
Share
77,700,000

CommonShare
137,445,809
Class B
Share
77,700,000

Net assets

Millions of yen

27,133

46,37445,84444,02043,167

Total assets

Millions of yen

47,53346,922

46,45944,74043,899Net assets per share

Yen

130.84215.59213.09204.52200.56

Dividend per share(Interim dividend per share)

Yen

Net profit (loss) per share
Diluted net income per share
Capital ratio

Fiscal year

Total number of issued shares

Return on equity
Price-to-earnings ratio
Payout ratio
Numbers of employee(Average number of non-regular employees)
Total shareholder return(Comparative index: TSE Mothers Index)

—

—

—

—

—

(—)

(—)

(—)

(—)

(—)

Yen

(3.39)(3.31)(2.46)(8.86)(3.95)

Yen

—

—

—

—

—

%

55.7

98.8

98.6

98.4

98.3

%

—

—

—

—

—

Ratio

—

—

—

—

—

%

—

—

—

—

—

Persons

55
(59)

61
(61)

62
(44)

65
(41)

78
(47)

%

137.2

102.0

96.1

43.7

38.6

%

(117.8)(123.5)(139.2)(110.3)(71.5)

Highest share price

Yen

2,185

2,629

2,150

1,538

753

Lowest share price

Yen

1,212

1,281

1,380

449

320

(Units)March 31, 2016

March 31, 2017

March 31, 2018

March 31, 2019

March 31, 2020

HAL Lower Limb Type(medical)

140

188

257

291

310

HAL Lower Limb Type (non-medical)

489

422

398

357

357

HAL Single Joint Type

154

208

234

252

300

HAL Lumbar Type for Well-being and Care Support

282

714

847

919

951

HAL Lumbar Type for Labor Support

216

274

372

572

624

Transportation Robot and Cleaning Robot

14

21

27

44

75

1,295

1,827

2,135

2,435

2,617

Total

Notes
1.Net sales does not include consumption tax etc.
2.Diluted net income per share is not stated because, while there are diluted shares, CYBERDYNE recorded net loss per share.
3.Return of equity is net is not stated as CYBERDYNE recorded net loss attributable to owners of the parent.
4.Price-to-earnings ratio is not stated as CYBERDYNE recorded net loss per share.
5.CYBERDYNE conduced a two-for-one stock split for both Common Shares and Class B Shares on August 1, 2015.The net loss per share is computed based on
the assumption that the stock split took place at the beginning of fiscal year ended March 2016.
6.Due to a change in the method of calculating the number of employees in the fiscal year ended March 2017, CYBERDYNE applies the changed method of
calculating the number of employees in the fiscal year ended March 2016.
7.The highest and lowest share prices are based on share price at Tokyo Stock Exchange (Mothers)

Annual Report 2020

28

V. Other important information

Non-consolidated management indicators

V. Other important information【Consolidated financial statements】
Consolidated statement of financial position
Previous consolidated fiscal year
(As of March 31, 2019)

Current consolidated fiscal year
(As of March 31, 2020)

Previous consolidated fiscal year
(As of March 31, 2019)

Current consolidated fiscal year
(As of March 31, 2020)

Millions of yen

Millions of yen

Millions of yen

Millions of yen

AssetsLiabilities and equity

Current assets

Liabilities

Cash and cash equivalents

8,796

9,636

Trade and other receivables

257

263

Trade and other payables

284

247

Other financial assets

20,50519,004

Bonds and borrowings—

37

Inventories

901

832

Lease liabilities—

61

Other current assets

169

156

Other current liabilities

370

464

Total current assets

30,62729,891

Total current liabilities

654

810

Non-current assets

Current liabilities

Non-current liabilities

Operating lease assets

463

481

Bonds and borrowings—

51

Property, plant and equipment

11,624

11,553

Third-party interests in CEJ Fund

544

1,714
313

Right of use assets—

361

Lease liabilities—

Goodwill—

57

Provisions

91

93

Intangible assets

70

53

Deferred tax liabilities

254

568

Investment accounted forusing equity method

456

472

Other financial assets

2,431

4,872

Other non-current assets

74

68

Total non-cur rent assets

15,11817,917

Total assets

45,74647,808

Total non-current liabilities

889

2,739

1,543

3,549

Share capital

26,74526,753

Capital surplus

26,494

26,494

Treasury shares

(0)

(0)

Other components of equity(1,048)(854)

Retained earnings(7,972)(8,124)

Total equity attributable to owners of the parent

44,21744,268Non-controlling interests

(15)

(9)

Total equity

44,20344,25945,74647,808

Total liabilities
EquityTotal liabilities and equity

Annual Report 202029

RevenuePrevious consolidated fiscal year
(From April 1, 2018 to March 31, 2019)

Current consolidated fiscal year
(From April 1, 2019 to March 31, 2020)

Millions of yen

Millions of yen

1,709

1,792

Cost of sales

(481)

(492)

Gross profit

1,227

1,300

Research and development expenses

(998)

(812)

Other selling, general and administrative
expenses(1,454)(1,646)

Total selling, general and administrative
expenses(2,453)(2,459)V. Other important information【Consolidated statement of profit or loss and consolidated statement of comprehensive income】
Consolidated statement of profit or loss

Consolidated statement of comprehensive income
Previous consolidated fiscal year
(From April 1, 2018 to March 31, 2019)

Current consolidated fiscal year
(From April 1, 2019 to March 31, 2020)

Millions of yen

Millions of yen

(643)

(149)

Financial assets measured at fair value throughother comprehensive income

(858)

191

Total of items that will not be reclassified to
profit or loss

(858)

191

Exchange differences on translation of foreign
operation

14

4

Total of items that may be reclassified to profit
or loss

14

4

Profit (loss)

Other comprehensive income
Items that will not be reclassified to
profit or loss

Selling, general and administrative expenses

Other income

406

138

Other expenses

(11)

(18)

Operating profit (loss)(830)(1,039)Finance income

239

1,184

Finance costs

(15)

(100)

Gains related to CEJ Fund

61

75

Share of profit (loss) of investments
accounted for using equity method

(24)

(29)

Items that may be reclassified to profit or loss

Total other comprehensive income, net of tax
Comprehensive income

(845)

195

(1,487)46(1,480)42Comprehensive income attributable toProfit (loss) before tax

(569)

91

Income tax expense

(74)

(240)

Owners of parent

Profit (loss)

(643)

(149)

Non-controlling interests(7)

4

Comprehensive income(1,487)

46

Profit (loss) attributable to
Owners of parent

(632)

(152)

Non-controlling interests

(11)

3

Profit (loss)

(643)

(149)

Basic earnings (loss) per share (yen)(2.94)(0.71)

Diluted earnings (loss) per share (yen)(2.94)(0.71)

Earnings (loss) per share

Annual Report 2020

30

V. Other important information

Consolidated statement of changes in equity
Equity attributable to owners of parent

Equity attributable to owners of parent

Other components of equity

Share capitalMillions of yen
April 1, 2018
Profit (loss)

26,744—

Capital surplus

Millions of yen
26,495—

Treasury shares

Millions of yen(0)—

Financial assets
measured
at fair value
through othercomprehensive
incomeMillions of yen(77)—

Exchangedifferenceson translationof foreign
operations
Millions of yen
(7)
—

Other
components ofequityMillions of yen
19
—

—

—

—

(858)

10

—

—

—

(858)

10

—

Issuance of new shares

1

(2)

—

—

—

—

Transfer from other components of equity to retained
earnings

—

—

—

(135)

—

—

Equity transaction with noncontrolling interest

—

—

—

—

—

—

Total transactions withowners

1

(2)

—

(135)

—

—

Total comprehensive income

March 31, 2019
Profit (loss)
Other comprehensive income
Total comprehensive income

26,74526,494(0)(1,071)

3

Total equity

Millions of yen

Millions of yen

Millions of yen

45,698(24)

45,674

(632)

(632)

(11)

(643)

(848)

—

(848)

4

(845)

(848)

(632)

(1,480)(7)(1,487)Issuance of new shares

—

—

(1)

—

(1)

Transfer from othercomponents of equity toretained earnings

(135)

135

—

—

—

Equity transaction with noncontrolling interest

—

—

—

17

17

Total transactions withowners

(135)

135

(1)

17

16

March 31, 2019

(1,048)(7,972)

44,217(15)

44,203

Profit (loss)

—

(152)

(152)

3

(149)

Other comprehensive income

194

—

194

1

195

Total comprehensive income

194

(152)

42

4

46

Acquisition of treasury shares

—

—

(0)

—

(0)

Share-based paymenttransaction

—

—

8

—

8

Total

Millions of yen

Millions of yen(65)(7,476)

Profit (loss)—

Other comprehensive income

Stockacquisitionrights—Other comprehensive income

Non-controllinginterests

Retainedearnings

19

—

—

—

—

—

—

—

—

—

191

3

—

—

—

—

191

3

—

Total

April 1, 2018

Total comprehensive income

Acquisition of treasury shares

—

—

(0)

—

—

—

Share-based paymenttransaction

8

—

—

—

—

—

Equity transaction with noncontrolling interest

—

—

—

8

8

Equity transaction with noncontrolling interest

—

—

—

—

—

—

Increase (decrease) bybusiness combination

—

—

—

(6)

(6)

—

—

8

2

10

(854)

(8,124)44,268(9)44,259

Increase (decrease) by business combination

—

—

—

—

—

—

Total transaction withowners

8

—

(0)

—

—

—

26,75326,494

(0)

(880)

6

19

March 31, 2020

Total transaction withownersMarch 31, 2020

Annual Report 202031

V. Other important information

Consolidated statement of cash flows
Previous consolidated fiscal year
(From March 31, 2018 to March 31, 2019)

Current consolidated fiscal year
(From March 31, 2019 to March 31, 2020)

Millions of yen

Millions of yen

Cash flows from operating activities
Profit (loss) before tax

(569)

91

Depreciation and amortization

436

492

Finance income(239)(1,184)

Finance costs

15

100

Losses (gains) on CEJ Fund

(61)

(75)

Share of loss of investments accounted for using
equity method

24

29
85

Decrease (increase) in inventories(336)

Decrease (increase) in trade and other receivables

128

1

Increase (decrease) in trade and other payables

24

(45)

Other

(138)

85

(716)

(420)

SubtotalInterest and dividends received

17

318

Interest paid

(0)

(0)

Income taxes paid—

(2)

Payments for administrative expenses etc. related
to CEJ Fund

(76)

(111)

Net cash provided by (used in) operating activities

(775)

(215)

Cash flows from investing activities
Purchase of investments(28,000)(29,999)

Proceeds of redemption of investments

30,00029,000

Payments into time deposits(2,500)—

Proceeds from withdrawal of time deposits

—

2,500

Purchase of property, plant and equipment

(789)

(399)

Purchase of intangible assets

(7)

(6)

Purchase of investment securities(618)(1,715)

Proceeds from sale of investment securities—

333

Proceeds from purchase of stock of subsidiaries
with change of scope consolidation—

91

Purchase of investments accounted for using
equity method

(5)

(46)

Other
Net cash provided by (used in) investing activities

2(2)(1,917)(244)

Cash flows from financing activities
Lease liabilities paid

—

(53)

Contributions into CEJ Fund from third-party
investors

680

1,360

Proceeds from stock issuance to non-controllinginterests

4

—

Other

(14)

(3)

Net cash provided by (used in) financing activities

670

1,304

(3)

(5)

Effect of exchange rate changes on cash and cash
equivalents
Net increase (decrease) in cash and cash equivalents(2,025)840

Cash and cash equivalents at beginning of fiscal year

10,8208,796

Cash and cash equivalents at end of year

8,796

9,636

Annual Report 2020

32

Date

Changes in the
total number ofissued shares(shares)

Total outstanding
shares (shares)

August 1, 2015 *1

Common Share
62,788,000
Class B Share
38,850,000

Common Shares
137,347,609
Class B Shares
77,700,000—

16,512—

16,448

April 1 2016 toJune 6, 2016 *2

Common Share
11,771,609

Common Shares
137,347,609
Class B Shares
77,700,000

10,232

26,744

10,232

26,680March 5, 2019 *3

Common Shares
98,200Common Shares
137,445,809
Class B Shares
77,700,000

35

26,77835

26,714

Changes in theshare capital(Millions of yen)

Outstanding
share capital(Millions of yen)

Changes in thecapital surplus(Millions of yen)

Numbers of share held
(shares)

Shareholding
ratio (%)

Yoshiyuki Sankai

80,738,000

37.53

Daiwa House Industries Co., Ltd.

30,000,000

13.94

GCAS BANA LONDON US CLIENT

3,730,783

1.73

The Nomura Trust & Banking Co., Ltd. (Investment Trust Account)

2,506,800

1.17

THE BANK OF NEW YORK, NON-TREATY JASDEC ACCOUNT

2,405,750

1.12

The Master Trust Bank of Japan. Ltd. (Trust Account)

1,431,100

0.67

RBC IST 15 PCT LENDING ACCOUNT-CLIENT ACCOUNT

1.114,700

0.52

SBI SECURITIES Co., Ltd.

955,700

0.44

Kimiaki Ogumi

715,000

0.33

MSIP CLIENT SECURITIES

704,100

0.33

Total

124,301,933

57.78

Name of shareholder

Numbers ofvoting rights held
(units)voting rights
ratio (%)

7,800,020

85.30

Daiwa House Industries Co., Ltd.

300,000

3.28

GCAS BANA LONDON US CLIENT

37,307

0.41

The Nomura Trust & Banking Co., Ltd. (Investment Trust Account)

25,0680.27

THE BANK OF NEW YORK, NON-TREATY JASDEC ACCOUNT

24,057

0.26

The Master Trust Bank of Japan. Ltd. (Trust Account)

14,3110.16

RBC IST 15 PCT LENDING ACCOUNT-CLIENT ACCOUNT

11,157

0.12

SBI SECURITIES Co., Ltd.

9,557

0.10

Kimiaki Ogumi

7,150

0.08

MSIP CLIENT SECURITIES

7,041

0.08

8,235,668

90.07

Name of shareholder

Outstanding
capital surplus(Millions of yen)Notes
1. The Company effected a two for one stock split for the Company common share as well as Class B Share held by shareholders listed on the shareholders'register on July 31, 2015. As a result, the number of common share increased 62,788,000 shares to 125,576,000 shares and Class B Shares increased
38,850,000 shares to 77,700,000 shares.
2. Stock acquistion rights included in the Euro Yen Zero Coupon Convertible Bonds Due 2017 were exercized. As such, there was increase of 11,771,609 sharesin total amount of issued shares. There was also an increase of ¥10,232 million in share capital and capital surplus.
3. The Company allocated shares with transfer restriction to employees of the Company on March 5, 2019. Due to this event, there was an increase of 98,200
common shares in the amount of issued shares. There was also an increase of ¥35 million in share capital and capital surplus.

Classification of shareholders
Common Share

As of March 31, 2020
Status of shares (100 shares per 1 share unit)

Classification

Government andlocal government

Financial
institution

Financial instrument
service operators

Other
corporations

Foreign investors
Non-individuals

Individuals

Individual
Investors
etc.

Status of sharesless then one
share unit (share)

Total

Number ofshareholder(person)

—

13

49

482

183

140

84,34485,211—

Number ofshareholder(unit)—

63,361

31,213323,798

147,957

1,472

806,317

1,374,118

34,009

Shareholding
ratio (%)

—

4.61

2.27

23.56

10.77

0.11

58.68

100

—

Yoshiyuki Sankai

Notes
1. Yoshiyuki Sankai is in possession of both Common Share and Class B Share
2. Out of 4,451 shares in the treasury stock, 4,400 shares was included in “Individual investors etc.“ and 51 shares was included in “status of shares less then
one share unit“
As of March 31, 2020

Class B Share
Status of shares (10 shares per 1 share unit)
Classification

Number of voting rights held

Foreign investors

Status of sharesless then one
share unit (share)

Non-individuals

Individuals

Individual
Investors
etc.

2

—

—

1

3

—

—

400

—

—

7,769,600

7,770,000

—

—

0.01

—

—

99.99

100

—

Government andlocal government

Financial
institution

Financial instrument
service operators

Other
corporations

Number ofshareholder(person)———Number ofshareholder(unit)——

Shareholding
ratio (%)

—

—

Total

Total

Annual Report 2020

33

V. Other important information

Major shareholders
Number of shares held

Channges in the total number of issued shares and share capitalName

Status of employees
Status of employees in the Group
Location

Share capital

Major business line

Ownershipof votingrights (%)(Consolidated subsidiary)(Outside Japan)
CYBERDYNE Care Robotics GMBHCYBERDYNE USA Inc.
CYBERDYNE & BROOKS, Inc.

As of March 31, 2020

Number of employees

Change from previous fiscal year

95 members(56 members)

Increase of 11 members(Increase of 9 members)(Notes)State of NRW, Germany
State of California, USA
State of Florida, USA€25,000

Functional improvement/regeneration
treatment service with HAL and sales of HAL

US$2,100,000

Management and acceleration of the Company’sbusiness in the U.S.

US$300,000

Functional improvement/regeneration
treatment service with HAL and sales of HAL

75.1(1) The number of employees includes full-time employees and members on temporary transfer assignments. It does not include the number ofMembers of the Board of Directors who also hold positions as Company employees or dispatch workers sent from a temp agencies.
(2) The number of contract employees are stated in the brackets (). This number includes part-time workers but excludes those who work in the

100.0Group as second jobs.
(3) Since the Group is involved in a single segment of business related to robots, information of employees for each segment is omitted.

66.7(Within Japan)

Status of employees in the Company

As of March 31, 2020

Number of employees

Change from previous fiscal year

Average age

Average years in service

78 members(47 members)

Increase of 13 members(Increase of 6 members)

41.7 years old

5.0 years

Suzuka RoboCare Center Co., Ltd.

Mie prefecture, Japan¥3 Million

Training service with HAL

100.0

Shonan RoboCare Center Co., Ltd.

Kanagawa prefecture, Japan¥3 Million

Training service with HAL

100.0

Oita RoboCare Center Co., Ltd.

Oita prefecture, Japan¥3 Million

Training service with HAL

100.0(1) The number of employees includes full-time employees and members on temporary transfer assignments. It does not include the number of

60.0(2) The number of contract employees are stated in the brackets (). This number includes part-time workers but excludes those who work in the

60.0(60.0)CEJ Capital, Inc.

Ibaraki prefecture, Japan¥20 Million

Management and operation of Cybernic
Excellence Japan Fund 1 Investment Limited
Partnership

Cybernic Excellence Japan Fund 1
Investment Limited Partnership**Tokyo prefecture, Japan¥990 Million

Investment fund-related businesses aimed atcreating the new Cybernics Industry

Share capital

Major business line

(Notes)Members of the Board of Directors who also hold positions as Company employees or dispatch workers sent from a temp agencies.
Group as second jobs.

and four other companies

Name

Location

Ownershipof votingrights (%)(affiliated company accounted forby equity method)CYBERDYNE Omni Networks, INC.

Ibaraki prefecture, Japan¥160 million

Communication business in relation to IoH/IoT
and Cybernics field, sales of communication
device and offering of related services

49.0

Shisei Datum Ltd.

Tokyo prefecture, Japan¥100 million

Design, development, and manufacture ofelectronic blood pressure monitors for medical
use

31.6

Notes
1. There are no companies that have submitted securities registration statements or securities reports.
2. Brackets in the ownership of voting rights is the joint ownership percentage and is included in the total.

Annual Report 2020

34

V. Other important information

Status of affiliated companies