Notice of 20th Ordinary General Meeting of Shareholders(Matters Not Included in the Document to be Delivered)
Matters excluded from the delivered document upon request
according to the law, regulations, and the Articles of Incorporation,
which is included in the electronically provided document■ Business report●Main offices and factories ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 1●Status of employees ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 2●Matters regarding the Company shares ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 3●Major shareholders ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 3●Matters related to stock acquisition rights ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 4●Outline of the contract to limit the liability ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 5●Outline of the liability insurance policy for the officers ・・・・・・・・・・・・・・・・・・・・・・・・・ 5●Activities of the outside officers during the fiscal year under review ・・・・・・・・・・・・・・・・・・ 6●Matters related to the accounting auditor ・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・ 7●System to ensure appropriate business execution and status of its operation ・・・・・・・・・・・・・・ 8■ Consolidated financial statements●Consolidated statement of changes in equity and notes to consolidated financial statements ・・・・ 11■ Non-consolidated financial statements●Non-consolidated statement of changes in net assets ・・・・・・・・・・・・・・・・・・・・・・・・・ 28■ Audit Report●Audit report by Audit and Supervisory Board Members ・・・・・・・・・・・・・・・・・・・・・・・ 35

According to laws, regulations, and Article 22 of the Company’s
Articles of Incorporation, the above information is ommited fromthe document delivered to the shareholders upon requestCYBERDYNE, INC.

Stock code: 7779

Business Report•

Matters related to current status of CYBERDYNE Group
1. Main offices and factories (as of March 31, 2024)
Division

The Company

Name

Location

Head Quarters

Tsukuba, Ibaraki, Japan

Tsukuba Robocare Center

Tsukuba, Ibaraki, JapanCYBERNICS MEDICAL INNOVATION BASE-A

Kawasaki, Kanagawa, Japan

Next-generation multipurpose robotized production facility (Fukushima Office)

Koriyama, Fukushima, Japan

Cyberdyne Care Robotics GmbH

North Rhine-Westphalia, Germany

CYBERDYNE USA INC.

California, USA

RISE Healthcare Group, Inc.

California, USA

CYBERDYNE MALAYSIA SDN. BHD.

Kuala Lumpur, Malaysia

Subsidiaries (Outside Japan) Shonan RoboCare Center Co., Ltd.
(Within Japan)
Nagoya RoboCare Center Hisaya

Fujisawa, Kanagawa, Japan
Nagoya, Aichi, Japan

Suzuka RoboCare Center Co., Ltd.

Suzuka, Mie, Japan

Oita RoboCare Center Co., Ltd.

Beppu, Oita, Japan

C2, Inc.

Bunkyo-ku, Tokyo, Japan

CEJ Capital, Inc.

Tsukuba, Ibaraki, Japan

Cybernic Excellence Japan Fund 1 Investment Limited Partnership

Shibuya, Tokyo, Japan12. Status of employees (as of March 31, 2024)① Status of employees in the Group
Number of employees

Change from previous fiscal year

227 members(54 members)

Decrease of 30 members(Decrease of 1 member)(Notes) 1.The number of employees includes full-time employees and members on temporary transfer assignments. It does not include the number of Membersof the Board of Directors that also hold positions as Company employees or dispatch workers sent from a temp agency.
2. The number of contract employees is stated in the brackets ().
3. Since the Group is involved in a single segment of business related to robots. As such, information on employees in each segment is omitted.

② Status of employees in the Company
Number of employees

Change from previous fiscal year

Average age

Average years of service

83 members(36 members)

Increase of 1 member(Decrease of 1 member)

44.8 years old

8.0 years(Notes) 1.The number of employees includes full-time employees and members on temporary transfer assignments. It does not include the number of Membersof the Board of Directors that also hold positions as Company employees or dispatch workers sent from a temp agency.
2. The number of contract employees is stated in the brackets ().

2•Matters regarding the Company shares
1. Status of shares (as of March 31, 2024)
Class

Total number of authorized shares

Total number of shares issued

Number of shareholders

Common Share

618,300,000 shares
77,700,000 shares

137,445,809 shares
77,700,000 shares

72,596 shareholders
3 shareholders

Class B Share

2. Major shareholders (as of March 31, 2024)
Name of shareholder

Number of shares held (shares)

Shareholding ratio (%)

Yoshiyuki Sankai

Common ShareClass B Share

3,042,000
77,696,000

38.24

Daiwa House Industries Co., Ltd.

Common Share

26,000,000

12.31

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

Common Share

1,690,000

0.80

NORTHERN TRUST GLOBAL SERVICES SE, LUXEMBOURG RE
CLIENTS NON-TREATY ACCOUNT

Common Share

1,221,000

0.57

Mikio Yano

Common Share

1,015,000

0.48Mizuho Securities Co., Ltd.

Common Share

771,702

0.36

Ueda Yagi Tanshi Co., Ltd.

Common Share

613,400

0.29

PERSHING SECURITIES LTD CLIENT SAFE CUSTODY ASSET ACCOUNT Common Share

611,800

0.28

SBI Securities Co., Ltd.

Common Share

575,238

0.27

Daido Life Insurance Company

Common Share

500,000

0.23(Notes) 1. The Company holds 4,014,574 shares as treasury share (Common Shares). These shares was excluded from the calculation of the shareholding ratio.
2. For the calculation of the shareholding ratio, treasury share held by the Company is excluded3•Matters related to the Stock Acquisition rights(1) Status of the Stock Acquisition Rights issued to the CYBERDYNE’s officers as remuneration in exchange for
their business execution during the fiscal year under review
No items to report(2) Status of the Stock Acquisition Rights issued to the CYBERDYNE’s employees in exchange for their businessexecution during the fiscal year under review
No items to report(3) Other important matters regarding the Stock Acquisition Rights
2015 1st Series Stock Options of CYBERDYNE, INC. / 2016 1st Series Stock Options of CYBERDYNE, INC./ 2017 1st Series Stock option of CYBERDYNE ,INC.
Name(Date of resolution)
Number of Stock Acquisition Rights
Class and number of shares covered
Amount to be paid in
Amount to be paid in upon
exercise of rights
Exercise period
Issue price and amount paid into
capital when shares are issued upon
exercise of stock acquisition rights
Conditions to exercise the right
Allottee2015 1st Series Stock Option of
CYBERDYNE, INC.
(Resolved on July 28, 2015)
78 units
Common Share(1 share unit is 100 Common Shares)
7,800 shares
Gratis¥180,600 per unit(¥1,806 per share)
From July 29, 2017 to July 28, 2025

2016 1st Series Stock Option of
CYBERDYNE, INC.
(Resolved on May 24, 2016)
46 units
Common Share(1 share unit is 100 Common Shares)
4,600 shares
Gratis¥306,000 per unit(¥3,060 per share)
From May 25, 2018 to May 24, 2026

2017 1st Series Stock Option of
CYBERDYNE, INC.
(Resolved on July 25, 2017)105 units
Common Share(1 share unit is 100 Common Shares)
10,500 shares
Gratis¥178,800 per unit(¥1,788 per share)
From July 26, 2019 to July 25, 2027

Issue price per share¥1,806 Issue price per share¥3,060 Issue price per share
Increase of stated capital per share¥903 Increase of stated capital per share ¥1,530 Increase of stated capital per share(Refer to the note below)
1 external consultant(Refer to the note below)
1 external consultant¥1,788¥894(Refer to the note below)
1 external consultant(Note) For the stock acquisition rights described above, if the Allottee forfeits its stock acquisition rights, the Allottee will also lose its right to exercise it.

4•Matters related to the Company Board Members

1. Outline of the contract to limit the liability
According to Article 427, Paragraph 1 of the Companies Act, the Company signed contracts with
Directors (excluding Directors in charge of business execution) and each Audit and Supervisory Board
Members to limit their liability for damages as provided in Article 423, Paragraph 1 of the same act.
The maximum amount of liability for damages under this contract is the minimum liability amountstipulated in law and regulations.
2. Outline of the liability insurance policy for the officers
The Company has entered into a liability insurance contract with an insurance company for Directors
and Audit and Supervisory Board Members as stipulated in Article 430-3, Paragraph 1 of theCompanies Act. The contracts cover Directors and Audit and Supervisory Board Members of theCompany and its subsidiaries. The insured does not bear any insurance premiums. The insurance policy
covers damages (defense costs, compensation for damages, and settlement money) incurred by the
insured due to claims (including shareholder representative lawsuits) filed during the insurance period
against the insured concerning their executed duties. However, to ensure that the insured's performance
is not impaired, the policy does not cover damages caused by intentional acts or acts committed withthe knowledge that such acts violate laws and regulations.

53. Activities of Outside Officers during the fiscal year under review
Attendance, remarks, and summary of duties performed
concerning the roles expected of Outside Officers
Director
Matsumura attended 12 out of 13 Meetings of the Board of Directors held during the fiscal
year under review. He proactively expressed his opinions based on his career as a doctor
Akira
at the Board of Directors Meeting. He fulfilled his duty to ensure appropriate and soundMatsumuradecision-making by providing supervision and advice, especially on management strategy
and investment judgment in the medical business.
Suzuki attended all 13 Meetings of the Board of Directors held during the fiscal year underreview. He proactively expressed his opinions based on his career as a professional in the
Kenji Suzuki
research of Cybernics and person in charge of smart cities/super cities at the Board of
Directors Meeting. He fulfilled his duty to ensure appropriate and sound decision-making
by providing supervision and advice, especially on global dissemination of Cybernics.
Honda attended all 7 Meetings of the Board of Directors held after his appointment during
the fiscal year under review until he became Executive Director of CYBERDYNE. He
proactively expresses his opinions based on his extensive experience in overseas businessShinji Honda
development in the medical industry, group management, and corporate planning at theBoard of Directors. He fulfilled his duty to ensure appropriate and sound decision-making
by providing supervision and advice, especially on formulation of business strategies andmanagement plans.
Muto attended all 11 Meetings of the Board of Directors held after her appointment during
the fiscal year under review. She proactively expressed her opinions based on her career asa professional in corporate public relations, investor relations, and human resources strategy
Hanako Muto
and organizational transformation consulting. She fulfilled her duty to ensure appropriate andsound decision-making by providing supervision and advice, especially on risk management
and reinforcing governance.
Audit andTanaka attended all 13 Meetings of the Board of Directors and all 12 Meetings of the Audit
Supervisory
and Supervisory Board held during the fiscal year under review. He made statements to
Board
Kazuaki Tanaka ensure the appropriate decision-making based on his experience gained through his service
Memberas the management of major general trading company. He also made necessary statements
at the Meetings of the Audit and Supervisory Board.
Fujitani attended all 13 Meetings of the Board of Directors and all 12 Meetings of the
Audit and Supervisory Board held during the fiscal year under review. He made statements
Yutaka Fujitani to ensure the appropriate decision-making based on his experience gained at financial
institutions and audit corporations. He also made necessary statements at the Meetings of
the Audit and Supervisory Board.
Vellekoop attended 12 out of 13 Meetings of the Board of Directors and 11 out of 12
Meetings of the Audit and Supervisory Board held during the fiscal year under review. He
Cees Vellekoop made statements to ensure the appropriate decision-making based on his experience gained
through his career as a lawyer. He also made necessary statements at the Meetings of the
Audit and Supervisory Board.
Okamura attended all 13 meetings of the Board of Directors and all 12 Meetings of the
Audit and Supervisory Board held during the fiscal year under review. He made statements
Kenichiro
to ensure the appropriate decision-making based on his experience gained through his
Okamuracareer as a certified public accountant. He also made necessary statements at the Meetingsof the Audit and Supervisory Board.
Title

Name

6

•

Matters related to the Accounting Auditor

1. Name of the Accounting Auditor
Deloitte Touche Tohmatsu LLC

2. Fee for the Accounting Auditor
Items

Amount of remuneration

Amount of remuneration for accounting audit within this fiscal year

¥42 Million

Total amount of money and property benefits to be paid to the Accounting Auditors by the Company and its subsidiaries¥47 Million(Note) In the audit contract between the Company and the Accounting Auditor, remuneration for audits based on the Companies Act and on the Financial Instruments andExchange Act are not separated, nor can they be effectively separated. As such, the total amount of remuneration is stated in the table above.

3. Reasons for the Audit and Supervisory Board to accept the fee for the Accounting Auditor
The Audit and Supervisory Board agreed with the fee for the Accounting Auditor in accordance to the Companies Act
Article 399-1, after examining the appropriateness of its audit plan and number of audit hours and its performance in theprevious fiscal year in line with the “Practical Guidelines Regarding Cooperation with Accounting Auditors” publishedby the Japan Audit & Supervisory Board Members Associations.

4. Policy regarding decisions to dismiss or not to reappoint the Accounting Auditor
Suppose the Accounting Auditor falls under any grounds outlined in Article 340, Paragraph 1 of the Companies Act. In
this case, the Audit and Supervisory Board Member shall dismiss the Accounting Auditor subject to unanimous consent.
If they determine the dismissal, a member selected by the Audit and Supervisory Board shall report the dismissal and its
reasons at the first General Meeting of Shareholders to be convened after the event.
The Audit and Supervisory Board shall consider the status of the Accounting Auditor’s performance, the quality of
the audit, and other factors in a comprehensive manner. The Board of Directors can propose the dismissal or nonreappointment of the Accounting Auditor to the General Meeting of Shareholders based on such determination.

7•

System to ensure appropriate business execution and status of its operation(1) System to ensure appropriate business execution
CYBERDYNE’s Board of Directors has resolved the following proposal regarding the system to ensure
appropriate business execution of Directors that complies with the law and the Articles of Incorporation.

① Systems to ensure appropriate business execution of Directors and employees of CYBERDYNE, INC. (the“Company”) and its subsidiaries (collectively referred to as the “Group”) that complies with the law and
the Articles of Incorporation
The Company shall establish regulations concerning the compliance system, including the Corporate Code of
Conduct. This regulation shall be established to ensure business execution by the Directors and employees of
the Group that comply with laws, Articles of Incorporation, and internal rules. The Company shall assign one ofits Directors to supervise the Group’s initiatives for compliance across the board. The Company shall establish,
develop, and maintain the compliance system. The Company shall also conduct seminars, audits, and crisis
management to ensure that all Directors and employees of the Group are fully aware of compliance. This will
enable all Group members to identify and resolve any problems to compliance as necessary.
The Company shall establish an Affiliated Company Management Policy to ensure the appropriate businessexecution of its subsidiaries. According to this policy, the Company shall appoint directors (and auditors, if
necessary) of major subsidiaries. The Company shall also approve important matters subsidiaries and take chargeof some of their administrative work at the headquarters to ensure the appropriate business execution.
The Company shall establish an Internal Audit Office under the direct control of the President and CEO. The
Internal Audit Office shall conduct internal audits according to the Internal Audit Policy and the AffiliatedCompany Management Policy. The office shall conduct an audit to verify whether the Group complies withthe law, Article of Incorporation, and internal regulations. The Internal Audit Office will also conduct an audit
concerning risk management. The result shall be reported to the President and CEO, the Audit and Supervisory
Board, and the Board of Directors.
The Company shall establish the Hotline System Policy and operate it as a means for Group employees todirectly provide information on legally questionable activities. Information provided orally, via e-mail, chat,opinion box, etc., shall also be subject to the Hotline System Policy.

② System to store and manage information related to the business execution of Directors

The Company shall stipulate the method of storing and managing information related to business execution in
the Document Management Policy. According to the law and the policy mentioned above, Group members shallrecord and store such information in documents or electromagnetic media.
Directors and Audit and Supervisory Board Members shall have access to such information at all times.

③ System to store and manage information related to the business execution of Directors

To strengthen the Group’s risk management system, the designated Director shall determine a department
responsible for each risk category. Each department shall confirm the risk scope and risk profile and establish selfassessment rules and guidelines. The Director in charge of finance shall monitor cross-organizational risks andtake company-wide measures. The President and CEO shall promptly appoint a Director or head of department
to handle any new risks.

8

④ Systems to ensure efficient business execution of the Groups Directors
As a system to ensure efficient business execution of the Groups Directors, the Board of Directors shall hold aregular meeting according to annual schedule. It shall also hold extraordinary meetings when necessary.
Status of business execution related to the resolution at the Board of Directors shall be reported at the Board of
Directors by the assigned Director or the department head regularly. The Audit and Supervisory Board Members
shall audit the reports made.
The Company shall make a mid-term management plan reflecting the changes in the business environment as
necessary and report its progress to the Board of Directors as appropriate.
To ensure business execution of the Directors of subsidiaries is performed efficiently, the Company shallestablish an Affiliated Company Management Policy to operate the subsidiaries under the control of thedepartment responsible.

⑤ System to enable subsidiaries to report matters related to the business execution of their directors to theCompany he Company shall establish an Affiliated Company Management Policy, and subsidiaries shall report the statusTof business execution as necessary to the department responsible in the Company according to the policy.

⑥ Matters concerning employees who are to assist the duties of Audit and Supervisory Board Members

Suppose the Audit and Supervisory Board requests the assignment of employees to assist in the performanceof its duties. In that case, the Board of Directors may, after consultation with the Audit and Supervisory Board,
assign appropriate assistant employees or ask employees to serve concurrently with their existing tasks.
The Audit and Supervisory Board shall have the command over such employees, and the employee shall not be
subject to the order of the Directors. The Company shall obtain the consent of the Board of Audit and Supervisory
Board Members concerning the performance evaluation and transfer of such employees.

⑦ Systems for Directors and employees of the Group, and a person communicating with them to make areport to Audit and Supervisory Board Members

The Directors and employees of the Group shall promptly report the Audit and Supervisory Board Member about
violation of legal matters, misconduct, or facts that may cause significant damage to the Company. According to
the regulations and the established Auditing Standards and the auditing standards of Corporate Auditors, when an
Audit and Supervisory Board Member asks for reports, the Directors and employees of the Group shall promptly
comply. To make comprehensive feedback, the Directors and employees of the Group shall gather information to
the best of their ability, including the utilization of the hotline system and hearing from the Accounting Auditors.
According to the Hotline System Policy, the Director in charge of compliance shall share what was reported
through the Hotline System to the Board of Directors. The Company shall communicate the details of the report
and the results of the investigation with the full-time Audit and Supervisory Board Member.
The Company's Internal Audit Office shall report their work to the Audit and Supervisory Board Members. In
addition, the Director in charge of compliance shall report the status of compliance in the Group to the Audit andSupervisory Board Members as necessary.

9⑧ System to ensure that those who report to Audit and Supervisory Board Members are not treateddisadvantageously
The Company shall not give any disadvantageous treatment to any person who has reported to the Audit andSupervisory Board Members because of such report.

⑨ Policy on the treatment of audit fees

Suppose an Audit and Supervisory Board Member asks for advance payment or reimbursement of expenses.
In that case, the Company shall promptly comply unless it is clear that the claim is unrelated to the businessexecution of the relevant Audit and Supervisory Board Member.

⑩ Other systems to ensure effective audits of the Audit and Supervisory Board Members

The Directors and employees of the Group shall be available for interviews, on-site inspections, and otherinvestigations by the Audit and Supervisory Board Members when necessary.
The Company shall grant sufficient opportunities to Audit and Supervisory Board Members to enable
an exchange of opinions with Directors, Accounting Auditors, and other persons necessary for the proper
performance of their duties.
The Company shall allow the Audit and Supervisory Board Members to coordinate with the counterparts of thesubsidiaries and collect information from the employees of subsidiaries if requested.
(2) Status of the systems to ensure the appropriate business execution
The Group established the system and is working to implement it. The following are main initiatives implemented
during the fiscal year under review considered essential for internal control.

① Systems concerning compliance

All Group members strive to comply with the law according to its policies concerning compliance. To detect/prevent compliance violations, the Group operates a hotline system. The Group informs all affiliated parties to
use the system as necessary.

② Systems concerning risk management

The Director in charge designates a department responsible for each risk category to monitor and respond to therisk situation. The implementation status is subject to internal audits and audits by the Audit and Supervisory
Board.

③ Systems concerning effective business execution of Directors

The Company holds meetings of the Board of Directors according to annual schedule and holds additional
meetings as necessary. At the meeting, the status of business execution (including the business of subsidiaries) is
reported to track the progress of business performance for the fiscal year.

10This is an English translation of financial statements as well as notes to financial statements,
originally in Japanese. Japanese original were audited by Deloitte Touche Tohmatsu LLC.

Consolidated financial statements

Consolidated statements of changes in shareholders’ equity (from April 1, 2023 to March 31, 2024)
Unit : Millions of yen
Equity attributable to owners of parent
Share capital

Capital surplus

Treasury shares

Financial assets measured
at fair value through othercomprehensive income

Other components of equity
Foreign currencytranslation adjustments offoreign operations

Stock acquisition rights

April 1, 2023

10

42,877-1,188-1,270272

19Profit (loss)

—

—

—

—

—

—

Other comprehensive income

—

—

—

-59

251

—

—

—

—

-59

251

—

Share-based payment transactions

—

7

—

—

—

—

Acquisition of treasury shares

—

—

-0

—

—

—

Equity transaction with non-controlling interest

—

-73

—

—

—

—

Other

—

Total comprehensive income

—

—

—

—

—

Total transaction with owners

—

-66

-0

—

—

—

March 31, 2024

10

42,811-1,188-1,329523

19Equity attributable to owners of parent
Other components of equity
Total

Retained earnings

Non-controlling interests

Total

Total equity

April 1, 2023

-979

1,381

42,101-118

41,983

Profit (loss)—-1,476-1,476-172-1,648

192

—

192

-21

172

192

-1,476-1,284-193-1,477

Share-based payment transactions

—

—

7

—

7

Acquisition of treasury shares

—

—

-0

—

-0

Equity transaction with non-controlling interest

—

—

-73

31

-42

Other

—

—

—

5

5

—

—

-66

36

-30

-787

-95

40,752-275

40,477

Other comprehensive income
Total comprehensive income

Total transaction with owners
March 31, 2024
(Rounded off to the closest millions of yen)11

Notes to consolidated financial statements(Important items that form the basis for preparing the Consolidated Financial Statements)(1) Basis of preparation of consolidated financial statements
The consolidated financial statements of CYBERDYNE, INC. (the “Company”) and its group companies(collectively referred to as the “Group”) have been prepared by International Accounting Standards (“IFRS”)
according to Article 120, Paragraph 1 of the Ordinance on Accounting of Companies. Certain items of theconsolidated financial statements required by IFRS are omitted following other descriptions in Paragraph 1 ofthe ordinance mentioned above.
(2) Scope of consolidation
Status of consolidated subsidiaries
Number of consolidated subsidiaries: 14 companies
Names of major consolidated subsidiaries:‌Suzuka Robo Care Center Co., Ltd., Shonan Robo Care Center Co., Ltd., Oita Robo Care Center Co., Ltd.,
Cyberdyne Care Robotics GmbH, CYBERDYNE USA INC., CEJ Capital Inc., Cybernics Excellence
Japan Fund 1 Investment Limited Partnership, C2, Inc, RISE Healthcare Group, Inc., LeyLine GmbH
(3) Scope of equity method
Status of affiliated companies included in the scope of the equity method
Number of affiliated companies included in the scope of the equity method: 1 company
Names of affiliated companies included in the scope of equity method:
Shisei Datum Ltd.
Status of jointly controlled companies included in the scope of the equity method
Number of jointly controlled companies included in the scope of the equity method: 1 company
Names of jointly controlled companies included in the scope of equity method:CYBERDYNE Omni Networks, INC.
(4) Accounting policy① Valuation standards and methods for financial assets(i) Initial recognition and measurement
The Group classifies its financial assets into financial assets measured at fair value through profit or loss,
financial assets measured at fair value through other comprehensive income, and financial assets measured
at amortized cost.
The Group recognizes and derecognizes all purchases and sales of financial assets in the ordinary courseof business on a settlement date basis. A purchase or sale in the ordinary course of business is a purchaseor sale of a financial asset that requires delivery of the assets within a period that is generally accepted bymarket rules or practices.
All financial assets are measured at fair value plus transaction costs, except for financial assets measured
at fair value through profit or loss.
A financial asset is classified as a financial asset measured at amortized cost if it meets both of the following
requirements.
• If the assets are held according to a business model where the objective is to keep it to collect contractual
cash flows

12• If the contractual terms of the financial asset result in cash flows that are solely payments of interest on
the principal and principal balance.
Financial assets other than financial assets measured at amortized cost are classified as financial assets
measured at fair value.
For equity instruments measured at fair value, the Group designates whether if it should be measured
at fair value through profit or loss or fair value through other comprehensive income. The Group shallmaintain the measurement method for each financial instrument once it is determined. An exception applies
to the financial instruments held for trading, which shall be measured at fair value through profit or loss.
(ii) After the initial recognition, the financial assets are measured according to their classification as follows(a) Financial assets measured at amortized cost
Financial assets measured at amortized cost are measured at amortized cost using the effective interest
method(b) Financial assets measured at fair value
Changes in the fair value of financial assets measured at fair value are recognized in net income.
However, for fair values of equity instruments designated for measurement through other comprehensive
income, changes in fair value are recognized in other comprehensive income. Dividends from such financial
assets are recognized as profit or loss for the relevant fiscal year as part of financial income.
(iii) Derecognition of financial assets
The Group derecognizes a financial asset when the contractual rights to the cash flow from the asset expire
or when the Group substantially transfers all of the risks and rewards of ownership of the financial asset.
Suppose the Group retains control over the transferred financial asset. In that case, the Group will recognize
liability concerning the asset to the extent of the Group's continuing involvement.
(iv) Impairment of financial assets
The Group recognizes an allowance for doubtful accounts for expected credit losses for financial assets
measured at amortized cost.
At the end of each period, the Group assesses whether the credit risk associated with each financial asset
has increased significantly from the date of initial recognition.
Suppose the credit risk associated with a financial instrument has not increased significantly since initialrecognition. In that case, the allowance for doubtful accounts will be measured at an amount equal to the
expected credit loss over 12-months. Suppose the credit risk increased significantly since initial recognition.
In that case, the allowance for doubtful accounts will be measured at an amount equal to the expected credit
loss for the entire period.
The Company judges whether there is a significant increase in credit risk based on changes in the riskof default. The risk of default is considered from factors such as downgrades in internal credit ratings,
deterioration in the business performance of counterparties, and past-due information.

13

Suppose the credit risk associated with a financial asset is deemed low at the end of each period.
In that case, the Company assesses that the credit risk has not significantly increased since initial recognition.
The Group estimates expected credit losses on financial assets in a manner that reflects the following.
• An unbiased, probability-weighted amount calculated by evaluating a range of possible outcomes• The time value of the money• Reasonable and supportable information about past events, current conditions, and projections of future
economic conditions available at the reporting date without undue cost or effort
The amount related to such measurement is recognized in profit or loss.
Suppose an event occurs after the recognition that causes impairment loss. In that case, the decrease in the
impairment loss will be reversed in profit or loss.

② Valuation standards and methods for inventories
Inventories are measured at whichever is lower between the acquisition cost and net realizable value. Acquisition
cost is determined by the specific identification method for finished products and work in process. Acquisition
cost is determined by the moving average method for merchandise and raw materials. The cost of inventories
shall comprise all costs of purchase, costs of conversion, and other costs incurred in bringing the inventories totheir present location and condition. Net realizable value is the estimated selling price in the ordinary course ofbusiness, less the estimated costs of completion and the estimated costs necessary to make the sale.
③ Depreciation methods of property, plant and equipment
The cost of property, plant and equipment are stated at cost, net of accumulated depreciation and accumulated
impairment losses.
The cost of property, plant and equipment includes costs directly relating to the acquisition of assets,
dismantling and removing the assets, and restoration costs.
Depreciation expense for assets except for land and construction in progress is recognized mainly by thestraight-line method over the respective estimated useful lives. The estimated useful lives of major asset items
are as follows
Buildings and structures			3 to 50 years
Operating lease assets			
5 years
Tools, furnitures and fixtures		
2 to 20 years
The estimated useful lives, residual values, and depreciation methods are reviewed at the end of each fiscal
year. Any changes will be applied prospectively as changes in accounting estimates.
④ Leases
The Group judges whether the contract is a lease or contain a lease when entering into a contract.
The Group will regard a contract as a lease or contract containing a lease if it transfers the right to control theuse of a specified asset in exchange for consideration over a specified period.
Leases as lessee
The Company recognizes a right-of-use asset and lease liability at the start date of the lease.

14

Right-of-use assets are initially measured at the initial measurement of the lease liability, lease payments
made before the start date, and adjustment of direct costs incurred at that time.
After initial recognition, right-of-use assets are depreciated on a straight-line basis over the shorter of theuseful life or the lease term. The lease term is measured as the period that includes a non-cancelable term of
the lease, the period covered by the option to extend the lease if it is reasonably certain that the option will be
exercised, and the period covered by the option to terminate the lease if it is reasonably certain that the option
will not be exercised.
Lease liabilities are initially measured at the present value of the total lease payments, discounted at thecalculated interest rate of the lease, or at the rate of additional borrowing by the lessee.
Lease payments are allocated to finance costs and repayments of lease liabilities based on the interest
method, with finance costs recognized in the consolidated statement of profit or loss.
For short-term leases with a lease term of 12 months or less and leases with a small underlying asset, theCompany does not recognize a right-of-use asset or lease liability. Instead, the Company will recognize thelease payment as expenses on a straight-line basis over the lease term or on some other regular basis.
Leases as lessor
The Group classifies each lease as a finance lease or an operating lease when entering the lease contracts.
In classifying each lease, the Group comprehensively evaluates whether or not all of the risks and economic
values associated with ownership of the underlying asset are substantially transferred. The Company classifies
leases as finance leases if they are transferred and operating leases if they are not. As part of this evaluation,
the Company considers specific indicators, such as whether the lease term, based on the non-cancelable term,
represents a significant portion of the underlying asset's economic life. Products and devices such as HAL,
which are leased under operating leases, are presented as operating lease assets in the consolidated statementsof financial position.
In finance leases, the Company recognizes revenue, cost of sales, and gain or loss on sales following thepolicy on sales for which IFRS 15 applies, at the start date when the Company leases as a manufacturer or
distributor.
⑤ Goodwill
Goodwill arising from a business combination is initially measured at the excess of the purchase price,measured at the acquisition date, over the fair value of the identifiable assets and liabilities of the acquiree, andis not amortized. Goodwill is stated at cost less accumulated impairment losses in the consolidated statementsof financial position.
⑥ Depreciation methods of intangible assets
Individually acquired intangible assets are measured at cost upon initial recognition.
Intangible assets are amortized on a straight-line basis over their respective estimated useful lives after initialrecognition, except for intangible assets with indefinite useful lives. The amount is presented at cost lessaccumulated amortization and accumulated impairment losses.

15

All expenditures are recorded as expenses in the period in which they are incurred, except for development
costs that qualify for capitalization for internally generated intangible assets.
The estimated useful lives of major intangible assets are as follows. There are no intangible assets withindefinite useful lives.
Software					5 years
Patents					8 years
Customer related assets			
3 years
The estimated useful lives, residual values, and depreciation methods are reviewed at the end of each fiscal
year. Any changes are applied prospectively as a change in accounting estimates.
⑦ Impairment of non-financial assets
For non-financial assets other than inventories, the Company assesses indication that suggests impairment of
the asset or cash-generating unit at the end of each reporting period. If any sign is found, the Company shallperform an impairment test to assess its recoverability.
A cash-generating unit is the smallest unit of an asset group generating cash inflows largely independent fromother assets or asset groups.
When assessing recoverability, the higher of fair value after deducting the disposal cost or value in use isused to calculate the amount that can be recovered. Suppose the recoverable amount is less than the carrying
amount. In that case, the carrying amount is reduced to the recoverable amount. The amount is recognized as an
impairment loss in profit or loss. When testing goodwill for impairment, the cash-generating units to which the
goodwill is allocated are combined so that the impairment test reflects the smallest unit related to the goodwill.
Goodwill acquired in a business combination is allocated to the cash-generating units expected to benefit
from the synergies of the combination. Any impairment loss recognized concerning a cash-generating unit isallocated first to reduce the carrying amount. The carrying amount of other assets within a cash-generating unit
is proportionately reduced by the amount of asset. The value in use is the present value of future cash flows
expected to be generated by an asset or cash-generating unit.
Impairment losses related to goodwill have not been reversed. For reversals of impairment losses on otherassets or cash-generating units, the Group conducts an assessment at the end of each reporting period. This is toassess the indication of elimination or reduction of impairment in the assets or cash-generating units recognizedwith impairment losses in prior periods. Suppose the recoverable amount exceeds the carrying amount of
the asset or cash-generating unit. In that case, the impairment loss is reversed up to the carrying amount of
impairment loss if it was not recognized in prior periods, less any necessary amortization or depreciation.
⑧ Provisions
Provisions are recognized when the Group has a present legal or constructive obligation due to past events, anoutflow of economic resources will likely be required to settle the obligation, and a reliable estimate can bemade of the amount of the obligation.
Suppose the time value of money is significant. In that case, the estimated future cash flows are discounted totheir present value using a pre-tax interest rate that reflects the time value of money and the risks inherent in theliability. Any rebate of the discounted amount over time is recognized as a finance cost.

16

⑨ Employee Benefits
Short-term employee benefits are not discounted but are charged to expense when the related services are
rendered. Bonuses are recognized as a liability when the Company has a present legal or constructive obligation
to pay them and when the amount can be estimated reliably. The amount estimated to be paid under the benefits
mentioned above is recognized as a liability.
The cost of paid vacations is recognized as a liability when the employee provides service that increases theright to paid vacation in the future.
⑩ Standards for recording revenue
The Group recognizes revenue for contracts with customers, excluding interest and dividend income,following IFRS 9 Financial Instruments by applying the following steps.
Step 1: Identify the contract with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when the entity satisfies a performance obligation
For details, please refer to "(Notes to consolidated statements of profit or loss) (Revenue)."⑪ Foreign currency transaction(i) Foreign currency transactions
Foreign currency transactions are translated into the functional currency of each company in the Group at
the exchange rate prevailing on the transaction date or at a rate that approximates such rate.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency
at the exchange rate prevailing at the balance sheet date.
Translation differences arising from translation or settlement are recognized in profit or loss. However,financial assets measured through other comprehensive income are recognized in other comprehensive
income.
(ii) Financial statements of foreign operations
Assets and liabilities of foreign operations are translated into Japanese yen using the exchange rate at theend of each period. Income and expenses are translated into Japanese yen using the average exchange rate
for the period unless there were significant exchange rate fluctuations. Translation differences arising fromthe translation of foreign operations' financial statements are recognized in other comprehensive income.
Translation differences arising from the translation of foreign operations are recognized in profit or loss inthe period in which the foreign operations are disposed of.
⑫ Significant accounting policy related to Cybernic Excellence Japan Fund 1 Investment Limited
Partnership(i) Consolidation of Cybernic Excellence Japan Fund 1 Investment Limited Partnership by the Company
The Company consolidates Cybernic Excellence Japan Fund 1 Investment Limited Partnership due to the17following reasons.
The Company is practically making the decision for CEJ Fund through the Companies consolidated
subsidiary CEJ Capital, Inc. (GP/unlimited liability partner of CEJ Fund). This falls under the definition of"control" described in IFRS 10 Consolidated Financial Statements.
Management fees and contingency paid from CEJ Fund to CEJ Capital, Inc., that acts as the GP, areeliminated in consolidation as inter-company transactions.
(ii) Investment by CEJ FundFor equity instruments at fair value, the Company designates whether to measure each equity instrument
at fair value through profit or loss or fair value through other comprehensive income. This does not apply
to equity instruments held for trading, as it must be measured at fair value through profit or loss. Once theequity instruments are designated, the Company maintains the designation on an ongoing basis.
(iii) Equity interest of limited partners (LP's) in the CEJ Fund
The CEJ Fund will make a capital contribution request ("Capital Call") to each LP that invests in the fund.
(a) Equity interests of LP other than the Company
The CEJ Fund has a predetermined term (up to 12 years from the effective date) in the limited liability
investment partnership agreement. After the predetermined period, the interests in the CEJ Fund held
by LPs other than the Company that invests in the CEJ Fund ("External Investors") will be distributed
and refunded. As such, it is recorded as a liability in the consolidated statement of financial position as
third-party interest in CEJ Fund and classified as financial liabilities measured at amortized cost. The
carrying amount of the liability represents the amount of equity attributable to the External Investors
under the limited partnership agreement, assuming CEJ Fund is liquidated at the end of each quarter.
The third-party interest in CEJ Fund fluctuates depending on payments from external investors basedon capital calls, distributions and withdrawals to external investors, and the performance of the CEJ
Fund. The change due to performance of the CEJ Funds is included in Gains (losses) related to CEJ
Funds in the consolidated statements of profit or loss. In addition, gains (losses) related to CEJ Fund
includes the costs of establishing and managing the CEJ Fund.
(b) E quity interest of the Company
The Company’s equity investment in the CEJ Fund as an LP will be eliminated on consolidation.
(Notes on Changes in Accounting Policies)
The accounting policies applied by the Group in its consolidated financial statements that are significant are thesame as those applied in the consolidated financial statements for the previous fiscal year, except for the following
IFRS
IAS 12

Corporate income tax

Summary of New and Revised
Clarify accounting for deferred taxes on leases and disposal obligations

The adoption of the above standards did not have a material impact on the consolidated financial statements.

18

(Notes on accounting estimates)
The following is a list of items that were recorded in the consolidated financial statements for the fiscal year underreview that may have a material impact on the next fiscal year
1. Valuation of property, plant and equipment(1) Amount recorded in the consolidated financial statements for the fiscal year under review
				Operating lease assets		¥359 million
				Property, plant and equipment	¥13,237 million				Right-of-use asset			¥482 million				Goodwill¥2,134 million
				Intangible asset			
¥48 million(2) Information that contributes to understanding the content of accounting estimates
As described in Important items that form the basis for preparing the Consolidated Financial Statements, (4)Accounting policies, ⑦ Impairment of non-financial assets, for non-financial assets listed in (1) above, theCompany searches for an indication that the assets or cash-generating units may be impaired as of the end ofeach reporting period. If so, the Company conducts an impairment test to assess the recoverability.
As the Group's operating results are still in the negatives, the Group has identified indications of impairment
in the cash-generating units to which the assets in (1) above belong. In performing the impairment test, therecoverable amount of the cash-generating units is measured by the higher amount between the fair value
after deducting the cost of disposal and value in use. The value in use is calculated as the discounted present
value of the estimated future cash flows. The future cash flows are based on the business plan approved by
the management. To calculate the future cash flow after the period covered by the business plan, the Groupcalculates its growth rate, taking into account future uncertainties.
The key assumptions used in estimating the value in use are the estimated future cash flows in the businessplan and the discount rate. This is calculated based on the weighted average cost of capital.
The projections mentioned above are subject to a high degree of uncertainty. As such, the predictions may
significantly impact estimates of value in use.
(3) Impairment loss
In the consolidated fiscal year under review, the Company examined the future recoverability of fixed assets
such as goodwill and other assets of the Group's consolidated subsidiaries and recorded an impairment loss of¥660 million (including ¥643 million for goodwill and ¥17 million for intangible assets) in “Other expenses”
in the consolidated statements of profit or loss.
To expand business in the healthcare field the Company acquired C2 Inc. (“C2”) in 2021, which develops
and operates the “Sound Sleep Alarm” healthcare application for smartphones.Due to aggressive investment
in advertising after the acquisition, the number of paid service users of “Sound Sleep Alarm” has doubled toover 30,000.
However, after reviewing C2's management policy in consideration of the cost-effectiveness of C2's advertising
investment and its impact on our consolidated performance, we have decided to operate C2 with a reduced
scale of investment in advertising in order to prioritize the improvement of operating income.

19

In light of this decision, the amount was reduced to the recoverable amount because the future earnings initiallyassumed for the acquisition are no longer expected.
2. Valuation of fair value of financial instruments(1) Amount recorded in the consolidated financial statement for the fiscal year under review
Financial instruments classified as level 3 of other financial assets (unlisted stocks, etc.):  ¥14,400 million(2) Information that contributes to understanding the content of accounting estimates
It is described in Important items that form the basis for preparing the Consolidated Financial Statements, (4)Accounting policies, ① Valuation standards and methods for financial assets and for non-financial assets andNotes on financial instruments Status of financial instrument (3) Fair value of financial instruments.
(Notes to consolidated statement of financial position)(1) Allowance of doubtful accounts deducted directly from the assets
		Trade and other receivables				¥23 million(2) Accumulated depreciation and impairment loss on property, plant and equipment ¥4,280 million¥464 million(4) Amount of reduction entry deducted from acquisition cost due to government subsidies, etc.
		¥631 million
			 Buildings		
(3) Accumulated depreciation and impairment loss on right-of-use asset

			Machinery and equipment				¥145 million
			Tools, furniture & fixtures				¥211 million
			Land						¥96 million
			Software						¥6 million(5) Overdraft agreement
The Group has concluded overdraft agreements with banks for the efficient procurement of working capital.
The balance of unused lines of credit related to overdraft agreements at the end of the consolidated fiscal year
under review is as follows.
¥800 million
			 Maximum limit of total line of credit
			 Balance of used line of credit					 Balance of unused line of credit

20


		



¥ – million¥800 million

(Notes to consolidated statement of profit or loss)(Revenue)
Detail of aggregation of revenue are set forth below
Timing of revenue recognition
Service transferred over time					Asset transferred at a point of time					Service transferred at a point of time							Total 							






¥2,301 million¥273 million¥1,779 million¥4,354 million(Note) Since the Group operates under a single segment of business, segment information on revenue is omitted.

Service transferred over time
Service transferred over time includes rental income based on the individual rental contract, maintenance income
based on the maintenance contract of finance lease income where the Group acts as a lessor of the right-of-use asset,
and subscription fees from the provision and operation of smartphone applications.
The Group recognizes rental income as income generated throughout the rental period after the customer accepts
the relevant product by either of the following methods. Pay-per-use model is based on times of product usage eachmonth, and the base fee model is based on the fixed monthly price.
The Group recognizes maintenance income as a performance obligation satisfied over time. The Company records
this revenue during this contract period based on the average amount.
The Group recognizes usage fee revenue from the provision and operation of smartphone applications over time,
as services are provided through the applications over a fixed period.
Asset transferred at a point of time
The asset transferred at a point of time includes revenue from sales of commodities and products based on thesales contract.
The Group mainly determines the performance obligation of sales of commodities and when the customer
accepts the relevant product. The Group receives most of the payment within one month from the point ofsatisfying the performance obligation. Regarding the transaction price, there is no significance in the amount ofsales revenue that includes variable consideration. Furthermore, there are no significant financial components inthe amount of promised consideration.
Furthermore, if the Group acts as a lessor of right-of-use of its devices such as HAL, it classifies the relevant
lease as a finance lease. Finance lease income is processed in the same way as cases where the Group acts as
a lessor of manufacturer or distributor of sales of goods. The Group determines that performance obligation issatisfied at the point of customer acceptance, and the Group recognizes the revenue simultaneously.

21

Service transferred at a point of time
Service transferred at a point of time includes revenue from offering Cybernic Treatment and training services at
Cybernics Treatment Center and Robocare Centers to end-users (such as patients). It also has payment received
for providing outcomes of consigned research projects.
The Group determines the performance obligation of Cybernics Treatment, as well as training services when theprovision of such services is completed. The Group determines the performance obligation of providing outcomesof consigned research projects when the customer inspects and accepts the result.
The basis for recognizing revenues is stated in the "(4) Accounting policy ⑩ Standards for recording revenue" inthe Important items that form the basis for preparing the Consolidated Financial Statements section.
(3) Information to understand the amount of revenue① Change in contract balance
Receivables and contract liabilities arising from contracts with customers are broken down as follows
Balanceat the beginning of the fiscal year

Balanceat the end of the fiscal year

Receivables arising from contracts with customers
Accounts receivable-trade¥530 Million¥663 Million

Contract liability
Advances received¥346 Million¥280 Million(Note) The revenue recognized from the beginning balance of advances received is 161 million yen. The amount recognized from performanceobligations satisfied in prior periods was not material in the current period.

② Timing of satisfaction of performance obligation
The periods in which sales revenue is expected to be recognized for maintenance contracts that are
incidental to the sale of goods are as follows.
Within a year

¥29 Million

Year to five year

¥27 Million

Total¥55 Million(Notes to consolidated statement of changes in equity)
1. Total number and class of the issued shares within the consolidated fiscal year ended March 31, 2024
Number of shares issued
as of April 1, 2023
(shares)

Increase (shares)

Number of shares issued
as of March 31, 2024
(shares)

Decrease (shares)

Number of shares issued
Common Shares

137,445,809——

Class B Shares

77,700,000——

77,700,000

215,145,809——

215,145,809

Total

22

137,445,809

2. Type and number of shares to be issued upon exercise of stock acquisition rights at March 31, 2024
(excluding those for which the first day of the exercise period has not yet arrived)
Common Share 22,900 shares(Notes to financial instruments)(1) Capital Management
As an R&D-oriented company, the Group manages its capital to achieve sustainable growth and maximize
corporate value by promoting the research and development of innovative products, clinical and demonstration
research, and the acquisition of various certifications, and by securing profits through the launch of theseproducts and the development of services.
There are no significant capital controls to which the Group is subject.
(2) Financial risk management
The Group is exposed to financial risks (credit risk, liquidity risk, foreign exchange risk, market risk, etc.)
in its business activities. The Group limits fund management to highly secure financial assets to reduce suchrisks. It also only finances by borrowing from financial institutions and issuing bonds.
The Group also has a policy of not engaging in speculative derivative transactions.
① Credit risk management
Credit risk is the risk that the counterparties of the financial assets held by the Group will default on theircontractual obligations, causing financial loss to the Group.
(i) Trade and other receivables
Accounts receivable-trade, which are operating receivables, are exposed to the credit risk of customers.
Concerning this risk, the Group ensures that customers' credit status is subject to internal deliberation andapproval processes at the time of new transactions. In addition, following the Credit Management Policy,
the Company manages due dates and balances for each client and strives to reduce concerns about collection
due to deterioration in financial conditions.
Accounts receivable-other is exposed to the credit risk of customers. However, most of them are settled ina short period.
(ii) Short-term investments
Short-term investments included in cash and cash equivalents and other financial assets are highly secureand liquid financial instruments such as negotiable certificates of deposit.
The carrying amount of financial assets shown in the consolidated statement of financial position after
impairment is the maximum exposure to the credit risk of the Group's financial assets. There are no significant
credit risk exposures for specific counter-parties and no excessive concentrations of credit risk with special
controls.

23

The Group measures expected future credit losses on financial assets measured at amortized cost, mainly
trade receivables, taking into account collectability and significant increases in credit risk, and records anallowance for doubtful accounts. The Group judges whether there is a significant increase in credit risk basedon changes in the risk of default. Upon the judgment, factors such as deterioration of business performanceby the counter-party and information on the maturity date will be considered.
The allowance for doubtful accounts for accounts receivable, which is an essential financial asset for theGroup, is measured by the aggregate expected credit loss for the entire period, but the expected credit loss
is calculated for each individual receivable as a credit-impaired financial asset if any of the following eventsoccur that adversely affect the expected future cash flows.
• Serious financial difficulties of the counter-party• Inability to collect receivables or delays in the collection in response to repeated reminders• Increased likelihood that counter-party will enter bankruptcy or other situations requiring financial
restructuring
In cases where the Group does not have a reasonable expectation of collecting the whole or part of theaccounts receivable, the carrying amount is directly written down, following an internal discussion andapproval process.
The Group does not have an excessive concentration of credit risk for any single counterparty or the groupto which such counterparty belongs. Since the Group's counterparty are companies with high trust, credit
risk is limited. Therefore, the Group has almost no receivables that are past due, and the impact on the
impairment of accounts receivable and allowance for doubtful accounts is minimal.
The Group always sets an allowance for doubtful accounts for trade receivables that do not have asignificant financial component, in an amount equal to the expected credit loss for the entire period.
② Liquidity Risk Management
Liquidity risk is a risk where the Group cannot make payments on due dates to fulfill its obligations to repay
financial liabilities that have become due.
The Company manages liquidity risk by having the Corporate Department update the cash flow plan asnecessary and maintaining a certain amount of liquidity on hand.
The Group manages liquidity risk by preparing appropriate funds for repayment, securing lines of credit
available from financial institutions from time to time, and continuously monitoring cash flow plans andresults.
③ Exchange rate risk management
As the Group conducts business activities overseas, it is exposed to the risk of exchange rate fluctuations
arising from transactions undertaken in currencies other than the Group's functional currency.
As the impact of exchange rate fluctuations on the Group's profit and loss is minimal, this information has
been omitted.
In addition, although the translation of the financial statements of the Group's foreign operations results inchanges in other comprehensive income, the effect of these changes is not expected to be material to the Group.

24

(3) Fair value of financial instruments

Fair value in the consolidated financial statements as of March 31, 2024 are as follows.

Unit : Millions of yen

Amount on consolidated financial statements

Fair value(Financial assets)

Financial assets measured at fair value through amortized costs
89

92

Shares

9,276

9,276

Convertible bonds

4,266

4,266

11

11

1,154

1,154

5,733

5,733

106

106

Leasehold and guarantee deposits
Financial assets measured at fair value through profit or loss

Other
Financial assets measured at fair value through other comprehensive income
Shares(Financial liabilities)
Financial liabilities measured at fair value through amortized costs
Third-party interests in CEJ Fund
Bonds and borrowings

Note: The fair value of security deposits and guarantees is classified as Level 2.

The Group adopts the following measurement methods for the main financial instruments measured at fairvalue:(Cash and cash equivalents, trade and other receivables, other financial assets (current), trade and otherpayables)Carrying amounts approximate fair values because these are settled in the short-term. Therefore, these areomitted from the previous table.
(Other financial assets (non-current))
Fair value of listed shares are measured at the published market price.
The fair value of unlisted stocks and other securities is determined using the most appropriate valuation
technique, such as the most recently available market price, comparable companies’ method, equity in net
assets method based on the most recently available information, or discounted present value of future cash
flows method.
Lease and guarantee deposits are calculated based on the present value of the estimated redemption
schedule, discounted at the yield of long-term, highly secure bonds.
(Third-party interests in CEJ Fund)The carrying amount of the external investor's interest in the CEJ Fund is the amount that would be
attributable to the external investor if the fund were liquidated at the end of each quarter, as the fair value ofthe external investor's interest approximates the carrying amount.
25

(Bonds and borrowing)
Bonds are calculated based on market prices or prices provided by correspondent financial institutions.
The carrying amount of short-term borrowings approximates their fair value because of their shortmaturities.
The carrying amount approximates long-term loans with floating interest rates, as their fair values
approximate them because market interest rates are reflected in the short-term interest rates.
Long-term loans payable with fixed interest rates are calculated based on the present value of future cash
flows discounted at the interest rate applicable if a new similar contract were executed.
(4) Breakdown of the fair value of financial instruments by appropriate classification, etc.

The Group classifies the financial instruments measured at fair value into Level 1 through Level 3
based on the observability of inputs used for the measurement and their materiality.
Level 1: Quoted prices in active markets for identical assets or liabilities (unadjusted)
Level 2: Fair value determined using observable prices other than Level 1 for the assets or liability
directly or indirectly
Level 3:Fair value determined using the valuation technique, including unobservable inputs for theasset or liability
When the Group uses multiple inputs that significantly impact the market value calculation, it classifies
market values into the lowest priority level to which those inputs belong.
Assets:Financial assets measured at fair value
through profit or loss
Other financial assets
Financial assets measured at fair value
through other comprehensive income
Other financial assets

Fair value
Carrying
amountlevel 1
Level 2
Level 3
Total
Millions of yen Millions of yen Millions of yen Millions of yen Millions of yen
13,553

134—

13,41913,553

1,154

174

—

980

1,154

The following is a description of the Group's main financial instruments and the inputs used to determine their fair value.
(Other financial assets (non-current))
The Group measures the fair value of listed shares based on the observable market price. Since listed stocks are traded in active
markets, the Group classifies their fair value under Level 1.
The Group determines the fair value of unlisted shares using the most appropriate valuation technique from the last traded price,comparable companies method, equity in net assets method based on the latest available information, or discounted present value of
future cash flows. The Group classified their fair value under Level 3.

26

(Notes to per-share data)
1. Owner’s equity per share..........................................................................................¥192.93(Note) Owners equity per share are calculated based on the following
Total amount of owner’s equity per share
Amount deducted from total amount of owner’s equity per share
Owner’s equity per share at end of year pertaining to Common Shares and shareequivalent to Common Shares
Number of Common Shares and shares equivalent to Common Shares that is usedin calculation of owner’s equity per share¥40,752 million¥19 million¥40,732 million
211,131,235 shares

2. Basic loss per share....................................................................................................¥6.99(Note) Basic loss per share are calculated based on the following
Loss attributable to CYBERDYNE
Amount not available for Common Shareholders and Shareholders equivalent toCommon Shareholders
Loss attributable to Common Shares and shares equivalent to Common Shares of
CYBERDYNE
Average number of Common Shares and shares equivalent to Common Shares
during the period(Notes on premise of going concern)
There are no items to report27¥1,476 million¥– million¥1,476 million
211,131,236 sharesNon-consolidated financial statements

Non-consolidated statements of changes in net assets (from April 1, 2023 to March 31, 2024)
Unit : Millions of yen
Shareholders' equity
Capital surplus

Share capital
April 1, 2023

10

Legal capital surplus

Other capital surplus

26,714

16,413

Total capital surplus
43,128Retained earnings
Legal retained earnings
0

Changes during the period
Net profit (loss)

—

—

—

—

—

Acquisition of treasury shares

—

—

—

—

—

Net changes in item other thanshareholders’ equity

—

—

—

—

—

Total change of item during year

—

—

—

—

—

March 31, 2024

10

26,714

16,413

43,1280

Shareholders' equity
Retained earnings
Other retained earnings
Total retainied earnings
Retained earnings
brought forward
April 1, 2023

Treasury shares

Total shareholders' equity-1,728-1,728-1,18840,222-1,431-1,431—-1,431

—

—

-0

-0

Changes during the period
Net profit (loss)
Acquisition of treasury shares
Net changes in item other thanshareholders’ equity

—

—

—

—

Total change of item during year

-1,431-1,431-0-1,431March 31, 2024

-3,159-3,159-1,18838,790

Valuation and translation adjustments
Valuation difference
Total valuation andon available-for-saletranslation adjustments
securities

Stock acquisition rights

April 1, 2023

195

195

Total net assets

19

40,435-1,431

Changes during the period
Net loss———

Acquisition of treasury shares

—

—

—

-0

Net changes in item other thanshareholders’ equity

-130

-130

—

-130

Total change of item during year

-130

-130

—

-1,56165

65

1938,874

March 31, 2024

(Rounded off to the closest millions of yen)28

Notes to non-consolidated financial statements(Important items that form the basis for preparing “non-consolidated financial statements”)
1. Evaluation standards and method for important assets(1) Valuation standards and methods for securities

Bonds held to maturity.................................................Amortized cost method (straight-line method)
Other securities
Securities with market value........................................Market value method

Securities without market value....................................Moving average cost method

Shares or investment in subsidiaries and associates ..............Moving average cost method(2) Valuation standards and methods for inventories
Finished goods, work in process......................................Specific cost method

Raw materials and merchandises.....................................Moving average cost method

Supplies...................................................................Last purchase price method
Inventories with reduced profitability were devalued.
2. Depreciation methods of non-current assets(1) Property, plant and equipment
The declining-balance method is adopted. However, the straight-line method is applied to buildings(excluding attached facilities), building fixtures and structures acquired on or after April 1, 2016, assets forlease, and specific tools, furniture, and fixtures.
The useful lives for major assets are as follows.
Buildings..................................................................3 to 50 years

Structure...................................................................10 to 20 years
Machinery and equipment..............................................5 to 7 years

Vehicles....................................................................2 to 6 years

Tools, furniture and fixtures............................................2 to 20 years

Assets for rent.............................................................5 years(2) Intangible assets
The straight-line method was adopted. Software for internal use is amortized using the straight-line method
over the estimated useful lives (within five years)
Software....................................................................5 years

Patent rights................................................................8 years

29(3) Long-term prepaid expenses
Depreciated in equal amounts.
3. Basis for recording allowances
Allowance for doubtful accounts
To prepare for potential credit losses on receivables, the Group records an estimated amount that CYBERDYNE
can’t collect through calculating the historical rate of credit losses for standard receivables and the amountdetermined in consideration of the collectability of individual receivables for doubtful accounts and certain otherreceivables.
4. Basis for recording revenue
The Group recognizes revenue by applying the following steps.
Step 1: Identify the contract with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Calculate the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when the entity satisfies a performance obligation
Further details are stated in "notes on revenue recognition"
5. Other material information regarding the preparation of financial statements(1) Basis for translating foreign-currency-denominated assets and liabilities into Japanese yen
The Group translates foreign-currency-denominated assets and liabilities based on spot exchange rate at thedate of announcement of financial statements. The Group processes translated differences as profit and losses.
Furthermore, Foreign-currency-denominated securities (other securities) are converted into Japanese yen at
the spot exchange rates and the valuation difference is included in the net assets as valuation difference on
available-for-sale securities.
(2) Processing deferred assets
Share issuance cost The entire amount is processed as expenditure at the timing of the issuance30

(Notes to accounting estimates)
The following is a list of items recorded in the financial statements for the fiscal year under review that may have amaterial impact on the next fiscal year.
Valuation of property, plant and equipment(1) Amount recorded in the financial statements for the current fiscal year			Property, plant and equipment	¥13,462 million
			Intangible assets			¥15 million(2) Information that contributes to understanding the content of accounting estimates
For property, plant and equipment listed in (1), the Company searches for an indication that the assets orasset group may be impaired as of the end of each reporting period. If so, the Company determines whether
to recognize an impairment loss on the asset or asset group by comparing the carrying amount of the asset or
asset group with the total undiscounted future cash flows from the asset or asset group.
As the Group's operating results are still in the negatives, the Group has identified signs of impairment inassets listed in (1). To determine whether an impairment loss should be recognized, the Company estimates
the total undiscounted future cash flows based on the business plan approved by the management. The
projections are subject to a high degree of uncertainty. Because of such nature, it may significantly impact
estimates of total undiscounted future cash flow.
(Notes to the non-consolidated balance sheet)
1. Accumulated depreciation deducted directly from the assets
				Property, plant and equipment					
Amount stated above includes accumulated impairment losses
2. Reduction entry deducted from the acquisition cost due to government subsidy, etc.
			Buildings					 
			Machinery & equipment 						Tools, furniture & fixtures						Land					
			Software					

31¥4,227 million¥631 million¥145 million¥211 million¥96 million¥6 million

3. Overdraft agreement
The Company has concluded overdraft agreements with banks for the efficient procurement of working capital.
The balance of unused lines of credit related to overdraft agreements at the end of the fiscal year under review
is as follows.
			Maximum limit of total line of credit¥800 million
			Balance of used line of credit		¥ – million
			Balance of unused line of credit¥800 million
4. Money claims and liabilities toward subsidiaries			
Short-term money claims			¥208 million			Long-term money claims			¥1,443 million			
Short-term money liabilities		¥30 million(Notes to non-consolidated statement of financial position)
1. Business transactions with subsidiaries and associates
Business turnover from operating transactions
			Net sales					
			Other operating transaction					Transaction amount other than business transactions

¥54 million¥180 million¥287 million

2. Loss on valuation of stocks of subsidiaries and affiliates and provision for doubtful accounts of subsidiaries
and affiliates
This item represents valuation loss on stocks of subsidiaries and affiliates and provision of allowance for doubtful
accounts for subsidiaries and affiliates related to C2 Inc., a consolidated subsidiary of the Company.
(Notes to statement of changes in shareholders’ equity)
Number of treasury shares as of the end of fiscal year ended March 31, 2024
			Common Share 		

4,014,574 shares(Notes to tax effect accounting)
The deferred tax liabilities are mainly due to retirement costs for asset retirement obligations.
(Notes to revenue recognition)
Basic information to understand earnings
Service transferred over time
Service transferred over time includes rental income based on the individual rental contract and maintenanceincome based on the maintenance contract of finance lease income where the Company acts as a lessor of the rightof-use asset.

32

The Company recognizes rental income as income generated throughout the rental period after the customer
accepts the relevant product by either of the following methods. Pay-per-use model is based on times of productusage each month, and the base fee model is based on the fixed monthly price.
The Group recognizes maintenance income as a performance obligation satisfied over time. The Company records
this revenue during this contract period based on the average amount.
Asset transferred at a point of time
The asset transferred at a point of time includes revenue from sales of commodities and products based on thesales contract.
The Company mainly determines the performance obligation of sales of commodities and when the customer
accepts the relevant product. The Companyreceives most of the payment within one month from the point ofsatisfying the performance obligation. Regarding the transaction price, there is no significance in the amount ofsales revenue that includes variable consideration. Furthermore, there are no significant financial components inthe amount of promised consideration.
Furthermore, if the Company acts as a lessor of right-of-use of its devices such as HAL, it classifies the relevant
lease as a finance lease. Finance lease income is processed in the same way as cases where the Company acts as
a lessor of manufacturer or distributor of sales of goods. The Company determines that performance obligation issatisfied at the point of customer acceptance, and the Company recognizes the revenue simultaneously.

Service transferred at a point of time
Service transferred at a point of time includes revenue from offering Cybernic Treatment and training services at
Cybernics Treatment Center and Robocare Centers to end-users (such as patients).
The Company determines the performance obligation of Cybernics Treatment, as well as training services when
the provision of such services is completed.
The basis for recognizing revenues is stated in the "4. Standards for recording revenue" in the Important items
that form the basis for preparing the financial statements section.

33

(Notes on transactions with related parties)
Subsidiaries and affiliates
Type

Subsidiary

Name

Ownership ratio ofvoting rights*1

RISE Healthcare Direct ownership of 80%(80%)
Group, Inc.

Relationship with therelated party

Description oftransaction

Transaction amount(millions of yen)

Loan of funds*2

470

Receipt of interests*2

38

Year end balance(millions of yen)

Items

Investment and other1,054

assets (Other)

Loan of funds
Accounts receivable

43(Note) 1. The brackets in the ownership ratio of voting rights indicate the percentage of indirect ownership
2. Loans of funds, interest rates are reasonably determined by taking market interest rates into consideration(Notes to per-share data)
1. Net assets per share.................................................................................................
(Note) Net assets per share are calculated based on the following
Total net assets
Amount deducted from total net assets
Net assets at end of year pertaining to Common Shares and shares equivalent toCommon Shares
Number of Common Shares and shares equivalent to Common
Shares that is used in calculation of net assets per share¥184.03¥38,874 million¥19 million¥38,855 million
211,131,235 shares

2. Net loss per share.........................................................................................................
(Note) Net loss per share are calculated based on the following
Net lossAmount not available for Common Shareholders and shareholders equivalent toCommon Shareholders
Net loss attributable to common shares and shares equivalent to Common Shares
Average number of Common Shares and shares equivalent to Common Shares
during the period¥6.78¥1,431 million¥ – million¥1,431 million
211,131,236 shares

Although there were dilutive shares, diluted net income per share is not disclosed because the Company posted a net loss per share.

(Notes on significant subsequent events)
There are no items to report.

This is an English translation of financial statements as well as notes to financial statements,
originally in Japanese. Japanese original were audited by Deloitte Touche Tohmatsu LLC.
34

Audit report by Audit and Supervisory Board
Audit Report
The Audit and Supervisory Board Members reported the method of audit and the result concerning the performance of Directors during
the 20th business year (from April 1, 2023, to March 31, 2024). The board prepared this Audit Report after deliberation.
1. Method of audits by the Audit and Supervisory Board and each of its members and its scope(1) The Audit and Supervisory Board established the audit policies and determined its assignment of duties. Each Audit andSupervisory Board Member then reported its status and audit results. The Audit and Supervisory Board also received reports from
Directors and Accounting Auditors regarding their business execution and requested an explanation as necessary.
(2) Based on the Auditing Standards established by the Audit and Supervisory Board, audit policies, and assignment of duties, each
Audit and Supervisory Board Members gathered information and prepared a necessary environment for their work. This wasdone by communicating with Directors, the Internal Audit Office, and other employees directly or via the internet. The Audit andSupervisory conducted audits using the following methods.

① The Audit and Supervisory Board Members attended the Meeting of the Board of Directors and other important meetings toreceive reports on the status of their business execution and requested an explanation as necessary. The Audit and Supervisory
Board Members also examined essential documents that were approved to inspected the situation of the corporate affairs andassets at the headquarters. Audit and Supervisory Board Members also communicated with Directors of the subsidiaries toexchange information and received reports as necessary.
② The Audit and Supervisory Board Members received reports from the Directors, employees on the progress of the internal control
system and its operation status and requests for explanations as necessary. The internal control system is essential to ensure that
Directors’ business execution complies with the law and the Articles of Incorporation of the Company. The need to develop sucha system is stipulated in Enforcement Regulations of the Companies Act Article 100, Paragraphs 1 and 3.
③ The Audit and Supervisory Board monitored and verified whether an Accounting Auditor maintained its independence from theCompany and conducted its audit appropriately. The members also received a report from the Accounting Auditor on their businessexecution and requested explanations as necessary. The Audit and Supervisory Board was notified of the system structured by
the Accounting Auditor to ensure that their duty is conducted appropriately (as listed in Article 131 of the Company Accounting
Regulations). The Accounting Auditor designed the system according to the Quality Control Standards for Audits (BusinessAccounting Council, October 28, 2005). The Audit and Supervisory Board Members requested explanations as necessary.

Based on the methods described above, Members of the Audit and Supervisory Board examined the following documents related
to the fiscal year under review:a) The business report and its annexed specifications.
b) The consolidated financial statements (the consolidated statement of financial position, the consolidated statement of profit orloss, the consolidated statements of changes in equity, and the related notes).
c) The non-consolidated financial statements (the non-consolidated balance sheet, the non-consolidated statement of profit or loss,
the non-consolidated statement of changes in equity, and the related notes)

35

2. Results of audit(1) Results of audit on business report, etc.
① We acknowledge that the business report and the annexed specifications fairly present the Company's status and comply withthe applicable laws and regulations and the Company's Articles of Incorporation.

② We acknowledge that no misconduct or material fact constituting a violation of any law or regulation or the Articles ofIncorporation of the Company was found concerning business execution of the Directors.
③
We acknowledge that the Board of Directors' resolutions concerning the internal control systems were appropriate.
We did not find a need to correct the descriptions of the internal control statement in the business report or the Directors'
business execution.
(2) Results of audit on consolidated financial statements
 e acknowledge that the methods and results of the audit performed by the Accounting Auditor, Deloitte Touche Tohmatsu
W
LLC, were appropriate.
(3) Results of audit on non-consolidated financial statements and the annexed specifications
 e acknowledge that the methods and results of the audit performed by the Accounting Auditor, Deloitte Touche Tohmatsu
W
LLC, were appropriate.
May 22, 2024

CYBERDYNE Inc. Audit and Supervisory Board
Full-time Outside Audit and Supervisory Board Member

Kazuaki Tanaka

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Outside Audit and Supervisory Board Member

Yutaka Fujitani

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Outside Audit and Supervisory Board Member

Cornelis Vellekoop

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Outside Audit and Supervisory Board Member

Kenichiro OkamuraSeal36