To our Shareholders

Internet disclosure related to the Notice of the
17th Ordinary General Meeting of Shareholders

June 9, 2021
CYBERDYNE Inc.

Table of contents

Business Report
2 Matters regarding the Company shares
3. Matters regarding Stock Acquisition Rights................................................................................ 2

5 System to ensure appropriate business execution andstatus of its operation......................................... 3

Consolidated financial statements
Consolidated statement of changes in equity and notes to consolidated financial statements .................... 6

Non-consolidated financial statements
Statement of changes in shareholders’ equity and notes to non-consolidated financial statements ............ 21

According to laws, regulations, and Article 22 of the Company’s Articles of Incorporation, the above information isdeemed to have been provided to shareholders by posting it on the Company’s website(https://cyberdyne.jp/company/IR.html)

1

Business Report
2 Matters regarding the Company shares
3. Matters regarding 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.

25 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.

3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 once a month. 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.

4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 once a month 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.

5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, 2020 to March 31, 2021)
Unit : Millions of yen
Equity attributable to owners of parent
Share capital

Capital surplus

Financial assets measured
at fair value through othercomprehensive income

Treasury shares

Other components of equity
Foreign currencytranslation adjustments offoreign operations

Stock acquisition rights

April 1, 2020

26,75326,494

(0)

(880)

6

19

Profit (loss)

—

—

—

—

—

—

Other comprehensive income

—

—

—

(406)

(14)

—

—

—

—

(406)

(14)

—

Capital reduction(26,751)

26,751————

Deficit disposition—(10,355)

—

—

—

—

Acquisition of treasury shares

—

—

(0)

—

—

—

Share-based payment transactions

8

—

—

—

—

—

Equity transaction with non-controlling interest

—

(29)

—

—

—

—

Disposal of subsidiaries

—

—

—

—

2

—

(26,743)

16,367

(0)

—

2

—

10

42,861(0)(1,286)(6)

19

Total comprehensive income

Total transaction with owners
March 31, 2021

Equity attributable to owners of parent
Other components of equity
Total

Retained earnings

Non-controlling interests

Total

Total equity

April 1, 2020

(854)

(8,124)44,268(9)

Profit (loss)

—

(59)

(59)

(12)

(71)

(420)

—

(420)

(2)

(422)

Other comprehensive income

44,259

(420)

(59)

(479)

(14)

(492)

Capital reduction

—

—

—

—

—

Deficit disposition—(10,355)———

Acquisition of treasury shares

—

—

(0)

—

(0)

Share-based payment transactions

—

—

8

—

8

Equity transaction with non-controlling interest

—

—

(29)

33

4

Disposal of subsidiaries

2

5

8

—

8

Total transaction with owners

2

10,360

(13)

33

19

(1,272)

2,177

43,776

10

43,786

Total comprehensive income

March 31, 2021
(Rounded down to the closest millions of yen)6

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: 9 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.
(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 three categories:• Financial assets measured at fair value through profit or loss
• Financial assets measured at fair value through other comprehensive income• Financial assets measured at amortized costThis classification is determined at the time of initial recognition.
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.

7

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• 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.

8

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.
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 38 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.

9

Leases as lessee
The Company recognizes a right-of-use asset and lease liability at the start date of the lease.
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.

10

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.
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
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.
There was no impairment loss recognized for the fiscal year ended March 31, 2021.
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.

11

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.
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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 thefollowing 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) E quity 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 presentation methods)
As Ministerial Ordinance Partially Amending the Ordinance for Corporate Accounting (Ministry of JusticeOrdinance No. 45, 2020) came into effect, Articles 98 and 102-3-2 of the Ordinance for Corporate Accounting
were amended. Following the amendment, the Company included notes on accounting estimates in the notes toconsolidated financial statements from the fiscal year under review.

13

(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		
¥475 million
Property, plant and equipment¥12,206 million
Right-of-use asset			¥337 million
Intangible asset			¥38 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.
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.): ¥6,908 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.
Concerning the impact of COVID-19, it is difficult to predict how the virus will spread in the future. However, theGroup made an accounting estimate based on the assumption that the pandemic situation will gradually be over byaround September of the next consolidated fiscal year.

14

(Notes to consolidated statement of financial position)(1) Allowance of doubtful accounts deducted directly from the assets
		Trade and other receivables				¥3 million(2) Accumulated depreciation and impairment loss on property, plant and equipment ¥3,050 million(3) Accumulated depreciation and impairment loss on right-of-use asset¥110 million(4) Amount of reduction entry deducted from acquisition cost due to government subsidies, etc.

			 Buildings		

		¥631 million¥145 million¥211 million¥96 million¥8 million

			Machinery and equipment							Tools, furniture & fixtures							Land						
			Software						(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¥ – 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 							¥1,273 million¥333 million¥268 million¥1,875 million(Note) Since the Group operates under a single segment of business related to robotics, segment information on revenue is omitted.

Service transferred over time
Services transferred over time include rental income from individual rental contracts and sales from maintenancecontracts related to revenues from finance leases. In both cases, the Company is the lessor of the right-of-use assets.

15

The Group recognizes rental income as income generated throughout the rental period after the customer accepts
the relevant product using the following method. Pay-per-use model based on times of product usage in a monthand base fee model 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 during the period.
Asset transferred at a point of time
Asset transferred at a point of time includes revenue from sales of commodities and products based on the sales
contract.
The Group mainly determines that the performance obligation of sales of commodities and products is satisfied
when the customer accepts the relevant product. The Group receives most of the payment within one monthfrom the point of satisfying the performance obligation. Regarding transaction price, there is no significance inthe amount of sales revenue that includes variable consideration. Furthermore, there are no significant financial
components in the amount of promised consideration.
Furthermore, if the Group acts as a lessor of right-of-use of its devices such as HAL, the Group classifies
the relevant lease as a finance lease. Finance lease income is processed in the same way as cases where theGroup acts as a lessor of manufacturer or distributor of sales of goods. The Group determines that performanceobligation is satisfied when the customer accepts, and the revenue will be recognized then.

Service transferred at a point of time
Service transferred at a point of time includes revenue from Cybernics Treatment and training service at Cybernic
Treatment Center and Robocare Centers to end-users (such as patients).In addition, revenue from the provision of
consigned research and development is also included.
The Group determines that the performance obligation of Cybernic Treatment and training services are satisfied
at the point of completion of such services. The Company considers that the performance obligation for consigned
research and development is satisfied when the customer accepts the output.
(Notes to consolidated statement of changes in equity)
1. Total number and class of the issued shares within the consolidated fiscal year under review
Number of shares issued
as of April 1, 2020
(shares)

Increase (shares)

Number of shares issued
as of March 31, 2021
(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

16

137,445,809

2. Type and number of shares to be issued upon exercise of stock acquisition rights at March 31, 2021
(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. To reduce such risks, the Group limits fund management to highly secure financial assets.
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 counter-parties to 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.

17

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 based on changes in the risk ofdefault. Upon the judgment, factors such as deterioration of business performance by the counter-party andinformation 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.

18

(3) Fair value of financial instruments

Fair value in the consolidated financial statements as of March 31, 2021 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
Leasehold and guarantee deposits

69

76

5,407

5,407

683

683

6

6

1,073

1,073

2,429

2,429

79

79

Financial assets measured at fair value through profit or loss
SharesConvertible bonds
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

Measurement methods of the fair value
The Group adopts the following measurement methods for the main financial instruments measured at fair value:(Cash and cash equivalents, trade and other receivables, other financial assets (current), trade and other payables)
Carrying amounts approximate fair values because these are settled in the short-term.
(Other financial assets (non-current))
Fair value of non-marketable equity securities included in other financial assets is measured by appropriate measurement
methods such as measurement using recently available data. Fair value of leasehold and guarantee deposits is measured
by present value obtained through discounting yield to maturity of long term bonds with high security by plannedschedule of redemption.
(Third-party interests in CEJ Fund)The carrying amount of the third-part interests in CEJ Fund is the amount of equity interest attributable to third-party
investors assuming that the fund is liquidated at the end of each quarter. As such the fair value of the equity interest isdetermined based on the carrying amount of the equity interest.
(Bonds and borrowing)
Corporate bonds are calculated based on market prices or prices provided by financial institutions, etc., with which theCompany has transactions.
The fair value of short-term borrowings is approximately equal to the carrying amount because of their short maturities.
The fair value of long-term debt with floating interest rates is approximately equal to the carrying amount because thefair value reflects the market interest rate in a short period of time.
Long-term loans with fixed interest rates are calculated based on the present value of future cash flows discounted at
the interest rate applied, assuming that a similar contract was newly executed.

19

(Notes to per-share data)
1. Owner’s equity per share¥203.39(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

2. Basic loss per share¥43,776 million¥19 million¥43,757 million
215,137,038 shares¥0.27(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 report20¥59 million¥– million¥59 million
215,137,214 sharesNon-consolidated financial statements

Non-consolidated statements of changes in shareholders’ equity (from April 1, 2020 to March 31, 2021)
Unit : Millions of yen
Shareholders' equity
Capital surplus

Share capital
April 1, 2020

26,778Legal capital surplus

Other capital surplus

26,714—

Total capital surplus
26,714Retained earnings
Legal retained earnings
0

Changes during the period
Reduction of capital
Deficit disposition(26,768)—

26,76826,768———(10,355)(10,355)—

Net loss

—

—

—

—

—

Acquisition of treasury shares

—

—

—

—

—

Net changes in item other thanshareholders’ equity

—

—

—

—

—

Total change of item during year

(26,768)—

16,413

16,413—

10

26,714

16,413

43,1280March 31, 2021

Shareholders' equity
Retained earnings
Other retained earnings
Total retainied earnings
Retained earnings
brought forward
April 1, 2020

(10,355)(10,355)

Treasury shares

Total shareholders' equity(0)43,138Changes during the period
—

—

—

—

Deficit disposition

Reduction of capital

10,355

10,355——Net loss

(527)

(527)

—

(527)

—

—

(0)

(0)

Acquisition of treasury shares
Net changes in item other thanshareholders’ equity

—

—

—

—

Total change of item during year

9,829

9,829

(0)

(527)

March 31, 2021

(527)

(526)

(0)

42,611

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

Stock acquisition rights

April 1, 2020

11

11

19

Total net assets
43,167

Changes during the period
Reduction of capital

—

—

—

—

Deficit disposition

—

—

—

—

Net loss

—

—

—

(527)

Acquisition of treasury shares

—

—

—

(0)

Net changes in item other thanshareholders’ equity

67

67

—

67

Total change of item during year

67

67

—

(460)

March 31, 2021

78

78

19

42,708(Rounded down to the closest millions of yen)21

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 based on the market price on the closing day
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 38 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 years22

(3) Long-term prepaid expenses
Amortization is calculated using the straight-line method.
3. Basis for recording provision and allowance for doubtful receivables
Allowance for doubtful accounts
The Group shall review collectibility and record the estimated uncollectible amount to provide for losses due
to bad debts. The Group will check collectibility through the actual rate of bad debt for general receivables andconsider each case individually for specific claims such as doubtful accounts Claims.
4. Other material information regarding the preparation of financial statements(1) Basis for evaluating foreign-currency-denominated assets and liabilities in Japanese yen
Foreign-currency-denominated money claims and liabilities are converted into Japanese yen at the spot exchange
rates in effect at the balance sheet date, and the exchange differences are scored as profits/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) Accounting treatment of consumption taxes, etc.
Consumption taxes and local consumption taxes are excluded from the transaction accounts.
(3) Accounting method for deferred assets
Share issuance cost 		The entire amount is expensed at the time of expenditure(Notes on changes in presentation methods)
Application of the "Accounting standard for disclosures about accounting estimates"
The "Accounting Standard for Disclosures about Accounting Estimates" (ASBJ Statement No. 31, March 31, 2020)
has been applied to the financial statements for the fiscal year ended March 31, 2021. Notes regarding significant
accounting estimates are included in the financial statements.
(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¥12,510 million
Intangible assets			
¥36 million23

(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		
¥3,114 million
Amount stated above includes accumulated impairment losses
2. Reduction entry deducted from the acquisition cost due to government subsidy, etc.
Buildings					¥631 million
Machinery & equipment 			¥145 million
Tools, furniture & fixtures			
¥211 million
Land					¥96 million
Software					¥8 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

24

4. Money claims and liabilities toward subsidiaries
Short-term money claims			
Long-term money claims			
Short-term money liabilities		¥122 million¥104 million¥5 million(Notes to non consolidated statement of financial position)
Business transactions with subsidiaries and associates
Business turnover from operating transactions
Net sales					¥64 million
Other operating transaction
		¥38 million
Transaction amount other than business transactions ¥155 million(Notes to statement of changes in shareholders’ equity)
Number of treasury shares as of the end of fiscal year ended March 31, 2021
Common Share 		
8,771 shares(Notes to tax effect accounting)
The deferred tax liabilities are mainly due to retirement costs for asset retirement obligations.
(Notes to revenue recognition)
The Company has early adopted the "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29,
March 30, 2018) and the "Guidance on Accounting Standard for Revenue Recognition" (ASBJ Guidance No. 30,
March 30, 2018).
The details are the same as those described in "Notes to consolidated statements of income (revenue)" in thenotes to consolidated financial statements.

25

(Notes on transactions with related parties)
Subsidiaries and affiliates

Type

Name

CEJ Capital, Inc.
Subsidiary

Cybernic Excellence
Japan Fund 1
Investment Limited
Partnership

Ownership
Relationship
Description ofratio of votingwith thetransaction
rights*1
related party

Transaction
amount(millions ofyen)

Directownership of60%

Interlocking
Receipt ofduties for
brokerage
directors
fee*2
Investment in
DirectInvestment
Underwriting
ownership ofBusinessof capital
60%
Limitedincrease*3(60%)
Liability
PartnershipYear endbalance(millions of
yen)

Items

148

Unearnedrevenue

122

300

—

—

(Note) 1. The brackets in the ownership ratio of voting rights indicate the percentage of indirect ownership
2. Receipt of brokerage fees is determined reasonably through discussions between the two parties in consideration of the nature of the business3. The underwriting of the capital increase was in response to a capital call

(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

2. Net loss per share¥198.43¥42,708 million¥19 million¥42,689 million
215,137,038 shares(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¥2.45¥527 million¥– million¥527 million

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

215,137,214 sharesThis 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.

26