[Translation for reference only]
ENGLISH TRANSLATION OF JAPANESE-LANGUAGE DOCUMENT
This is an English translation of the original Japanese-language document and is provided for convenience only. In all cases,
the Japanese-language original shall prevail.

(Securities code: 9006)
June 7, 2017
To our shareholders
Kazuyuki Harada
President

Keikyu Corporation
2-20-20, Takanawa, Minato-ku, Tokyo

Notice of the 96th Annual General Meeting of Shareholders
You are cordially invited to attend the 96th Annual General Meeting of Shareholders of Keikyu
Corporation (hereinafter “the Company”), which will be held as described below.
If you are unable to attend the meeting, you may exercise your voting rights in writing or via the internet.
Please review the Reference Documents for the General Meeting of Shareholders provided at the back ofthis document, and make sure that your votes are submitted no later than 5:45 p.m. on Wednesday, June 28,2017 (Japan Standard Time).
1. Date and Time: Thursday, June 29, 2017, at 10:00 a.m. (Japan Standard Time)
2. Venue:

Ballroom, TKP GardenCity Shinagawa
SHINAGAWA GOOS (1st floor)
3-13-3, Takanawa, Minato-ku, Tokyo

3. Purpose of the Meeting
Matters to be reported:
1. Business Report, Consolidated Financial Statements and Audit Reports for the Consolidated
Financial Statements by the Accounting Auditor and the Audit & Supervisory Board, for the 96th
Fiscal Year (from April 1, 2016 to March 31, 2017)
2. Non-consolidated Financial Statements for the 96th Fiscal Year (from April 1, 2016 to March 31,
2017)
Matters to be resolved:
Proposal No. 1:

Appropriation of surplus

Proposal No. 2:

Share consolidation

Proposal No. 3:

Election of sixteen (16) Directors.
1) The Consolidated Financial Statements and the Non-consolidated Financial Statements audited by the
Accounting Auditor and the Audit & Supervisory Board include, in addition to each statement attachedto this notice, the Consolidated Statement of Changes in Equity, the Notes to the Consolidated
Financial Statements, the Non-consolidated Statement of Changes in Equity and the Notes to the Nonconsolidated Financial Statements that have been posted on the Company’s website(http://www.keikyu.co.jp/). Pursuant to the relevant laws and regulations and Article 15 of theCompany’s Articles of Incorporation, the Consolidated Statement of Changes in Equity, the Notes to
the Consolidated Financial Statements , the Non-consolidated Statement of Changes in Equity and theNotes to the Non-consolidated Financial Statements are not attached to this notice.
2) Please note that any modifications to the Reference Documents for the General Meeting of
Shareholders, the Business Report, the Consolidated Financial Statements and the Non-consolidated
Financial Statements shall be posted on the Company’s website. (http://www.keikyu.co.jp/)-1-

Exercising Voting Rights
Please be noted that the following conditions will apply to the cases of exercising voting rights using avoting form or via the Internet.
1. If you have exercised your voting rights more than once via the Internet, the last exercise will bedeemed valid.
2. If you have exercised your voting rights both by voting form and via the Internet, the one arriving
latest will be deemed valid.
3. If the results of exercise both by voting form and via the Internet happen to arrive on the same day,the one exercised via the Internet will be deemed valid.

-2-Reference Documents for the General Meeting of Shareholders
Proposals and Reference Documents
Proposal No. 1: Appropriation of surplus
The Company regards the appropriate return of profits to shareholders as one of the most importantmanagement priorities. The Company’s policy on distribution of profits is to maintain stable dividend
payments, taking operating performance and financial position into consideration.
To reward shareholders’ ongoing support and to meet shareholders’ expectations, the Company plans to pay
a year-end dividend for the current fiscal year as follows:
Items on year-end dividend
1. Items on allocation of dividend property to shareholders and its total amount¥3.50 per the Company’s common share
Total: ¥1,927,932,444
As we paid ¥3 per share as the interim dividend, the total annual dividend for the term will be ¥6.50
per share.
2. Effective date of dividends from surplus
June 30, 2017-3-

Proposal No. 2: Share consolidation
1. Reason for share consolidation
Stock exchanges nationwide announced the “Action Plan for Consolidating Trading Units,” aiming tostandardize trading units for common shares (number of shares constituting one unit) of all domestic
listed companies to 100 shares per unit by October 1, 2018.
As a company listed on the Tokyo Stock Exchange, the Company also respects this intent and at its
Board of Directors meeting held on May 22, 2017, it resolved to changes its number of sharesconstituting one unit from 1,000 shares to 100 in accordance with the provisions of Article 195,
paragraph 1 of the Companies Act on October 1, 2017. (This change is to subject to the approval of this
proposal at this General Meeting of Shareholders as originally proposed.)In accordance with the change to the number of shares constituting one unit of shares described above,
this proposal’s purpose is to consolidate shares with a goal of adjusting the investment unit to the level
desired by stock exchanges nationwide (50,000 yen or more but less than 500,000 yen), taking into
consideration changes in stock prices in the medium- to long-term.
2. Ratio of the consolidation
Regarding common shares of the Company, we hereby propose to consolidate two shares into one.
As a result of the share consolidation, if fractions of less than one share are incurred, the Company shalldispose of them together and distribute the revenue from the disposal to shareholders in proportion totheir ratio of fractions, pursuant to provisions of the Companies Act.
3. Effective date of share consolidation
October 1, 2017
4. Total number of shares authorized to be issued on the effective date
900,000,000 shares
By consolidating shares, the Company shall be deemed to have amended the provisions of the Articles ofIncorporation concerning the total number of shares authorized to be issued on the effective date,pursuant to the provisions of Article 182, paragraph 2 of the Companies Act.

-4-

(Reference)
1. Partial amendment to the Articles of Incorporation
If this Proposal is approved as proposed, pursuant to the provisions of Article 182, paragraph 2 andArticle 195, paragraph 1 of the Companies Act, part of the Articles of Incorporation of the Company
shall be amended, as follows, as of October 1, 2017:(Underlined portions show amended parts.)
Present Articles of Incorporation
Proposed Amendments(Total Number of Shares Authorized to Be Issued)(Total Number of Shares Authorized to be Issued)
Article 6.
Article 6.
The total number of shares authorized to be issued
The total number of shares authorized to be issued
by the Company shall be 1,800,000,000.
by the Company shall be 900,000,000.
(Number of Shares Constituting One Unit)
Article 8.
The number of shares constituting one unit ofshares of the Company shall be 1,000.

(Number of Shares Constituting One Unit)
Article 8.
The number of shares constituting one unit ofshares of the Company shall be 100.

2. Effect of the share consolidation on asset value
As a result of the share consolidation, the number of shares of the Company held by shareholders will behalf the number of such shares held before the share consolidation. However, the amounts of assets andequity will remain the same before and after the share consolidation. Therefore, except for the effect ofother factors such as changes in the stock market conditions, the asset value of the shares of theCompany held by shareholders will be unchanged.

-5-Proposal No. 3: Election of sixteen (16) Directors
The terms of office of all sixteen (16) Directors will expire at the conclusion of this General Meeting of
Shareholders. Accordingly, we propose that sixteen (16) Directors be elected.
The candidates for Directors are as follows:
These candidates have been approved by the Board of Directors upon consultation with the Nominating andCompensation Committees whose majority is comprised of Independent Outside Directors.
No.

Name of Directors

Current Position in the Company

Number of Boardof Directors
Meetings Attended

1

Reappointment

Tsuneo Ishiwata

Chairman of the Board,
Representative Director

14/14

2

Reappointment

Kazuyuki Harada

President, Representative
Director

14/14

3

Reappointment

Toshiyuki Ogura

Executive Vice President

14/14

4

Reappointment

Takashi Michihira

Executive Director

14/14

5

Reappointment

Yuichiro Hirokawa

Executive Director

14/14

6

Reappointment

Toshiaki Honda

Executive Director

14/14

7

Reappointment

Yoshikazu Takeda

Director

OutsideIndependent officer

14/14

8

Reappointment

Kenji Sasaki

Director

OutsideIndependent officer

13/14

9

Reappointment

Michiko Tomonaga

Director

OutsideIndependent officer

10/10

10

Reappointment

Takeshi Hirai

Director

14/14

11

Reappointment

Kenryo Ueno

Director

14/14

12

Reappointment

Shosuke Ohga

Director

14/14

13

Reappointment

Kazuo Urabe

Director

14/14

14

Reappointment

Shizuyoshi Watanabe Director

14/14

15

Reappointment

Yukihiro Kawamata

Director

10/10

16

New

Kenji Sato–

Notes:

1. The number of Board of Directors meetings attended for Ms. Michiko Tomonaga considers only the Board of
Directors meetings held after her assumption as Director on June 29, 2016. She attended all four Board of
Directors meetings held before her resignation as Audit & Supervisory Board Member on the same day.
2. The number of Board of Directors meetings attended for Mr. Yukihiro Kawamata considers only the Board of
Directors meetings held after his assumption as Director on June 29, 2016.

–

-6-

No.

1

Name, etc. of Directors

Tsuneo Ishiwata

Reappointment

Date of birth
April 5, 1941 (76 years old)
Tenure as Director
22 years (At the conclusion ofthis Annual General Meeting of
Shareholders)Number of Board of Directors
meetings attended
14/14
Number of the Company’s
shares owned
175,000 SharesNo.

Name, etc. of Directors

2

Kazuyuki Harada

Reappointment

Date of birthJanuary 22, 1954 (63 years old)
Tenure as Director
10 years (At the conclusion ofthis Annual General Meeting of
Shareholders)Number of Board of Directors
meetings attended
14/14
Number of the Company’s
shares owned
73,000 Shares

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1964 Joined the Company
Jun. 1995 Director, the Company
Jun. 1999 Executive Director, the Company
Jun. 2003 Senior Executive Director, the Company
Jun. 2003 Representative Director, the Company (present)
Jun. 2005 President, the Company
Jun. 2013 Chairman of the Board, the Company (present)(Significant concurrent positions)
Chairman, Kanagawa Association of Corporate Executives
Outside Audit & Supervisory Board Member, Gurunavi, Inc.
Outside Director, Tokai Kisen Co., Ltd.
Outside Director, Yokohama Shintoshi Center Corporation[Reasons for nominating the candidate for director]
Mr. Tsuneo Ishiwata has been engaged primarily in accounting andbusiness management and obtained abundant experiences and deep
insights in these areas. He assumed the position of President of theCompany in June 2005, and serves as Chairman of the Board
responsible for the business management of the Group since June
2013. The Company considers that he has properly performed his
duties in decision-making on important business matters, supervisingbusiness execution, etc. and hence, appointed him as a candidate for
Director.
Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1976 Joined the Company
Jun. 2007 Director, the Company
Jun. 2010 Executive Director, the Company
Jun. 2011 Senior Executive Director, the Company
Jun. 2013 President and in charge of Inquiry and Auditing GroupOperating Department, the Company (present)
Jun. 2013 Representative Director, the Company (present)(Significant concurrent positions)
Outside Director, Japan Airport Terminal Co., Ltd.
Outside Director, KAGETSUEN KANKO Co., Ltd.
Outside Director, NKB Inc.
[Reasons for nominating the candidate for director]
Mr. Kazuyuki Harada has been engaged primarily in railway businessand human resources and obtained abundant experiences and deep
insights in these areas. He serves as President of the Company
responsible for the business management of the Group since June
2013. The Company considers that he has properly performed his
duties in decision-making on important business matters, supervisingbusiness execution, etc. and hence, appointed him as a candidate for
Director.

-7-

No.

Name, etc. of Directors

Toshiyuki Ogura
3
Reappointment

No.
4

Reappointment

No.
5

Reappointment

Date of birth
October 12, 1954 (62 years old)
Tenure as Director
10 years (At the conclusion ofthis Annual General Meeting of
Shareholders)Number of Board of Directors
meetings attended
14/14
Number of the Company’s
shares owned
51,000 Shares

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1978 Joined the Company
Jun. 2007 Director, the Company
Jun. 2011 Executive Director, the Company
Jun. 2014 Senior Executive Director, the Company
Jun. 2015 Senior General Manager, Development andAdministration of Facilities Headquarters and Office
Manager, Shinagawa Development Department, theCompany (present)
Jun. 2016 Executive Vice President and Executive Manager, theCompany (present)[Reasons for nominating the candidate for director]
Mr. Toshiyuki Ogura has been engaged primarily in railway businessand development projects, and obtained abundant experiences anddeep insights in these areas. He serves as Director of the Company
since June 2007. The Company considers that he has properly
performed his duties in decision-making on important businessmatters, supervising business execution, etc. and hence, appointed
him as a candidate for Director.

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1982 Joined the Company
Jun. 2007 President, Keikyu Electric Engineering Co., Ltd.
Takashi Michihira
Jun. 2011 Director, the Company
Jun. 2015 Executive Director, the Company (present)
Date of birthJun. 2015 Senior General Manager, Railway Headquarters, theApril 10, 1958 (59 years old)
Company (present)
Tenure as Director[Reasons for nominating the candidate for director]
6 years (At the conclusion of this Mr. Takashi Michihira has been engaged primarily in railway
Annual General Meeting ofbusiness and obtained abundant experiences and deep insights in thisarea. He serves as Director of the Company since June 2011. The
Shareholders)Number of Board of Directors Company considers that he has properly performed his duties indecision-making on important business matters, supervising businessmeetings attended
execution, etc. and hence, appointed him as a candidate for Director.
14/14
Number of the Company’s
shares owned
28,000 Shares
Name, etc. of Directors

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1982 Joined the Company
Yuichiro Hirokawa Jun. 2007 General Manager, Accounts and Finance Department, theCompany (present)
Jun. 2011 Director, the Company
Date of birthJun. 2016 Executive Director, the Company (present)
July 26, 1958 (58 years old)
[Reasons for nominating the candidate for director]
Tenure as Director
Mr. Yuichiro Hirokawa has been engaged primarily in accounting and6 years (At the conclusion of this obtained abundant experiences and deep insights in this area. He
Annual General Meeting ofserves as Director of the Company since June 2011. The Company
considers that he has properly performed his duties in decisionShareholders)Number of Board of Directors making on important business matters, supervising businessexecution, etc. and hence, appointed him as a candidate for Director.
meetings attended
14/14
Number of the Company’s
shares owned
34,000 Shares
Name, etc. of Directors

-8-

No.
6

Reappointment

No.

7
Reappointment

OutsideIndependent
officer

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1982 Joined the Company
Mar. 2011 President, Keikyu EX Inn Co., Ltd.
Toshiaki Honda
Jun. 2011 Director, the Company
Jun. 2016 Executive Director, the Company (present)
Date of birthSep. 2016 General Manager, Machi Creation Department,
July 12, 1958 (58 years old)
Development and Administration of Facilities
Tenure as Director
Headquarters, the Company (present)
6 years (At the conclusion of this [Reasons for nominating the candidate for director]
Annual General Meeting of
Mr. Toshiaki Honda has been engaged primarily in leisure services
business and development projects, and obtained abundant
Shareholders)Number of Board of Directors experiences and deep insights in these areas. He serves as Director of
the Company since June 2011. The Company considers that he has
meetings attended
properly performed his duties in decision-making on important
14/14
business matters, supervising business execution, etc. and hence,
Number of the Company’s
appointed him as a candidate for Director.
shares owned
25,000 Shares
Name, etc. of Directors

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Mar. 2009 Director and Senior Managing Executive Officer, Nippon
Life Insurance Company
Mar. 2010 Director, Nippon Life Insurance Company (resigned inJuly 2010)
Jun. 2010 President, Nissay Leasing Company, Limited
Jun. 2011 Outside Audit & Supervisory Board Member, Nihon
Yoshikazu Takeda
Parkerizing Co., Ltd. (present)
Jun. 2013 Director, the Company (present)
Date of birth
Apr. 2015 Chairman of the Board, Nissay Leasing Company,
January 25, 1953 (64 years old)
Limited (resigned in March 2016)
Dec. 2015 President, Nissay Culture Foundation (present)
Tenure as outside Director
4 years (At the conclusion of this Jun. 2016 President, Tokyo Opera City Cultural Foundation(present)
Annual General Meeting of(Significant concurrent positions)Shareholders)President, Nissay Culture Foundation
Number of Board of Directors President, Tokyo Opera City Cultural Foundation
meetings attended
Outside Audit & Supervisory Board Member, Nihon Parkerizing Co.,
14/14
Ltd.
[Reasons for nominating the candidate for outside director]
Number of the Company’s
Mr. Yoshikazu Takeda has once served as an executive officer
shares owned
responsible for international operations and asset management at a
0 Shareslife insurance company as well as the owner of a leasing company,
and obtained abundant experiences and broad insights in these areas.
He serves as Outside Director of the Company since June 2013. The
Company considers that he has properly performed his duties insupervising business execution, etc. of the Company and hence,
appointed him as a candidate for Outside Director.
Name, etc. of Directors

-9-

No.
8

Reappointment
OutsideIndependent
officer

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Jun. 2000 President, NHK SPRING CO., LTD.
Jun. 2006 Chairman of the Board, NHK SPRING CO., LTD.
Kenji Sasaki(resigned in June 2013)
Dec. 2007 President, Yokohama Chamber of Commerce andDate of birth
Industry (resigned in October 2015)
September 1, 1938 (78 years old) Jun. 2008 Outside Audit & Supervisory Board Member, Yokohama
Tenure as outside Director
Shintoshi Center Corporation (resigned in June 2016)
2 years (At the conclusion of this Jun. 2015 Director, the Company (present)
Annual General Meeting of[Reasons for nominating the candidate for outside director]
Mr. Kenji Sasaki has once served as the president of a leading
Shareholders)Number of Board of Directors manufacturer of automotive components as well as the representativeof local economy and society, and obtained abundant experiences andmeetings attended
broad insights in these areas. He serves as Outside Director of the
13/14
Company since June 2015. The Company considers that he has
Number of the Company’s
properly performed his duties in supervising business execution, etc.
shares ownedof the Company and hence, appointed him as a candidate for Outside
Director.
0 Shares
Name, etc. of Directors

No.

Name, etc. of Directors

9Michiko Tomonaga

Reappointment

OutsideIndependent
officer

Date of birth
July 26, 1947 (69 years old)
Tenure as outside Director
1 year (At the conclusion of thisAnnual General Meeting of
Shareholders)Number of Board of Directors
meetings attended
10/10
Number of the Company’s
shares owned
0 Shares

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Mar. 1975 Registered as Certified Public Accountant
Jul. 2007 Vice President, the Japanese Institute of Certified Public
Accountants (resigned in July 2010)
Jul. 2008 Senior Partner, Ernst & Young ShinNihon LLC (resigned
in June 2010)
Jun. 2010 Audit & Supervisory Board Member, the Company(resigned in June 2016)
Jun. 2011 Outside Audit & Supervisory Board Member, NIPPONTELEGRAPH AND TELEPHONE CORPORATION(present)
Jun. 2014 Outside Director, Japan Exchange Group, Inc. (resigned
in June 2016)
Jun. 2016 Director, the Company (present)(Significant concurrent positions)Certified Public Accountant
Outside Audit & Supervisory Board Member, NIPPONTELEGRAPH AND TELEPHONE CORPORATION[Reasons for nominating the candidate for outside director]
Ms. Michiko Tomonaga has once served as Vice President of theJapanese Institute of Certified Public Accountants as well as theoutside officer of major telecommunications company, etc., andobtained abundant experiences and broad insights in these areas.
After properly performing her duties as Outside Audit & Supervisory
Board Member of the Company during the period from June 2010 toJune 2016, she has served as Outside Director of the Company sinceJune 2016. The Company considers that she has properly performed
her duties in supervising business execution, etc. of the Company andhence, appointed her as a candidate for Outside Director.

- 10 -

No.
10

Reappointment

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1982 Joined the Company
Jun. 2006 Transferred to Keihin Kyuko Bus Co., Ltd.
Takeshi Hirai
Jun. 2012 Director, the Company (present)
Jun. 2013 President, Keihin Kyuko Bus Co., Ltd. (present)
Date of birth(Significant concurrent positions)
August 29, 1958 (58 years old)
President, Keihin Kyuko Bus Co., Ltd.
Tenure as Director[Reasons for nominating the candidate for director]
5 years (At the conclusion of this Mr. Takeshi Hirai has been engaged primarily in bus business, andAnnual General Meeting ofobtained abundant experiences and deep insights in this area. He
Shareholders)
serves as Director of the Company since June 2012. The Company
Number of Board of Directors considers that he has properly performed his duties in decisionmaking on important business matters, supervising businessmeetings attended
execution, etc. and hence, appointed him as a candidate for Director.
14/14
Name, etc. of Directors

Number of the Company’s
shares owned
16,000 Shares

No.
11
Reappointment

No.
12

Reappointment

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1984 Joined the Company
Jun. 2013 Director, the Company (present)
Kenryo Ueno
Jun. 2013 President, Keikyu Department Store Co., Ltd. (present)
Jun. 2015 General Manager, Retail Department, Development andDate of birthAdministration of Facilities Headquarters, the Company
May 1, 1960 (57 years old)(present)
Tenure as Director(Significant concurrent positions)
4 years (At the conclusion of this President, Keikyu Department Store Co., Ltd.
Annual General Meeting of
Outside Director, SAIKAYA Co., Ltd.
[Reasons for nominating the candidate for director]
Shareholders)Number of Board of Directors Mr. Kenryo Ueno has been engaged primarily in retailing business,and obtained abundant experiences and deep insights in this area. He
meetings attended
serves as Director of the Company since June 2013. The Company
14/14
considers that he has properly performed his duties in decisionNumber of the Company’s
making on important business matters, supervising businessshares owned
execution, etc. and hence, appointed him as a candidate for Director.
12,000 Shares
Name, etc. of Directors

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1984 Joined the Company
Jun. 2013 Director, the Company (present)
Shosuke Ohga
Jun. 2013 President, Hotel Grand Pacific Co., Ltd. (current Grand
Nikko Tokyo Co., Ltd.)
Date of birthJun. 2016 General Manager, Business Creation Department , theSeptember 23, 1961 (55 years
Company (present)
old)[Reasons for nominating the candidate for director]
Tenure as Director
Mr. Shosuke Ohga has been engaged primarily in hotel business and4 years (At the conclusion of this general affairs and obtained abundant experiences and deep insights
in these areas. He serves as Director of the Company since June
Annual General Meeting of2013. The Company considers that he has properly performed his
Shareholders)
duties in decision-making on important business matters, supervising
Number of Board of Directors
business execution, etc. and hence, appointed him as a candidate formeetings attended
Director.
14/14
Number of the Company’s
shares owned
20,000 Shares
Name, etc. of Directors- 11 -

No.
13

Reappointment

No.
14

Reappointment

No.
15
Reappointment

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1984 Joined the Company
Jun. 2009 President, Keikyu Station Service Co., Ltd.
Kazuo Urabe
Jun. 2015 Director, the Company (present)
Jun. 2015 Office Manager, Corporate Strategy Department, and in
Date of birthcharge of Personnel Department, the Company (present)
November 3, 1961 (55 years old)
[Reasons for nominating the candidate for director]
Tenure as Director
Mr. Kazuo Urabe has been engaged primarily in railway business and2 years (At the conclusion of this general affairs and obtained abundant experiences and deep insights
Annual General Meeting ofin these areas. He serves as Director of the Company since June
2015. The Company considers that he has properly performed his
Shareholders)Number of Board of Directors duties in decision-making on important business matters, supervisingbusiness execution, etc. and hence, appointed him as a candidate formeetings attended
Director.
14/14
Number of the Company’s
shares owned
12,000 Shares
Name, etc. of Directors

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1986 Joined the Company
Shizuyoshi Watanabe Jun. 2010 General Manager, General Affairs Department, theCompany (present)
Jun. 2015 Director, the Company (present)
Date of birth[Reasons for nominating the candidate for director]
December 6, 1961 (55 years old)
Mr. Shizuyoshi Watanabe has been engaged primarily in general
Tenure as Director
affairs and business management and obtained abundant experiences
2 years (At the conclusion of this and deep insights in these areas. He serves as Director of theCompany since June 2015. The Company considers that he has
Annual General Meeting ofproperly performed his duties in decision-making on important
Shareholders)Number of Board of Directors business matters, supervising business execution, etc. and hence,
appointed him as a candidate for Director.
meetings attended
14/14
Number of the Company’s
shares owned
6,000 Shares
Name, etc. of Directors

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1986 Joined the Company
Yukihiro Kawamata Jun. 2016 Director, the Company (present)
Jun. 2016 General Manager, Business Strategy Department,
Development and Administration of Facilities
Date of birth
Headquarters and General Manager, Shinagawa
February 10, 1964 (53 years old)
Development Department, the Company (present)
Tenure as Director[Reasons for nominating the candidate for director]
1 year (At the conclusion of this Mr. Yukihiro Kawamata has been engaged primarily in hotel businessAnnual General Meeting ofand business management and obtained abundant experiences anddeep insights in these areas. He serves as Director of the Company
Shareholders)Number of Board of Directors since June 2016. The Company considers that he has properly
performed his duties in decision-making on important businessmeetings attended
matters, supervising business execution, etc. and hence, appointed
10/10
him as a candidate for Director.
Number of the Company’s
shares owned
22,000 Shares
Name, etc. of Directors- 12 -

No.

Name, etc. of Directors

16

Kenji Sato

New

Notes:

Date of birthJanuary 24, 1962 (55 years old)
Tenure as Director–
Number of Board of Directors
meetings attended–
Number of the Company’s
shares owned
1,420 Shares

Brief Personal Profile, Position and Responsibility in the Company,
and Significant Concurrent Positions
Apr. 1984 Joined the Company
Jun. 2010 Senior Executive Director, Keikyu Store Co., Ltd.
Jun. 2011 Senior Executive Director, Unionex Co., Ltd. (current
Keikyu Store Co., Ltd.)
Sep. 2013 President, Keikyu Station Commerce Co., Ltd. (present)(Significant concurrent positions)
President, Keikyu Station Commerce Co., Ltd.
[Reasons for nominating the candidate for director]
Mr. Kenji Sato has been engaged primarily in retailing business andobtained abundant experiences and deep insights in this area andhence, the Company judges him to be qualified to serve as a Directorof the Company and appointed him as a candidate for Director.

1. Special Conflicts of Interest between Candidates and the Company(1) Mr. Tsuneo Ishiwata is Chairman of the Kanagawa Association of Corporate Executives. Although theCompany pays membership fees, etc., to said association, the amount is negligible.
(2) Mr. Yoshikazu Takeda is the President of the Nissay Culture Foundation. The Company has made donations
to the Foundation, but the amount is negligible.
(3) There are no special conflicts of interest between the Company and the other candidates above.
2. Messrs. Yoshikazu Takeda and Kenji Sasaki, and Ms. Michiko Tomonaga are candidates for Outside Directors.
3. Special matters regarding the candidates for Outside Director are as follows:(1) The relationship between the candidates for Outside Director and a specified related business operator of
the Company
Mr. Kenji Sasaki was the Outside Audit & Supervisory Board Member of Yokohama Shintoshi Center
Corporation, the affiliated company of the Company, in the last five years.
(2) Limitation of Liability Agreement with the candidates for Outside Directors
The Company has entered into agreements with Messrs. Yoshikazu Takeda, Kenji Sasaki, and Ms. Michiko
Tomonaga to limit liability for damages pursuant to Article 423, paragraph 1 of the Companies Act, and thelimit amount for liability for damages pursuant to these agreements is the minimum liability amountprescribed by laws and regulations.
If Messrs. Yoshikazu Takeda and Kenji Sasaki, and Ms. Michiko Tomonaga are elected as proposed, theCompany plans to conclude limited liability agreements of the same content with all of them.
4. The Company has designated Messrs. Yoshikazu Takeda and Kenji Sasaki, and Ms. Michiko Tomonaga as
independent officers pursuant to the requirements of the Tokyo Stock Exchange and has given notification
thereof to the exchange. In order to ensure the independence of Outside Officers at the Company in substantial
terms, the Company stipulates “Independence Criteria for Outside Officers” (as stated on pages 14 and 15), andevaluates the independence of Outside Officers in accordance with these standards.

- 13 -

[Reference]
Independence Criteria for Outside Officers
Outside Directors or Outside Audit & Supervisory Board Members of the Company must not
fall under any of the following categories if they are to be considered independent.
1. An executing person of the Company and its group companies (hereinafter, collectively the“Company”)
2. A major shareholder of the Company, or an executing person of a company that is a major shareholderof the Company
3. A person who is a major lender of the Company, or an executing person of a company that is a major
lender partner
4. A person for whom the Company is a major trading partner or an executing person of a company forwhich the Company is a major trading partner
5. A person who is a major trading partner of the Company or an executing person of a company which isa major trading partner of the Company
6. A person receiving donations or financial assistance in an amount exceeding a certain threshold fromthe Company, or a director or other executing person of a corporation, or group such as a union, etc.
receiving donations or financial assistance in an amount exceeding a certain threshold from theCompany
7. An attorney-at-law, certified accountant, tax accountant or consultant who receives money or otherproperty benefits in an amount exceeding a certain threshold from the Company other than director
remunerations
8. A person who belongs to a corporation, such as a law firm, audit corporation, tax accountant
corporation, or consulting firm; or a group, such as a union that receives money or other property
benefits in an amount exceeding a certain threshold from the Company
9. An outside director or an outside Audit & Supervisory Board Member of another company with which
an the Company holds an outside director mutual appointment relationship
10. A person who falls under the category described in Item 1 above for the past 10 years, or a person who
falls under the category described in any of the Items 2 to 9 above for the past 5 years
11. If a person with an important position falls under the category described in any of the Items 1 to 9
above, then the spouse or relative within the second degree of kinship of such person

Notes:
1.

The term “executing person” refers to an “executive director, executive officer, manager, or person or employee
equivalent to this.”2.

The term “major shareholder” in Item 2 means “a person (or a company) who holds 10% or more of the total voting
rights of the Company directly or indirectly at the end of the most recent business year.”3.

The term “a person (or a company) who is a major lender of the Company” in Item 3 means “a financial institution orother large creditor with which/whom the Company was relying on, with no substitute, for its funds procurement at theend of the most recent business year.”

4.

The term “a person (or a company) for whom/which the Company is a major trading partner” in Item 4 means a “person(or a company) who has received payments from the Company in an amount equivalent to 2% or more of theconsolidated annual net sales of that person (or company) in the latest business year.”- 14 -

5.

The term “a person (or a company) who is a major trading partner of the Company” in Item 5 means a “person (or acompany) who has made payments to the Company in an amount equivalent to 2% or more of the consolidated annual
net sales of the Company in the latest business year.”

6.

The term “a certain threshold” in Items 6 and 7 means “10 million yen per year.”

7.

The term “a certain threshold” in Item 8 means “2% of the total net sales of the corporation, or group such as a union in
the latest business year.”

8.

The term “outside director mutual appointment relationship” Item 9 means “a relationship where the executing person of
the Company in the latest business year is an outside director or an outside Audit & Supervisory Board Member ofanother company and an executing person of that other company is an outside director or an outside Audit &Supervisory Board Member of the Company.”

9.

The term a “person with an important position” in Item 11 means “a person holding a position of general manager orhigher with authority equivalent to that of an executing person.”

10. Any matters not stated herein that may significantly affect the judgment of independence shall be managed flexibly.

- 15 -

Consolidated Balance Sheet(As of March 31, 2017)
Item
AssetsCurrent assets
Cash and deposits
Notes and accounts receivable - trade
Merchandise and finished goods
Land and buildings for sale in lots
Work in process
Raw materials and supplies
Deferred tax assets
Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, equipment andvehiclesAmountNon-current liabilities
Bonds payable
Long-term loans payable

387,108
80,000211,534

39,441

Deferred tax liabilities

11,383148,093

Construction in progress

74,590

Other

6,242

Other

8,131
2,722
5,409
113,220
61,7381,451
3,910
24,024
22,253

Allowance for doubtful accounts

Total assets(Millions of yen)Amount133,021
44,202
16,8072,759
60,799
787
534
1,867
5,280
(16)
693,913572,561
304,193Land

Intangible assets
Goodwill
Other
Investments and other assets
Investment securities
Long-term loans receivable
Deferred tax assets
Net defined benefit asset

Item
Liabilities
Current liabilities
Notes and accounts payable - trade
Short-term loans payable
Income taxes payable
Advances received
Provision for bonuses
Provision for directors’ bonuses
Other provision
Other

(157)

826,935

Provision for directors’ retirement
benefits
Net defined benefit liability
Long-term deferred contribution for
construction
Other
Total liabilities
Net assets
Shareholders’ equity
Capital stock
Capital surplus
Retained earnings
Treasury shares
Accumulated other comprehensive
incomeValuation difference on available-forsale securities
Remeasurements of defined benefit
plans
Non-controlling interests
Total net assets
Total liabilities and net assets

Note: The figures presented are rounded down to the nearest million yen.

- 16 -

200,186
34,184
121,943
7,534
3,731
1,302
105
147
31,236407
10,02647,60026,154587,295
219,556
43,73844,158132,293(633)
19,59012,3907,200
492
239,639
826,935

Consolidated Statement of Income(From April 1, 2016 to March 31, 2017)(Millions of yen)
Item

AmountOperating revenue
Operating expenses
Operating expenses and cost of sales of transportation
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest and dividend income
Share of profit of entities accounted for using equity method
Compensation income
Other
Non-operating expenses
Interest expenses
Other
Ordinary profit
Extraordinary income
Contribution for construction
Gain on sales of non-current assets
Extraordinary losses
Loss on reduction of non-current assets
Impairment loss
Loss on redemption of bonds
Loss on retirement of non-current assets
Loss on valuation of investment securities
Profit before income taxes
Income taxes - current
Income taxes - deferred
ProfitProfit attributable to non-controlling interests
Profit attributable to owners of parent

Note: The figures presented are rounded down to the nearest million yen.

- 17 -

309,829
236,690
35,377

780
1,015
436
1,014
4,663
952

142,257
27,630142,257
23,223
1,178
621
452
9,051
5,952

272,068
37,761

3,246

5,615
35,393

169,888

167,734
37,547
15,00322,54429
22,514

Non-consolidated Balance Sheet(As of March 31, 2017)
Item
AssetsAmountCurrent assets
Cash and deposits
Railway fares receivables
Accounts receivable
Short-term loans receivable
Land and buildings for sale in lots
Prepaid expenses
Deferred tax assets
Other current assets
Allowance for doubtful accounts

91,13323,821
503
4,439
10,98947,677
1,360
721
1,619
(0)

Non-current assets
Non-current assets - railway
Non-current assets - incidental
Non-current assets - affiliated619,801
306,010
104,406
8,103

Construction in progress

73,421

Investments and other assets

127,860

Shares of subsidiaries andassociates
Investment securities
Long-term loans receivable
Prepaid pension cost
Other
Allowance for valuation of
investments
Allowance for doubtful accounts

Total assets

Item
Liabilities
Current liabilities
Short-term loans payable
Accounts payable - otherAccrued expenses
Accrued consumption taxes
Income taxes payable
Inter-line fares received
Deposits received
Prepaid fares received
Advances received
Unearned revenue
Other provision
Other current liabilities
Non-current liabilities
Bonds payable
Long-term loans payable
Deferred tax liabilities
Provision for loss on business of
subsidiaries and associates
Long-term deferred contribution for
construction(Millions of yen)Amount208,896
121,916
29,151
3,176
1,992
4,711
846
1,422
3,535
570
1,110
147
40,313367,830
80,000211,378
7,540
1,066
47,60039,278Other non-current liabilities

20,24447,604
10,406
11,97919,649Total liabilities
Net assets
Shareholders’ equity
Capital stock576,726(48)(1,008)710,935

Capital surplus
Legal capital surplus
Other capital surplus
Retained earnings
Legal retained earnings
Other retained earnings
Reserve for advanced
depreciation of non-current
assetsReserve for special account foradvanced depreciation of noncurrent assets
Reserve for special depreciation
General reserve
Retained earnings brought
forwardTreasury shares
Valuation and translation adjustments
Valuation difference on available-forsale securities
Total net assets
Total liabilities and net assets

Note: The figures presented are rounded down to the nearest million yen.

- 18 -

121,932
43,73840,363
17,861
22,50238,438
6,665
31,772
5,599

9,810
666
2,050
13,646(608)
12,276
12,276134,208
710,935

Non-consolidated Statement of Income(From April 1, 2016 to March 31, 2017)(Millions of yen)
Item

AmountRailway:
Operating revenue
Operating expenses
Operating profit
Incidental:
Operating revenue
Operating expenses
Operating profit
Operating profit - total business
Non-operating income
Interest and dividend income
Compensation income
Other revenue
Non-operating expenses
Interest expenses
Other expenses
Ordinary profit
Extraordinary income
Contribution for construction
Gain on sales of non-current assets
Extraordinary losses
Loss on reduction of non-current assets
Impairment loss
Loss on valuation of shares of subsidiaries and associates
Loss on redemption of bonds
Loss on valuation of investment securities
Profit before income taxes
Income taxes - current
Income taxes - deferred
ProfitNote: The figures presented are rounded down to the nearest million yen.

- 19 -

83,571
67,71415,856
43,58437,0786,506
22,362
2,157
436
783
4,707
696

142,035
27,289142,035
13,467
3,549
1,178
312

3,378

5,403
20,337

169,324

160,541
29,1194,329
6,652
18,137