Company:

CYBERDYNE, INC.

Name ofRepresentative:

Yoshiyuki Sankai,
President and CEO

Code:

7779 (Mothers Section of theTokyo Stock Exchange)

Contact:

Shinji Uga, Director and CFO(Tel. +81-29-869-9981)

This document has been translated from the Japanese original for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail.

Notice of the 12th Ordinary General Meeting of Shareholders
We would like to take the opportunity to express our heartfelt appreciation for yourcontinued support of our company, CYBERDYNE, INC. (the “Company”).
We have decided to convene the 12th Ordinary General Meeting of Shareholders
as stated below and we kindly ask you to attend this meeting.
Sincerely yours
Details
1. Date:June 24th, 2016 (Friday)
11:00 am JST (Reception starts from 10:00 am JST)

2. Venue:

Nova Hall (Great Hall), 1-10-1 Azuma, Tsukuba	  City,Ibaraki Prefecture Japan (Please refer to the map guide at
the end of the document

3. Agenda:
Matters to be reported
Agenda 1:

Business Report and Consolidated Financial Statements
for the 12th Fiscal Year (From April 1st 2015 to March 31st,2016) as well as the Audit Reports from the Accounting
Auditors and the Audit and Supervisory Board Members
regarding the Consolidated Financial Statements

Agenda 2:

Financial Statements for the 12th Fiscal Year
(From April 1st 2015 to March 31st 2016)-1-

Disclosure via the internet•

Because the materials listed below are posted on the Company’s webpage pursuant
to the provisions of laws and regulations and Article 22 of the Company’s Articles
of Incorporation, they are not included in the materials provided in this notice ofthe 12th Ordinary General Meeting of Shareholders.
1)

Matters included in the content of the business report- Matters concerning stock acquisition rights and so on

2)

Consolidated statements of changes in net assets and related notes for the
consolidated financial statements

3)Statements of changes in net assets and related notes for the financial
statements•

If any incidents that require the revision of the enclosed documents occur
after these documents are mailed out, it will be announced on the Company’s
website listed below.

Link to the Company’s website ▷▷▷	  http://www.cyberdyne.jp/company/IR.html
EndTo the shareholders attending the meeting, please bring the enclosed attendance formand submit it at the reception of the venue. Please also bring this invitation to serve as
the program for the meeting.

2

(Enclosed Documents)
Business Report(From April 1, 2015 to March 31, 2016)
1.

Current status of the Company and the group companies(1) Process and outcome of the business
On January 22, 2016, the Abe Cabinet announced their “5th Science and Technology
Basic Plan” to preemptively address the various issues that are taking shape across theglobe by advancing science, technology and innovation (“STI”), further reinforcing
research and development, leading the rest of the world toward strengthening theprocesses to achieve a “super smart society” that produces new values and services, andembodying such a structure of society, “Society 5.0”. On the same date, Prime Minister
Abe in the 190th Diet administration policy speech once again spoke his will to achieve“zero turnover for nursing care” and to turn Japan into “the most suited country forinnovation” as part of his “Promoting Dynamic Engagement of All Citizens” Plan. He
referenced HAL®, the “Robot Suit of the dreams”, which was jointly created by theCompany and Tsukuba University, as an example of dynamic innovation with open
coordination of research institutions, universities and corporations in Japan and otherforeign countries. By fully utilizing the innovative Cybernic* technologies within thisopen environment, CYBERDYNE, INC. and its group companies (the “Group”) aims torealize a “zero intensive care society”, create a new “human support industry” that
focuses on the fields of medicine, living support, and labor support, and advance its
research and development (“R&D”) and business development.

*“Cybernics (adjective: Cybernic)” is a new academic field that is centeredaround cybernetics, mechatronics and informatics fused/combined with various
other fields including brain/neuroscience, robotics, biology, behavioral science,
psychology, law, ethics, and business administration. Cybernics is championed
by Dr. Yoshiyuki Sankai, a professor at the University of Tsukuba in Japan, and
the President and CEO of CYBERDYNE Inc. Cybernic technology means thepractical application of Cybernics to technology.

3

HAL® for Medical Use
During this fiscal year ended March 31, 2016, HAL® for Medical Use (Lower Limb
Type) (“HAL® for Medical Use” or “HAL®”) acquired manufacturing and distribution
approval in Japan from the Ministry of Health Labour and Welfare (“MHLW”), as a
new medical device for neuromuscular diseases on November 25, 2015. Further, on
April 25, 2016, the MHLW announced the technology fee for the treatment using
HAL® for Medical Use, making it the world’s first designation of an insurance
reimbursement price for treatment with robots. With this insurance coverage, a patient
will be able to claim between JPY 49,600 - JPY 85,100 per treatment indefinitely as
long as the effect of treatment can be confirmed. The Company will continue to advanceits clinical studies in order to expand the insurance coverage of the treatment with
HAL® for patients with diseases other than neuromuscular diseases. In Europe, theCompany acquired medical device certification, providing medical treatment services
with HAL® in Germany. In Germany, public workers’ compensation is applied to thetreatment with HAL® for Medical Use. In order to expand the number of patientscovered by insurance for the treatment with HAL®, the Company applied to theInstitute for the Hospital Remuneration System (InEK) on October 27 of 2015 forpublic health insurance coverage of all paraplegic patients in the acute to recovery
phases. The Company also applied to the Federal Joint Committee (G-BA) for publichealth insurance coverage of the treatment with HAL® for all paraplegic patients after
acute and recovery phases. In the United States, the Company is in the midst of its
application for medical device approval of HAL® for Medical Use to the U.S. Food andDrug Administration (FDA), aiming to receive the approval as quickly as possible,
noting various insurance coverage as an important milestone for its future business in
the U.S.
Aiming for expansion of target diseases of HAL® for Medical Use (Lower Limb Type),clinical tests in Japan and other countries will be accelerated, and as of the end of March,
2016, a total of 140 units were in operation in Japan and other countries. Also HAL®
for Living Support (Single Joint Type) began being introduced mainly to hospitals
within Japan for the purpose of clinical studies, and as of the end of March, 2016, 154units were in operation.

4

Other Types of HAL®
In the field of nursing care, HAL® for Living Support (Lower Limb Type) has beenused in care facilities and hospitals within Japan for the purpose of motion assistance,
and as of the end of March, 2016, 489 units were in operation. For HAL® for Care
Support (Lumbar Type), a device used to improve the work environment in carefacilities that suffer from high turnover rates, 282 units were in operation as of the endof March 2016. This number is forecasted to increase substantially due to the subsidy
project of the MHLW for assisting welfare facilities with installation of robotic devices.
In the field of labor support, the number of units of HAL® for Labor Support (LumbarType) introduced to improve the work environment in order to maintain the labor force
of distribution warehouses, construction sites and factories of various types sufferingfrom an aging population and declining birthrate, is increasing steadily, and as of theend of March, 2016, 216 units were in operation. For the Cleaning Robot and Transport
Robot, 14 units were in operation as of the end of March 2016,
Cybernic city
Further, the Company has entered into a provisional contract for land owned by the
Ibaraki prefecture. Stepping towards the realization of “Cybernic city”, a city living
together with future Cybernic technology, the Company will continue to research anddevelop cutting-edge living assistance robots and implement them into society.
As the result of the aforementioned, in the consolidated financial result of this fiscal
year ended March 31, 2016, the Company recorded net sales of JPY 1,264,902 thousand(100.4% increase year on year), mainly due to a substantial increase in the operating
numbers of the new products such as HAL® for Care/Labor Support (Lumbar Type),
while maintaining sales cost to JPY 401,121 thousand (11.5% increase year on year),
attributable to cost reduction due to mass production and improvement of cost of service
in the Company’s subsidiaries. As a result, the gross profit increased significantly to
JPY 863,780 thousand (218.2% increase year on year) and the gross profit margin was
ameliorated to 68.3% (25.3% increase year on year).
Research and development expenses were recorded at JPY 1,001,547 thousand (1.9%
increase year on year) due to new product developments and clinical tests, and other5

selling, general and administrative expenses increased to JPY 1,154,365 (9.5% increase
year on year) thousand mainly due to the increase of taxes and dues, labor costs anddirect-selling expenses. As a result, operating loss improved drastically to JPY
1,292,132 thousand (26.8% decrease year on year).
Non-operating income was recorded at JPY 705,727 thousand (33.7% decrease year onyear), mainly due to a decrease of subsidy income, and non-operating expense wasrecorded at JPY 123,674 thousand (40.1% decrease year on year) due to the absence ofstock issuance expenses of JPY 99,409 thousand recorded in the previous fiscal year.
As a result, ordinary loss improved to JPY 710,079 thousand (21.8% decrease year onyear). Further, because income taxes-deferred recorded at JPY 11,173 thousand and net
loss attributed to owners of the parents recorded at JPY 3,195 thousand, net loss for the
fiscal year ended March 31, 2016 improved to JPY 718,057 thousand (21.6% decrease
year on year)(2) Status of capital investments
Capital investments made this fiscal year totaled JPY 1,414 million, coming mostly
from the construction of the Next-generation and Multi-purpose Production Base(provisional name) in Koriyama City, Fukushima Prefecture.

(3) Status of financing
There were no “financing activities”, “transfer, absorption-type split orincorporation-type split of the business”, “business transferred from other companies”
or “acquisition of rights and obligations related to the business of other corporations
from absorption-type splits or absorption-type mergers” that took place during thisfiscal year.

(4) Acquisition/disposal of other companies’ equity
The Company acquired shares of PEZY Computing K.K. and ExaScaler Inc. in July,
2015.

6

(5) Issues to be addressed
The Group aims to develop and provide products and services that are useful to people
and society by using Cybernic technologies which derive from the Group’s businessdomain Cybernic, a new research area that unites and combines human, mechanics andinformation fields. HAL®, which was developed by utilizing innovative Cybernic
technologies, has been successfully put into practical use as the first wearable robot in
the world. To make use of it and contribute to society on a global basis, the Group
regards the following as the issues.
1) Research and development activities for creation of innovative technologies
and new industries
Research and development activities of the Group are based on three keywords:“challenge,” “global development” and “innovation.” As an innovative company
that supports an aging society, the Group carries out multifaceted research anddevelopment aimed at realizing “implementation for society,” including “creation of
innovative technologies” and “creation of new industries,” and promoting business,and research and development of business strategies.
To create robotic medical devices, which make full use of cutting-edge Cybernic
technologies, the Group will cooperate with universities and research institutions,
hospitals, administrative organs, corporations, etc. in Japan and push forward withresearch and development of compound therapies with pharmaceuticals andregenerative medicine.
2) Fostering of human resources with target-oriented research and development
as the key
To create new industries by globally developing innovative technologies originatingin Japan, the Group centers on “target-oriented research and development.”
Researchers of the Group who support such research and development are required
to have, prominent capabilities to research, develop, acquire know-how and becomea specialist, even in fields different from their specialty if such activities arenecessary to achieve human and social business goals; adaptability and flexibility
that enable them to explore outside their specialty; and “exit-oriented creative
power.” The Group will endeavor to foster human resources who can play active
7

roles globally, by accumulating new therapeutic methods using innovativetechnologies and equipment and operation technologies, as well as talented persons
who should actively serve as promoters in overseas bases, in cooperation withhospitals, universities, corporations, local governments, etc.
3) Insurance coverage in major countries in the EU
In June 2013, HAL® for Medical Use (Lower Limb Type) obtained conformity
certification as a robotic therapeutic device by TÜV Rheinland, a third party
accreditation organization, concerning the Medical Device Directive in the EU(MDD), which is necessary when exporting medical devices to the EU market. As aresult, HAL® for Medical Use (Lower Limb Type) can be freely distributed andsold in the EU region, which accounts for 31%(*1)

of the world’s medical device

market by indicating the CE Marking. Also, treatment for functional regeneration
using HAL® for Medical Use (Lower Limb Type) is now covered under the public
workers’ compensation system in Germany, the largest medical device market in the
EU. Further, an application for coverage by German public health insurance wassubmitted in October, 2015, progressing towards a development of a new market for
HAL® for Medical Use (Lower Limb Type) as a medical device.
On the other hand, to accelerate the expansion of sales channels and sales volume of
HAL® as a world standard medical and care-service device in the EU region fromthis point onward, the Group needs to have HAL® covered under medical insurance
and nursing care insurance systems in major EU countries and acquire appropriate
insurance reimbursement/coverage at the same time. The Group is conducting
clinical tests on HAL® at the Karolinska Institute (Danderyd Hospital in Sweden)
and the Bergmannsheil University Hospital in Germany in order to expand
insurance coverage in each of the countries. The Group aims for coverage undereach type of insurance under favorable conditions in major EU nations.
4) Permission for marketing medical devices in the U.S.
To be able to distribute HAL® in the U.S., which accounts for 39%(*1)

of theworld’s medical device market, the Group needs to obtain approval from the U.S.
Food and Drug Administration (FDA) for marketing of a medical device. In
8November 2014, an application for HAL® for Medical Use (Lower Limb Type) has
been submitted to the FDA and the Company resent a revised application(Form-510k for a new type of device. The 510k process is appropriate for class I
and some class II medical devices to obtain approval for distribution in the U.S.
Applicants must provide the intended use, technological characteristics andperformance testing that show that the product is as safe and effective as otherproducts already distributed in the U.S. Once it passes the screening by the FDA,
the product will be approved for distribution) in June, 2015. The Group aims for an
approval at the earliest possible date, noting various insurance coverages as animportant milestone for its business promotion strategy in the U.S.
5) Acquisition of approval and authorization of medical devices in JapanTo have HAL® distributed as a medical device in Japan, which accounts for 9%(*1)

of the world’s medical device market, the Group acquired manufacture anddistribution approval for HAL® for Medical Use (Lower Limb Type) from the
MHLW as a “new medical device” for patients with neuromuscular diseases in
November 25, 2015, and in April 25, 2016, the MHLW announced the technology
fee for treatment using HAL®, making it the worlds’ first designation of an
insurance reimbursement price for treatment with Robots. With this insurance
coverage, patients will be able to claim up to JPY 49,600 - JPY 85,100 per treatment
indefinitely as long as the effect of treatment can be confirmed. While the insurance
is currently for neuromuscular diseases only, the Company aims to expand the target
diseases by conducting clinical research on patients with stroke and spinal cord
injuries.
6) Promotion of care-service robot businessJapan has become a super-aging society: the number of senior citizens aged 65 orolder stood at about 33 million (26.0% of the total population) as of October 1, 2014
and the number of persons requiring long-term care and persons requiring support
under the public nursing care insurance system was about 5.46 million(*2)

as of theend of December, 2012. It is expected that about 2.5 million care workers, double
the number at present, will be necessary in 2025(*3)

. Towards achieving “zeroturnover for nursing care”, the number of HAL® for Care Support (Lumbar Type)9

introduced to care facilities is expected to increase significantly due to the “subsidy
project for assisting welfare facilities with installation of robotic devices”, organizedby the MHLW.
In FY 2014, the Company successfully released HAL® for Living Support (Lower
Limb Type) which is a self-reliance support type device that is worn by persons
requiring care and support when they stand up, sit down and walk, and for HAL®
for Living Support (Single Joint Type) which is a device that allows patients to train
the joints of their arms and legs while remaining in bed, and for HAL® for Care
Support (Lumbar Type) which was successfully released on the market in year 2014
and is intended to reduce the load on the lower back of caregivers, and the Company
will continue to upgrade the devices.
7) Early expansion of product line-up
With a goal of realizing a long-lived society as well as a Zero Intensive Nursing
Care Society®, the Group is promoting the commercialization and further
sophistication of HAL® in the each of the following fields: 1) those for medical use,
aimed at improving body functions of patients; 2) those for personal care use, aimed
at supporting autonomous actions of the disabled; and 3) those for supporting
workers in nursing-care sites and factories. Also as a countermeasure to an aging
population and declining birthrate, automated Transport Robots, automatedCleaning Robots and Vital Sensors to prevent diseases are being developed. In orderto quickly deploy these products, the Group will design and develop new products
as well as gather feedback from users in the actual fields to work on further
upgrades.
8) Enhancement of the management control structure and development of humanresources
The Group needs to push forward with enhancement of the management control
structure and development of next-generation human resources to cope with global
development. Regarding the establishment of an internal control system, the Groupconsiders reinforcement to be an important issue, and in order to maintain asufficient management control structure in accordance with its future business10

expansion, the Group will promote the development of next-generation humanresources with advanced and extensive expertise and experience.
(Note)(*1) Espicom Business Intelligence, “The World Markets Fact Book 2013”(*2) Cabinet Office, “FY2015 White Paper on Aging Society”(*3) Ministry of Health, Labor and Welfare, “Annual Health, Labour and Welfare Report 2015”(2) Status of assets and income•

Status of assets and income of the Group

Division

Term 9FY 2012

Term 10
FY 2013

Term 11
FY 2014

Term 12FY 2015

Net sales (JPY Thousand)—

456,375

631,278

1,264,902

Ordinary loss* (JPY Thousand)—-682,881-907,854-710,079

Net loss attributable to owners of
the parent (JPY Thousand)—-688,171-915,893-718,057

Net loss per share (JPY)

—

-3.95

-4.74

-3.53

Total assets (JPY Thousand)—

6,434,768

48,289,052

47,534,470

Net assets (JPY Thousand)—

5,995,828

27,777,298

27,063,934

Net assets per share (JPY)

—

32.19

134.03130.50* Income/loss before income tax without extraordinary income/loss, also called “Pretax income” or “Ordinary profit”(Notes)1.

The Company began reporting the Consolidated Financial Statement from Term 10.

2.

The Company implemented stock splits of 1 to 200 for each share on October 25, 2013, stock splits of 1
to 5 for each Common Share and Class B Share on August 1, 2014 and stock splits of 1 to 2 for each11Common Share and Class B Share on August 1, 2015. Net losses per share and net assets per share foreach term is calculated, assuming that the stock splits were executed at the beginning of Term 10 (April
1, 2013)

Status of assets and income of the Company•

Term 9Term 10

Term 11

Term 12FY 2012FY 2013

FY 2014

FY 2015

Net sales (JPY Thousand)

286,457

448,543588,631

1,012,412

Ordinary loss (JPY Thousand)-565,820-671,213-886,741-685,226-573,326-672,764-890,532-689,004

-3.29

-3.86

-4.60

-3.39

Total assets (JPY Thousand)

2,927,794

6,373,749

48,238,237

47,533,060

Net assets (JPY Thousand)

2,523,257

6,010,180

27,815,874

27,132,982

Net assets per share (JPY)

14.50

32.27

134.02130.84

Division

Net loss attributable to owners of the parent(JPY Thousand)Net loss per share (JPY)(Notes)1.

The Company implemented stock splits of 1 to 200 for each share on October 25, 2013, stock splits of 1 to
5 for each Common Share and Class B Share on August 1, 2014 and stock splits of 1 to 2 for eachCommon Share and Class B Share on August 1, 2015. Net losses per share and net assets per share foreach term is calculated, assuming that the stock splits were executed at the beginning of Term 9 (April 1,
2012).

12

(3) Status of the parent and notable subsidiaries
1)

ParentThere are no items to report.

2)

Status of subsidiaries

Name
Cyberdyne Care
Robotics GmbH
Suzuka Robo Care
Center Co., Ltd.
Shounan Robo Care
Center Co., Ltd.
Oita Robo Care
Center Co., Ltd.

Capital

Ownership of voting rights

EUR 25,000

75.1%

JPY 3,000 Thousand

100.0%

JPY 3,000 Thousand

100.0%

JPY 3,000 Thousand

100.0%

Major business lines
Functional improvement
therapy service using HAL®
Training with HAL®, nursing
care insurance services
Training with HAL®, nursing
care insurance services
Training with HAL®, nursing
care insurance services(4) Major business lines	 Below are the descriptions of the Groups’ major business lines.

•

R&D, manufacturing and distribution of robot suits intended for the fields of
medicine, living support and care support.

•

R&D, manufacturing and distribution of robot suits intended for the field of laborsupport.

•Functional improvement therapy service using HAL®

•

Training with HAL® as well as insured care services(5) Main offices of operation and factories
Division

The Company

Name

Location

Head Quarters

Tsukuba, Ibaraki, Japan

Okayama Office

Okayama, Okayama, Japan

Fukushima Office

Koriyama, Fukushima, Japan

Cyberdyne Care Robotics GmbH

Bochum, Nordrhein-Westfalen, Germany

Suzuka Robocare Center Co., Ltd.

Suzuka, Mie, Japan

Shounan Robocare Center Co., Ltd.

Fujisawa, Kanagawa, Japan

Oita Robocare Center Co., Ltd.

Beppu, Oita, Japan

Subsidiaries

13

(6)

Status of employees
1)

Status of employees in the Group (as of March 31, 2016)

Number of employees

Change since previous fiscal year

65 members(93 members)

Increase of 1 member(Increase of 6 members)(Notes)i.

The number of employees includes full-time employees and members on a temporary transfer assignment. The
number of contract employees (including part-time workers) are stated in the bracket ( ). Directors who also holda position as a Company employee and dispatched workers are not included.

ii.

Since the Group is involved in a single segment of the robot related business, numbers of employees by eachsegment are not applicable.

2)

Status of employees in the Company (as of March 31, 2016)

Number of employees

Changes since previous fiscal year

55

Decrease of 1 member

Average age

Average years of continuous service

40.7 years old

3.9 years(Notes)i.

The number of employees includes full-time employees and members on a temporary transfer assignment.
Directors who also hold a position as a Company employee and dispatched workers are not included.

ii.

Excluding the staff members stated above, there are 59 contract employees (including part-time workers).

2.

Matters regarding Shares(1) Status of shares (As of March 31, 2016)
Class

Total number of authorized shares

Total number of issued shares

Number of shareholders

Common Share

618,300,000 shares

125,576,000 shares

61,633 shareholders

Class B Share

77,700,000 shares

77,700,000 shares

3 shareholders

14

(2) Major shareholders (As of March 31, 2016)
Shareholder

Number of shares held (Unit: shares)

Shareholding ratio

Yoshiyuki Sankai

Common ShareClass B Share

42,00077,696,000

38.24%

Daiwa House Industry Co., Ltd.

Common Share

27,690,000

13.62%

Japan Trustee Services Bank. Ltd. (Trust Account)

Common Share

8,627,300

4.24%

GCAS BANA LONDON US CLIENT

Common Share

3,726,000

1.83%

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

Common Share

3,667,200

1.80%

STATE STREET LONDON CARE OF STATE STREETBANK AND TRUST, BOSTON SSBTC A/C UK LONDONBRANCH CLIENTS- UNITED KINGDOM

Common Share

3,363,400

1.65%

Deutsche Securities Inc.

Common Share

2,793,400

1.37%

BBH FOR MATTHEWS JAPAN FUND

Common Share

2,303,900

1.13%

UBS AG LONDON A/C IPB SEGREGATEDCLIENT ACCOUNT

Common Share2,246,910

1.10%Japan Trustee Services Bank. Ltd. (Trust Account 9)

Common Share

2,070,500

1.01%(Notes)Shareholding ratio was calculated excluding the treasury stock (138 shares)(3) Other important information regarding shares
Exercise of stock acquisition rights included in the Convertible Bonds.
After the end of this fiscal year, the stock acquisition rights included in the EuroYen Zero Coupon Convertible Bonds due 2017 were exercised and 3,543,254
Common Shares were issued as of April 30, 2016. Further, if all of the stockacquisition rights are exercised, the total number of issued Common Shares
stated in (1) is expected to increase by 11,771,630 shares to 137,347,630 shares.
3.

Stock acquisition rights
Information regarding stock acquisition rights is posted on the Company’s
webpage pursuant to the provisions of laws and regulations and Article 22 of theCompany’s Articles of Incorporation.
http://www.cyberdyne.jp/english/company/IR.html.

15

4.

Board Members and Audit and Supervisory Members of the Company(1) Names of the directors and the Audit and Supervisory Board Membersof the Company

Title

Name

Descriptions of the position and other important positions held outside the Company
Professor at the Graduate School of Systems & Information Engineering,
University of Tsukuba

President and CEO

Director
Director
Director
Director (Outside)

Yoshiyuki
SankaiFumiyuki
Ichihashi
ShinjiUga
HiroakiKawamoto
KinichiNakataDirector of the Center for Cybernics Research, University of Tsukuba
Program Manager of the Impulsing Paradigm Change through Disruptive
Technology Program (ImPACT) hosted by the cabinet office of Japan
Team leader of the Information Strategy Team in
the Company Improvement Office of the Company
Head of the Corporate Unit of the Company
Associate Professor at the Graduate School of Systems & Information Engineering,
University of Tsukuba
Lecturer at Nihon University School of Medicine
Outside director of Onkyo Corporation

Director (Outside)(Independent)

Kazumasa
YoshidaDirector (Outside)

Hikari
Imai

Outside director of Gibson Guitar Corporation
Outside director of TDK Corporation
Outside director of Mamezou Holdings Co., Ltd.

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

YutakaFujitani
Cees
Vellekoop
CEO of Kaede Audit Corporation
Kenichiro
OkamuraAudit and Supervisory Board Member (Outside) of SG Holdings Co., Ltd
Audit and Supervisory Board Member (Outside) Kanematsu-NNK Corporation(Notes)1.

3 directors, Kinichi Nakata, Kazumasa Yoshida, and Hikari Imai are outside directors. The
Company has listed Kazumasa Yoshida as the independent director with the Tokyo Stock
Exchange, Inc. pursuant to their Securities Listing Regulation Article 436-2.

2.

3 Audit and Supervisory Board Members, Yutaka Fujitani, Cees Vellekoop, and Kenichiro
Okamura are Outside Audit and Supervisory Board Members.

3.

Audit and Supervisory Board Member, Yutaka Fujitani has extensive domestic and international
experience through his work at a major bank as well as from his help building the internal control
structure at KPMG AZSA LLC. As such, Yutaka Fujitani has suitable knowledge and experience16

related to business auditing and internal control.
4.

Audit and Supervisory Board Member, Cees Vellekoop was a qualified lawyer in the Netherlands
and Britain and has worked for Allen & Overy Gaikokuho Kyodo Jigyo Horitsu Jimusho as an
attorney for foreign law (all three certificates have since been relinquished.). As such, Cees
Vellekoop has suitable knowledge and experience in the field of law.

5.

Audit and Supervisory Board Member, Kenichiro Okamura is a certified public accountant andhas gained domestic and international experience in an audit firm as an auditor,

and aconsultant for SOX (internal control), IFRS (International Financial Reporting Standards) the
management of subsidiaries in other countries. As such, Kenichiro Okamura has suitableknowledge and experience in finance, accounting and internal control.
6.

There are no special relations between the Company and Nihon University.

7.

There are no special relations between the Company and the four companies, Onkyo Corporation,
Gibson Guitar Corporation, TDK Corporation and Mamezou Holdings Co., Ltd.

8.

There are no special relations between the Company and the three companies, Kaede Audit
Corporation, SG Holdings Co., Ltd and Kanematsu-NNK Corporation.

(2) Names of directors who have resigned
Name
Toshiyuki
Nakazato

Date ofresignation

Reason for
resignation

Descriptions of the position held in the Company and other important
positions held outside the Company at the time of resignation

Termination of

Outside director

the contract

Manager of the Accounting Department. Tokyo Head
Quarters, Daiwa House Industry Co., Ltd.

May 31, 2015(3) Outline of the limited liability agreement
The Company has agreed to contracts with the outside directors and theoutside Audit and Supervisory Board Members that limit liability inaccordance with Article 423-1 of the Companies Act. The limited liability
amount in these contracts totals the amount defined by Article 425-1 of theaforementioned Act.

17

(4) Remuneration and other payments for the directors and Audit andSupervisory Board Members of the Company.
Number ofrecipients

Amount of payment

Director

7

JPY 36,000 thousand

JPY 3,400 thousand for the three outside directors

Audit and Supervisory
Board Members

3

JPY 9,600 thousand

JPY 9,600 thousand for the three outside Audit andSupervisory Board members

Total

10

JPY45,600 thousand

Title

Description(Notes)1.

The upper limit of remuneration for the directors, set by a decision made at the 2nd Ordinary General Meetingof Shareholders that took place on May 31, 2006, is JPY 100,000 thousand per year. The upper limit of
remuneration for the Audit and Supervisory Board Members, set by a decision made at the 3rd Ordinary
General Meeting of Shareholders that took place on June 28, 2007, is JPY 50,000 thousand per year.

2.

The payment above includes remuneration for Outside Board Members and Outside Audit and Supervisory
Board Members.

3.

The payment for directors does not include the payment of standard payroll for Board Members who also holda position as a Company employee.

4.

As of the end of the current term, Board Members are composed of 7 directors and 3 Audit and Supervisory
Board Members.

5.

One outside director who retired on May 31, 2015, served without remuneration, and is therefore not includedin the number of recipients.

(5) Outside Board Members and Audit and Supervisory Board Members
1)

Other important positions held outside the Company, and theirrelationship with the Company.
Other important positions held outside of the Company have been statedin “(1) Name of the directors and Audit and Supervisory Board
Members.”

18

2)

Name

Attendance at theBoard ofDirectors Meeting

Attendance at theBoard of Auditors
Meeting

KinichiNakata16 out of 18-

Kazumasa
Yoshida18 out of 18-

Hikari Imai

14 out of 14-

YutakaFujitani

18 out of 18

12 out of 12

Cees
Vellekoop

18 out of 18

12 out of 12

Kenichiro
Okamura18 out of 18

12 out of 12

Division

Director

Audit andSupervisory
Board Members

Notable activities within this fiscal year.

5.

Notable Activities
Provided opinions when discussing Company businessfrom the perspective of a doctor.
Provided opinions in all aspects of corporate
management based on his rich experience andknowledge of global corporate management.
Provided opinions in all aspects of corporate
management based on his rich experience andknowledge as an outside director
Provided opinions based on his experience andbackground from financial institutions, audit firms, andknowledge of corporate management.
Provided opinions based on his professional knowledgeof law.
Provided opinions based on his professional knowledgeof finance and accounting as a certified public
accountant.

Matters regarding the Accounting Auditor(1) Name of the Accounting Auditor
Deloitte Touche Tohmatsu LLC(2) Remuneration and Payment for the Accounting Auditor for this Fiscal
Year
JPY 21,000 thousand
Item

Amount of remuneration

Remuneration for accounting audit within this fiscal year

JPY 21,000 Thousand

Sum of amount the Company and its subsidiaries owe to Accounting Auditors
JPY 21,000 Thousand
and other financial profits(Notes)In the audit contract between the Company and the Accounting Auditor, there is no distinction between
the remuneration for the audit based on Corporate Code as Accounting Auditors and that for the audit
based on the Financial Products Exchange Law and it is not practically possible to distinguish them.

19

(3) The reason of Audit and Supervisory Board accepting the remuneration
for the Accounting Auditor
Pursuant to the “Practical Guidelines of Coordination with the Financial
Audits” published by the Japan Audit & Supervisory Board Members
Association, the Audit and Supervisory Board considered the required time
for auditing stated in the audit plan, transition of audit remuneration, audit
plan in the previous year, its performance and the validity of the remuneration
estimate. As a result, the Audit and Supervisory Board accepts the
remuneration for the Accounting Audits in accordance to the Companies Act
Article 399-1.
(4) Details of Non-Auditing WorkNo matters to be reported(5) Policy Regarding the Determination of Dismissal or Nonrenewal of theappointment of Accounting Auditor
The Company’s policy states that, if the Accounting Auditor is found to meetthe definition of one of the items stated in Article 340-1 of Companies Act,
subject to the consent of all Audit and Supervisory Board Members, Audit andSupervisory Board shall dismiss the Accounting Auditor. Upon the stateddismissal, the Audit and Supervisory Member designated by the Audit andSupervisory Board will announce the dismissal at the most recent Meeting of
Shareholders and explain its reason.
Other than the case stated above, the Audit and Supervisory Board may
consider the performance and quality of auditing work by Accounting Auditor
and determine matters for resolution in regards of dismissal or nonrenewal of
the appointment of Accounting Auditor and Board of Directors, based on thedecision made by the Audit and Supervisory Board, may propose the mattersto be resolved at a Meeting of Shareholders.

20

6.

System to Ensure the Properness of Businesses and Actual Operation of the
System(1) System to Ensure the Properness of Businesses
The resolution passed at the Board of Directors in regards of a system toensure the directors’ implementation of business to be conducted incompliance with laws, regulations and the Articles of Incorporation, as wellas the structure to ensure the business to be conducted in an appropriatemanner is stated as below.
1) System to ensure directors and employees of the Company and thesubsidiaries (the “Group”) to perform their duties in accordancewith laws, regulations and the Articles of Incorporation
A code of conduct that embodies the CYBERDYNE Code of Conductand other compliance-related rules shall be established for directors andemployees to perform adhering to laws, regulations, the Articles ofIncorporation and internal regulations. The designated director of theCompany shall have cross-organizational control over complianceinitiatives and be responsible for building, maintaining and updatingcompliance systems. The director disseminates the spirit of complianceto directors and employees of the Group to identify and solve problems
through seminars, audits, and risk management processes.
The Company will also establish the Affiliated Company Management
Policy and in its respect, assign directors (if necessary Audit andSupervisory Member) of the notable subsidiaries. Also by making it
necessary for the subsidiaries to obtain the approval from the Company
in regards of important matters and the Company corporate sector to
conduct certain parts of the management work for the subsidiaries tomaintain the appropriateness of their works.
The Company shall establish the Internal Audit Office who will work21

directly under the Company CEO. The Internal Audit Office shallconduct internal audit in accordance with the Internal Audit Policy andAffiliated Company Management Policy to check the compliance status
with laws, the Articles of Incorporation and internal regulations and risk
management. Result of the internal audit shall be reported to theCompany CEO, its Audit and Supervisory Board and Board of Directors.
Also the Hotline System Policy shall be established and operated as ameans for employees to directly provide information about legally
suspicious behavior. The method of providing information by means oforal communication, emails, chat and opinion boxes shall be the subjectof the compliance hotline protocol.
2) System to store and manage information related to the execution ofduties by directors
The Company is to establish the Document Management Policy whichstates the method of storing and managing information related to the
execution of duties. In pursuant of the law and this protocol, theinformation related to the execution of duties shall be recorded andstored as paper or electronic formats and it is to be stored.
Those information is always to be accessible by the directors and Audit
and Supervisory Board Members.
3) Rules and other systems to manage the risk of losses
A relevant operating unit shall be put in charge for each risk category,and each operating unit in charge is to create risk scopes, risk profiles,
self evaluation policies and guidelines by the designated director in orderto strengthen the risk management structure. The director in charge offinance shall monitor risks across the organization and address companywide risks.
When a new risk arises, the Company CEO shall quickly appoint a
director or head of operating unit in charge of handling such risks.

224) System to ensure the efficient execution of duties by directors.
As a system to ensure the efficient execution of duties by directors, The
Board of Directors shall meet once a month and provisional meetings ofBoard of Directors shall be conducted whenever necessary.
Regarding the execution status of matters resolved by the meeting ofBoard of Directors, designated director or head of operating unit shallreport on regular bases and the Audit and Supervisory Board shallperform audits.
Medium-term business plans and annual business plans shall beestablished with targets for the entire Company.
The Company shall also establish the Affiliated Company Management
Policy in order to manage the subsidiary companies under the related
sector of the Company so that the directors of the subsidiary companies
can execute their duty efficiently.
5) System to ensure reporting on subsidiary directors’ performance of
duties to the Company
The Company shall establish the Affiliated Company Management
Policy and the subsidiaries must report to the Company’s sector in
charge of managing subsidiaries whenever necessary with regards tostatus of their duties.
6) Matters regarding employees who assist the Audit and Supervisory
Board with the fulfillment of its duties.
When the Audit and Supervisory Board requests assignment of staff toassist with its duties, the Board of Directors may designate theappropriate employees who shall serve as assistant employees or as
employee who also hold post as assistance upon consulting with the
Audit and Supervisory Board.
23

During the assistance period, the authority to control the designatedemployees shall be delegated to the Audit and Supervisory Board, andthe employees shall not be subject to the chain of command of thedirectors. Any performance evaluation and changes in the relevant
personnel that provides assistance require consents of the Audit andSupervisory Board.
7) System for directors and employees of the Company to report to the
Audit and Supervisory Board and system for directors andemployees of the subsidiaries, or the Company’s personnel who
received reports from directors and employees of the subsidiaries, toreport to the Audit and Supervisory Board of the Company
The directors and employees of the Company as well as the directors andemployees of the subsidiaries shall report any significant matters which
are against laws or Articles of Incorporation, dishonest acts and mattersthat may have a significant impact on the company to the Audit andSupervisory Board Member immediately. In addition if the Audit andSupervisory Board Member asks for report from the directors or
employees pursuant to the law, Auditor Auditing Standards or Auditor’s
Meeting Rules established by the Audit and Supervisory Board, thedirectors or employees in concern must report promptly. In order toimprove comprehensiveness of the report regarding any significant
matters which are against laws or Articles of Incorporation, dishonest
acts and matters that may have a significant impact on the company, thedirectors and employees of the Company as well as the directors andemployees of the subsidiaries shall conduct hearing and gather
information and reports from reports stated in this item, items stated ininternal audits, hotlines and from Accounting Auditors.
Pursuant to the Hotline System Policy, if matters which may violate law
or corporate compliance in the Group, the content of it shall be reported
to the Board of Directors by the director in charge of compliance. Further
the contents reported and the result shall be reported to the full-time
24

Audit and Supervisory Board Member.
The Internal Audit Office of the Company shall report the status of theinternal audit to the Audit and Supervisory Board Members. Further the
director in charge of compliance shall report the status regarding
compliance to the Audit and Supervisory Board when necessary.
8) System to ensure that the person who made reports to the Audit andSupervisory Board Member won’t be put in disadvantaged position
The Company won’t conduct any treatment which puts the said person indisadvantaged position because of their reports made to the Audit andSupervisory Board Member.
9) Matters regarding the Company policy of processing auditing fee
If the Audit and Supervisory Board Member requests a payment requiredin accordance with execution of their duty in advance or to be reimbursed,
with exception of those cases when it is recognized to be completely
unnecessary for the execution of their duty, it shall be paid promptly
upon request.
10) Other systems to ensure the effective execution of the audit by theCompany Audit and Supervisory Board.
The director and employees of the Company and the subsidiaries shallcomply with hearing or visiting audit and other methods of investigationby the Audit and Supervisory Board Member in order to secure theeffectiveness of audit.
The Company shall provide enough opportunity for the Audit andSupervisory Board Member to exchange opinion with directors,
Accounting Auditors and any other personnel required to appropriately
execute the duty as a auditor.
The Company shall also provide enough opportunity for the Audit andSupervisory Board Member to coordinate with other Audit andSupervisory Board Members and to gather information from employees25

of the subsidiary companies.
(2) The status of operation of system to ensure appropriate execution ofduties.
The Group works to maintain the aforementioned system and its operation.
Notable actions conducted within this fiscal year which are thought to beimportant in regards to internal control are stated below.
1) Corporate Compliance System
For the Group, according to the policies regarding compliance system,
such as the Company Code of Conduct, all members of the Group work
to comply with the law. Further in order to detect or avoid violation ofcompliance at the earliest opportunity, the Hotline System Policy and its
method of utilization are notified to related personnel suitably.
2) Risk Management System
For the Group, the director in charge of risk management states theoperating unit in charge of each risk category, monitoring the risk status
and its response. Further the conduction status is subject of internal audit
and audit conducted by the Audit and Supervisory Board Member.
3) Effectiveness of the execution of duty by the director
For the Group, the Board of Directors meets once a month andprovisional meetings of Board of Directors is conducted whenevernecessary, in order to check the reports of business execution (including
reports from subsidiaries), progress of business plan for the fiscal year(including plans for subsidiaries).

26

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 balance sheet (As of March 31, 2016)(Unit: JPY thousand)
Subject

AmountSubject(Assets)(Liabilities)

Total current assets

41,050,680

Cash and deposits

14,458,798

Accounts receivable-trade
Securities

Amount217,347
25,500,386

Total current liabilities

20,322,560

Accounts payables-trade
Convertible bond with stock acquisition rights
planned to be redeemed within one year

48,12019,927,483

Income taxes payable

63,804

Other283,151

Merchandise and finished goods

149,939

Work in process

13,519Total Non-current liabilities

147,975

Raw materials and supplies

286,167

Differed tax liability

11,027

Accounts receivable349,259

Asset retirement obligations

71,613

Other

76,021

Other

65,335

Allowance for doubtful accounts-758

Total liabilities

20,470,536(Net assets)

Total non-current assets
Total property, plant and equipment

6,483,790

Total shareholders’ equity

26,526,314

5,332,211

Capital stock

16,511,767

Buildings and structures, net

702,620

Capital surplus

16,447,767

Assets for rent, net

460,527

Capital reserve-6,433,015

3,214,303

Treasury stock

-204

Land
Construction in progress

699,992

Total accumulated other comprehensive income

772

Other, net

254,767

Foreign currency translation adjustment

772

Intangible assets

65,658

Total investments and other assets

536,847

1,085,919

Investment securities

914,830

Other assets

171,089

Total Assets

Stock acquisition rights

47,534,470

Total net assets

27,063,934

Total liabilities and net assets

47,534,470(For these figures, numbers below one thousand have been omitted)

27

Consolidated statements of income (April 1, 2015 to March 31, 2016)(Unit: JPY thousand)
Subject

AmountNet Sales

1,264,902

Cost of sales

401,121

Gross profit

863,780

Total selling, general and administrative expenses

2,155,912

Operating loss

1,292,132

Non-operating income
Interest income

32,846

Subsidy income

399,574

Grants for research received

235,330

Other

37,975705,727

Non-operating expenses
Interest expenses

46,142

Loss in reduction of non-current assets

72,517

Other

5,014

123,674

Ordinary loss

710,079

Loss before income taxes and minority interests

710,079

Income taxes-current

13,481

Income taxes-deferred-2,307Net loss

11,173
721,253

Loss attributable to non-controlling interests

3,195

Loss attributable to owners of parent

718,057(For these figures, numbers below one thousand have been omitted)

28

Financial statements
Balance sheets (As of March 31, 2016)(Unit: JPY thousand)
Subject

AmountSubject(Assets)(Liabilities)

Total current assets

41,041,834

Cash and deposits

14,405,967

Accounts receivable-trade
Securities

Amount140,095

Total current liabilities

20,252,102

Accounts payable- trade
Convertible bonds planned to be redeemed within one year

48,786
19,927,483

25,500,386

Accounts payable- other165,153

Merchandise and finished goods

145,374

Income taxes payable

58,452Work in process

13,519Accrued expenses

13,844

Raw materials and supplies

286,153

Other

38,380Accounts receivable345,436

Total non-current liabilities

147,975

Other

205,659

Deferred tax liabilities

11,027

Asset retirement obligations

71,613

Other

65,335

Allowance for doubtful accounts
Total non-current assets
Total tangible non-current assets-758
6,491,225
5,311,091

Buildings

694,087

Structures

6,382

Machinery & equipment

26,984

Vehicles & delivery equipment

13,363Tools, furniture & fixtures

195,936

Assets for rent

460,041Land
Construction in progress
Intangible assets

3,214,303
699,992
62,842

Patent13,760Software

43,864

Other

5,216

Total investments and other assets

Total liabilities

20,400,077(Net assets)

Total share holders’ equity

26,596,135

Capital stock

16,511,767

Capital surplus

16,447,767

Legal capital surplus
Retained earnings

16,447,767-6,363,194

Legal retained earnings

30

Other retained earnings-6,363,224

Retained earnings brought forward
Treasury stock
Stock acquisition rights-6,363,224-204
536,847

1,117,291

Investment securities

914,830

Stocks of subsidiaries and affiliates

29,555Investment in capital of subsidiaries and affiliates

22,947Long-term prepaid expenses

84,531

Other

65,427

Total Assets

47,533,060

Total net assets

27,132,982

Total liabilities and net assets

47,533,060(For these figures, numbers below one thousand have been omitted)

29

Statements of income (April 1, 2015 to March 31, 2016)(Unit: JPY thousand)
Subject

AmountNet Sales

1,012,412

Cost of sales

262,036

Gross profit

750,376

Total selling, general and administrative expenses

2,028,290

Operating loss

1,277,914

Non-operating income
Interest income

32,828

Subsidy income

398,558

Grants for research received

235,330

Other

47,235713,953

Non-operating expenses
Interest expenses

2,576

Bond interest

43,509Loss in reduction of non-current assets

72,517

Other

2,662

121,266

Ordinary loss

685,226

Loss before provision for income taxes

685,226

Income taxes- current

6,086

Income taxes- deferred-2,307Net loss

3,778
689,004(For these figures, numbers below one thousand have been omitted)
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.

30

Audit Report of Audit and Supervisory Board

Audit Report
With respect to the directors’ performance of their duties during the 12th business year
(from April 1, 2015 to March 31, 2016), the Audit and Supervisory Board (the“kansayaku-kai”) has prepared this audit report based on methods and results of audits
reported by each member of the kansayaku-kai (“kansayaku”), and hereby reports asfollows:
1. Method and Contents of Audits by Kansayaku and the Kansayaku-kai(1) The kansayaku-kai established the audit policies, assignment of duties, etc. andreceived reports from kansayaku regarding the status of implementation of theiraudits and results thereof. In addition, the kansayaku-kai received reports from thedirectors, etc. and the accounting auditor regarding the status of performance of
their duties, and requested explanations as necessary.
(2) In conformity with the kansayaku auditing standards of established by thekansayaku-kai, and in accordance with the audit policies and assignment of duties,
etc., kansayaku endeavored to facilitate a mutual understanding with the directors,
the internal audit unit and other employees, etc., endeavored to collect informationand maintain and improve the audit environment, and performed audits in thefollowing manners:
1) Attended the meetings of the board of directors and other important meetings,
received reports on the status of performance of duties from the directors andother employees, requested explanations as necessary, examined important
approval/decision documents, inspected the status of the corporate affairs andassets at the head office and other principal business locations, and, with respect
to the subsidiaries, endeavored to facilitate a mutual understanding andexchanged information with the directors and kansayaku, etc. of each subsidiaryand received their reports on their respective business as necessary.

372) Received reports from the directors, employees and so on and requested their
explanations as necessary concerning the descriptions on the business reportwith regard to the design and operation of (i) the contents of the board of
directors’ resolutions on the development and maintenance of the system toensure that the directors’ performance of their duties complied with all laws,
regulations and the articles of incorporation of the company and other systems
that are set forth in Article 100, paragraphs 1 and 3 of the Ordinance for
Enforcement of the Companies Act of Japan as being necessary for ensuring theappropriateness of the corporate affairs of a company group that consists of a
joint stock company and its subsidiaries, and (ii) the systems (internal control
systems) based on such resolutions. With respect to the subsidiaries, kansayaku
endeavored to facilitate a mutual understanding and exchanged information withthe directors and kansayaku, etc. of each subsidiary and received fromsubsidiaries reports on their respective business as necessary.
3) Monitored and verified whether the accounting auditor maintained its
independence and properly conducted its audit, received a report from theaccounting auditor on the status of its performance of duties, and requested
explanations as necessary. Kansayaku-kai was notified by the accounting
auditor that it had established a system to ensure that the performance of theduties of the accounting auditor was properly conducted (the matters listed ineach item of Article 131 of the Company Accounting Regulations) inaccordance with the Quality Control Standards for Audits (Business Accounting
Council on October 28, 2005), etc., and requested explanations as necessary.
Based on the above-described methods, kansayaku examined the business report andit’s annexed specifications thereto, the financial statements (the balance sheet, theincome statement, the statements of changes in net assets, and the related notes) and theaccompanying supplemental schedules thereto, as well as the consolidated financial
statements (the consolidated balance sheet, the consolidated income statement, theconsolidated statement of changes in net assets and the related notes), for the businessyear under consideration.

38

2. Results of Audit(1) Results of Audit of Business Report, etc.
1) We acknowledge that the business report and the annexed specifications thereto
fairly present the status of the Company in conformity with the applicable laws
and regulations and the articles of incorporation of the company.
2) We acknowledge that no misconduct or material fact constituting a violation of
any law or regulation or the articles of incorporation of the company was foundwith respect to the directors’ performance of their duties.
3) We acknowledge that the board of directors’ resolutions with respect to theinternal control systems are appropriate. We did not find any matter to bementioned with respect to the descriptions in business report and the directors’
performance of their duties concerning the internal control systems.
(2) Results of Audit of Accounting Documents and their Annexed Specifications
We acknowledge that the methods and results of audit performed by theaccounting auditor, Deloitte Touche Tohmatsu LLC, are appropriate.
(3) Results of Audit of Consolidated Accounting Documents
We acknowledge that the methods and results of audit performed by theaccounting auditor, Deloitte Touche Tohmatsu LLC, are appropriate.
May 23, 2016
Kansayaku-kai of CYBERDYNE, INC
Fulltime kansayaku (Outside kansayaku): Yutaka Fujitani(seal)

Outside kansayaku:Cornelis Vellekoop(seal)

Outside kansayaku:

Kenichiro Okamura(seal)

39

Access to the venue of the Ordinary General Meeting of Shareholders
Date

June 24, 2016

Venue

NOVA HALL (ノバホール) Great Hall (大ホール)
1-10-1 Azuma, Tsukuba City, Ibaraki Prefecture Japan

Access!

Access by train- TX Tsukuba Express “Tsukuba Station” 3 min. walk from A3 exit
*Train fee for Akihabara Station to Tsukuba Station
Train Ticket: 1,190 JPY!

(IC Card: 1,183 JPY)

Access by Car
1.

Exit at Sakura Tsuchiura Interchange of the Joban expressway and headtowards Sakura/Tsukuba Science City

2.

Turn right at the second crossing with a footbridge (Sasagi) and head northalong Higashi-odori for 3 km.

3.

After the two-lane road turns to a three-lane road, take the 3rd crossing(Gakuen Higashi) to the left.

4.

The building you will see on the far right at the 2nd crossing point (Ooshimizu
Koenmae) is the Nova Hall.

*Please use the pay parking nearby. (We do not offer any discount for parking)!

Access by Highway Bus
Highway Bus from Tokyo Station Yaesu South Exit.
Use the bus “for Tsukuba Center” and get off at Tsukuba Center. Walk for 3 min.

40