ON THE COVER

Pumpkin Yayoi Kusama
Benesse Art Site Naoshima is the collective namefor the art-related activities we conduct inconjunction with the Fukutake Foundation on
the islands of Naoshima, Teshima, and Inujima in
the Seto Inland Sea. We have been promoting
the ongoing activities as an approach toBenesse=well-being, our motto embodying theBenesse Group’s corporate philosophy.

Empowering lifelong growth

Benesse Report 2023

Benesse Holdings, Inc.
Investor Relations Department
1-34, Ochiai, Tama-shi, Tokyo 206-0033, Japan
Phone: +81-42-357-3656
Email: tokyoir@mail.benesse.co.jp
URL: https://www.benesse-hd.co.jp/en/

Benesse Group Corporate Philosophy

bene (well) + esse (being)

Benesse (Well-being)
W hat is “Benesse”? T he hea r t of Benesse is enjoy i ng t he process of mov i ng for wa rd

bene (well) + esse (being)

Benesse (Well-being)

step by step, w it h resolve, towa rd t he rea l i z at ion of you r d rea ms a nd a spi rat ions.
Benesse empowers people to solve issues for t hemselves a nd to enjoy l i fe to t he f u l lat e ver y st a ge by of fer i ng t hem t he tools a nd suppor t t hey need to create wel l-bei ng.
We a i m to be a g loba l ly respec ted cor porate g roup t hat is suppor ted by a nd
i nd ispensable to c u stomers , com mu n it ies , a nd societ y.
We w i l l cont r ibute posit ively to societ y now a nd i n t he f ut u re.
* Benesse is a word coined from the Latin words “bene” (well) and “esse” (being).

Benesse Group Principles
T he Benesse Group is a g loba l cor porat ion w it h a people- or iented c u lt u re.
We bel ie ve t hat before we become good bu si ness people, we mu stl ive a s responsible members of societ y a nd t hat a l l of ou r ac t ions shou ld
lead to “Benesse” (Wel l-bei ng). I n order to ach ie ve t h is ,we ad here to t he fol low i ng pr i nciples a nd prom ises.

O u r Pr i n c i p l e s
Act sincerely; Build trust; Pursue challenges and innovation

Pr o m i s e t o o u r :01

Benesse Report 2023

Customers

We develop and maintain long-term relationships with our customers by offering themtruly valuable solutions to their present and future needs.

Colleagues

We value teamwork, people development, fairness, and active participation in theworkplace.

Business Partners

We foster mutual trust and growth with our business partners, thus creating the bestvalue for our customers.

Community andSociety

We aim to create an environment in our communities where people of all ages can enjoy
life through our services.

Shareholders

We seek to grow and develop in a way that earns our shareholders’ long-term trust.

Benesse Report 202302

BenesseGroupPurpose

Benesse Group Purpose

Anybody can enjoy lifelong growth.
Toward a world in which everyone
can live their own life.
Benesse will continue to aim forthese ideals.
Based on the corporate philosophy of “Benesse=well-being,”
we have announced our Group’s purpose as our management mission.

We are an earnest and tireless advocate of the potential of people collectively and individually.
Against a background of rapidly changing social conditions, we will persist in pursuing a worldin which each person can live in a way that is true to themselves,
while looking to the future, globalization, and social systems.

We are eager to take on new challenges to realize such a world,
and are committed to solving various social issues associated with the different stages of life.
The Group’s purpose is what guides our passion and commitment.

03

Benesse Report 2023

Benesse Report 202304

Benesse Report 2023: background theme

Pumpkin Yayoi Kusama ©YAYOI KUSAMA

BenesseArt SiteNaoshima

Benesse Art Site Naoshima＝Place for lifelong growth
We established the Group’s purpose in April 2023, and the Transformation
Business Plan aimed to achieve the Group's purpose in May the same year.
Benesse Report 2023 is centered on the new Group’s purpose
and Naoshima, a place where we put our corporate philosophy of“Benesse=well-being” into practice.

Inujima

Naoshima

05 Benesse Report 2023

Teshima

Benesse Report 2023

06

Benesse’s history of growing instep with people and society
1990sFounding (1955 onward)

2000s onward

Founder Tetsuhiko Fukutake’s
strong belief in education

Diversifying businesses under the“Benesse” banner

Evolving education and nursing carebusinesses

Announcing the Transformation
Business Plan in 2023

▶ Began in Okayama as a business providing simulated exams for highschool students and correspondence courses that were theprecursor to today’s Shinkenzemi. By releasing products that
embodied new concepts and expanding our enrollments, we laid
the groundwork for the corespondence education business before
the market appeared in Japan.

▶ In 1995, the company was renamed Benesse Corporation.

▶ Expanded the education business even further through measures
such as growing the school and teacher support business andbringing prep school operators into the Group.

▶ In 2023, announced the Group’s purpose.

▶ Taking note of trends related to demographic aging and theincreasing number of two-income households, entered the nursing
care and childcare business, and published Tamago Club and Hiyoko
Club, magazines on pregnancy, childbirth, and parenting.

Right: Fukutake no kokoro: hitosuji no michi, abook created to compile the founder’s thoughts.
His spirit has been passed down to today as theCompany’s DNA.

1962

Education(now Shinken Simulated Exams).

Correspondence Education1969 LaunchedSeminar for senior high school students

1988 (now Kodomo Challenge).

1990

Launched Shinkenzemi Preschool Courses

1989 Launched preschool courses in Taiwan.

▶ In the education business, further increased
utilization of digital technology and pursued
individualized learning support services.

2000

2010

Ochanomizu Seminar Co., Ltd. as
2006 Acquired
a subsidiary, thereby entering the prep2012 Acquired UP Inc. as a subsidiary.
Minerva Intelligence Co., Ltd. (now2014 Acquired
Benesse BE studio Inc.) as a subsidiary.

2003

Introduced proficiency-based educational
materials to Shinkenzemi courses.

school business.
Launched preschool courses in China.

2006Tokyo Individualized Educational
2007 Acquired
Institute, Inc. as a subsidiary.

(now Shinkenzemi Senior High School Courses).

Correspondence Education
1972 Launched
Seminar for junior high school students(now Shinkenzemi Junior High School Courses).

“Shinkenzemi Junior High School2008 Launched
Course +i,” the next-generation version.

Shinkenzemi Elementary
1980 Launched
School Cources.
Correspondence
Education Seminar(first issue)

Shogo Challenge (first issue)

Shinkenzemi Preschool Course (first issue)

Lifestyles

Tamago Club and Hiyoko Club, magazines on1993 Launchedpregnancy, childbirth, and parenting.

1996 Launched lifestyle magazine THANK YOU!
Tamago Club (first issue)

Hiyoko Club (first issue)▶ In 2023, announced the Transformation Business Plan, an upgradeof the Medium-Term Management Plan made in response to majorchanges in the business environment.

▶ Worked to regain the trust lost due toa leak of personal information, andimplemented thoroughgoing measures toprevent the occurrence of similar incidents.

New company brand logo and character

Founded in 1955
Launched Kansai Simulated Exams
for senior high school students▶ Made a full-scale entry into the elderly
housing business, with the nursing carebusiness growing into our second pillar.

▶ Launched overseas expansion and thelanguage business against thebackdrop of increasing globalization.

Left: Tetsuhiko Fukutake, who established
Fukutake Publishing Co., Ltd. after engaging in a
number of jobs including elementary school
teacher.

2009

Established Tokyo Educational Institute Co.,
Ltd. to take over the business of Tetsuryokukai.

2011

Benesse Corporation opened a representative
office in Indonesia.

2020

a business and2023 Concluded
capital alliance agreement withSkyHive Technologies Inc.

Waris Co., Ltd. as a2023 Acquiredsubsidiary.

2015 Established Benesse i-Career Co., Ltd.
a comprehensive business alliance2015 Concluded
agreement with US-based Udemy, Inc.
Classi Corp. and EDUCOM Corporation as2019 Acquired
subsidiaries.

a business and capital alliance2019 Concluded
2002 Launched Inu no Kimochi (pet magazine).
agreement with CoDMON, Inc. and started theChildcare Documentation service.
2004 Launched Tamahiyo no Uchiiwai (gift shopping site).
2004 Launched Neko no Kimochi (pet magazine).

THANK YOU! (first issue)

1995 Launched the Home Helper Level 2 Training Course.
1997 Opened Benesse Home Clara Okayama.

Nursing care/childcare

07

2020s onward

Benesse Care Corporation to2000 Establishedprovide nursing care services. Acquired
Shinkoukai Co., Ltd. as a subsidiary.

the Group’s nursing care2003 Consolidated
service companies to form Benesse Style
Care Co., Ltd.

2010 Acquired Bon Sejour Corporation as a subsidiary.
Bon Sejour Corporation into Benesse
2012 Merged
Style Care Co., Ltd.

Proto Medical Care
2021 AcquiredCo., Ltd. (now Heart Medical

Care Co., Ltd.) as a subsidiary.

Benesse Palette Co., Ltd. to provide
2013 Establishedmeal delivery services.
Benesse Senior Support Co., Ltd. to2014 Establishedoperate a nursing care consultation service.

Benesse Report 2023

Benesse Report 2023

08Benesse’s strengths for growing
in step with people and society

Brand Intellectual capital
Strong brands

Teaching materials
and methods

for childcare, education,and nursing carefor instilling the ability to learn

Expertise in developing andgrading simulated exams
Unique nursing care methods and mechanisms

Multifaceted surveys and research in the education field

Material Productive/human capital
Prep schools
and classrooms

Nursing homes &elderly houses

Employees(consolidated)

DX human resources

09 Benesse Report 2023

Network Social capital

2,204

locations352
17,000locations

Approx.

Approx.

1,200

Cumulativeenrollments in
Shinkenzemi/
learning data
Students taking
Shinkenzemi Simulated
Exams and otherexams/test data

Online education
platform Udemy
users in Japan

Nursing homeresidents

Approx.

18.31

Approx.

More than

9.10

1.40

Approx.

millionmillionmillion17,000Benesse Report 2023

10

CONTENTS
51

At a Glance

68

Benesse Group Purpose

53

Education Business in Japan

79

05

Benesse Report 2023: background theme

58

07

Benesse’s History

09

Benesse’s Strengths

11Contents

01

Benesse Group Corporate Philosophy & Principles

03

01
CHAPTER

Supporting lifelong
growth to forge a newfuture
Our Vision andBusiness Strategies
What future does the Benesse Groupenvision for itself, and how is the Groupaiming to achieve that vision?
In this chapter we describe the medium- tolong-term vision and strategies that theGroup is pursuing for value creation.

15

Benesse’s Value Creation Process

17

CEO Message

23

CSO Message

27

CFO Message

30

Financial Highlights

31

CDXO Message

82

02
CHAPTER

37
39
41
4243
44
4648

11

Benesse Report 2023

Special Feature: Benesse Art Site Naoshima

Supporting lifelong growth
to shape the next era
Materiality
While analyzing the dramatic changes ofthe current era, we held repeateddiscussions to identify our materiality inorder to resolutely make it through to thenext era. New endeavors of the Benesse
Group have already begun.

Special Feature: University and Working
Adult Business

61

Kids & Family Business

63

Nursing Care and Childcare Business

03
CHAPTER

Empowering people topursue lifelong growthin the age of the
100-year life
How We Create Value
Reviewing and enhancing each of theactivities, and taking on new challenges
proactively, the Benesse Group continues
to create new value in order to support
each person in pursuing their goals at
each stage of life.

Corporate GovernanceCommunication with Shareholders
and Investors

80

Investor Information

81

Group Information

04
CHAPTERFor greater lifelong
growth potential
Enhancing Operational
Resources
In order to achieve sustainable growthwith all stakeholders, the Benesse Group iscontinuing to enhance the effectiveness of
its corporate governance toward
solidifying its management foundationand further increasing its corporate value.

Revision of Materiality
Toward the Achievement of our Purpose
Supporting Diversified and Multilayered
Learning Experiences to Provide
Motivational Education Services
Supporting Sustainable Corporate
Growth and Personal Career
Development through Learning
Experiences
Respecting the Unique Individuality of theElderly while Resolving Structural Nursing
Care Issues
Nurturing Organizations and People as
Drivers of Transformation
Preserving a Sustainable Global
Environment
Non-Financial Information

Editorial Policy
We publish this report to help investors and other stakeholders understand the Benesse Group’s medium- to long-term strategies and initiatives for creating
value, based on our FY2021-2025 Medium-Term Management Plan, “Evolve core businesses & Expand into new fields” (released in November 2020) and on theTransformation Business Plan, which is an update of the Management Plan. In editing the report, we have kept in mind the reporting frameworks of theInternational Integrated Reporting Council and the Guidance for Collaborative Value Creation issued by the Ministry of Economy, Trade and Industry (METI),
limiting the content to items of particular importance while striving to structure the report in a way that is concise and easy to understand.
More detailed investor-relations information and information related to environmental, social, and governance (ESG) matters is published on our website.

●Period covered

Note regarding forward-looking statements

This report covers primarily activities carried out in fiscal 2022 (i.e., from April 2022 throughto March 2023), though it also includes some information on initiatives from prior to that
period and activities taking place after April 2023. The organization names and the job titles
used are current as of June 24, 2023.

This report includes statements regarding current plans, forecast, strategies, etc.
Any of these statements that are not historical facts are forecasts of futureperformance; these statements are based on the judgment that the Company has
formed using the information currently available, so they involve risks anduncertainties. Please be aware that, for a variety of reasons, actual performance may
differ from current forecasts.

●Activities covered
The report covers the activities of Benesse Holdings, Inc, and its consolidated subsidiaries. If
the discussion at any point references any other particular scope of coverage, this will beindicated on the pages concerned.

Benesse Report 202312