20th
Ordinary General
Meeting of Shareholders
Date

13:00 (Reception starts from 12:30)
Friday, June 21, 2024
Venue

Leo Esaki Main Hall, Tsukuba International Congress Center
2-20-3 Takezono, Tsukuba, Ibaraki, Japan(Please refer to the map on the end page)

AgendaElection of one (1) director

CYBERDYNE, INC.

Security Code: 7779 (Growth Section of the Tokyo Stock Exchange)

This document has been translated from the Japanese original for reference purposes only.
If there is any discrepancy between this translated document and the Japanese source, the original shall prevail.

To our shareholders

Stock code: 7779

June 6, 2024

(Start of electronic provisioning measures: May31, 2024)2-2-1 Gakuen-minami, Tsukuba, Ibaraki, Japan

President and CEO Yoshiyuki Sankai
CYBERDYNE, INC.

Notice of 20th Ordinary Meeting of Shareholders

We want to thank you for your support of our endeavors.
CYBERDYNE, INC. (the “Company”) invites all shareholders to participate in the 20th Ordinary General Meetingof Shareholders. You can find detailed information about the event below this section.
In convening this Ordinary Meeting of Shareholders, the Company has adopted a policy of electronically providing
the information contained in the reference documents for the meeting. The electrical copy is available on the Company’s
website under “Notice of 20th Ordinary General Meeting of Shareholders.”【The Company website】
https://www.cyberdyne.jp/english/company/IR.html
The information on the electronic provision of data is also available on the website of the Tokyo Stock Exchange(TSE), which can be accessed by entering “CYBERDYNE” in “Issue name (company name)” or “7779” in “Code”
and then selecting “Basic information” and then “Documents for public inspection/PR information.”【website of Tokyo Stock Exchange(Listed Company Search)】https://www.jpx.co.jp/english/listing/co-search/index.html

1Instead of attending in person, you may exercise your voting rights via the Internet or in writing. Please exercise yourvoting rights by 18:00 on Thursday, June 20, 2024, after reviewing the reference documents for the General Meetingof Shareholders.

Date

13:00 (Reception starts from 12:30)

Venue

Leo Esaki Main Hall, 2-20-3, Takezono, Tsukuba, Ibaraki

June 21 2024 (Friday)(Previously known as the “Large Hall”)

Agenda<Matters to be reported>
1. The Business report for the 20th fiscal year ended March 31 2024, consolidated
financial statements and audit reports on the consolidated financial statements by the
Accounting Auditors and the Audit and Supervisory Board.
2. Non-consolidated financial statements for the 20th fiscal year ended March 31 2024.

<Matters to be resolved>
Agenda: Election of one (1) director● The following items are not included in the documents to be delivered to shareholders who have requested deliveryof documents, pursuant to the provisions of laws and ordinances and Article 22, Paragraph 2 of the Articles ofIncorporation of the Company.
Therefore, the documents to be delivered to the shareholders who requested the delivery of the documents are a partof the documents audited by the accounting auditor in preparing the accounting audit report and by the Audit andSupervisory Board Members in preparing their audit report.
Business report : M ain offices and factories, Status of employees, Matters regarding the Company shares, Major
shareholders, Matters related to stock acquisition rights, Outline of the contract to limit theliability, Outline of the liability insurance policy for the officers, Activities of the outside officers
during the fiscal year under review, Matters related to the accounting auditor, System to ensure
appropriate business execusion and status of its operation
Consolidated financial statement : Consolidated statement of changes in equity and related notes
Non-consolidated financial statement: Non- consolidated statement of changes in net assets
Audit report: Audit report by Audit and Supervisory Board Members● In the event of any modification to the electronic provision measures, a notice to that effect, the matters before andafter the modification will be posted on each of the aforementioned websites.

2

株主総会にご出席いただける方

Exercise of voting rights

同封の議決権行使書用紙を会場受付へご提出ください。

日時2019年6月21日（金曜日）
Please exercise yourvoting rights
based on the information stated on 午前11時
this document, according to the
instructions stated below. Please note that if you vote in both writings and by the Internet, the Company will
場所
ノバホール（NOVA HALL）大ホール
select the vote by the Internet as the valid vote. If you vote more than once on the Internet or vote with botha computer and a smartphone, the Company will only select the last vote as the valid vote.

株主総会にご出席いただけない方
Pleasecircle approve (賛) or disapprove (否) on the enclosed voting form and return it to us via

Vote by mailmail. The Company will treat the form without circles as an approval vote.

郵送による議決権の行使
Exerciseperiod The form must arrive before June 20, 2024 (Thu) 6pm

同封の議決権行使書用紙に議案に対する賛否をご表示のうえご返送ください。なお、*The postage fee for the voting form is not required. However, because this type of mail takes longer for the post office to process thanregularmail, please post the voting form in advance to ensure delivery to the Company before the end of the exercise period.
各議案につきまして賛否を表示せずに提出された場合は、賛成の意思表示があったものとしてお取扱いいたします。
■ Sample image of the voting form

行使期限

Please circle yes (賛) or no (否）foreach item proposed for resolution

2019年6月20日（木） 午後6時必着

議決権行使書用紙のご記入方法
こちらに各議案の賛否をご記入ください。

Vote byinternet

Please exercise your voting rights in either of the following ways.
❶ "Smart Exercize" by scanning the QR code
❷ Entering code and password to exercise your voting rights

議決権行使についてのご案内

Exercise period June 20, 2024 (Thu) 6 pm

Please check the following page for further detail株主総会にご出席いただける方

Vote at the venue
3

3

Pleasesubmit the enclosed form to the receptionist at the meeting. We advice you to bring this
同封の議決権行使書用紙を会場受付へご提出ください。
document as a reference document of the meeting. Please note that proxies and accompanying
日時2019年6月21日（金曜日）
午前11時
persons
who are notshareholders cannot participate the General
Meeting of Shareholders. One proxycan participate the meeting if they also hold the Company’s voting right and submits a document
場所the proxy’s
ノバホール（NOVA
HALL）大ホール
certifying
authority.

C̲18481759̲01̲ostCYBERDYNE様̲招集通知.pdf 3

Instructions on voting by
the Internet❶

With this method, you can login the website to exercise yourvoting rights without entering the code and password

1❷"Smart Exercize"by scanning the QR code

Entering code and password to
exercise your voting rights

Access the URL: https://www.web54.net

1

Please access the website toexercise the voting rights

Please scan the QR code printed on the bottom right of theForm to Exercise the Voting Right.

2

3
Example* QR Code is registered as a trademark inJapan by DENSO WAVE INCORPORATE.

Please enter the code written
on the Form to Exercise Voting
Right

Please enter the password
written on the Form to Exercise
Voting Right

Press "次へ進む"(Forward button)

Enter the code
Press "ログイン" (Log In)

Enter the initial password
Enter new password that you
would like to use
Press "登録" (Register)

4
2

Please indicate your intention based on the questionnaires
displayed on the page.

You can only vote once by QR code
*If you wish to change your vote after
exercising your voting rights, pleaselog in to the website for PCs, enter the
QR code, the "Voting Right Exercise
Code" and "Password" indicated on the
Voting Form, and exercise your voting
rights again.

Please select approve or disapprove for each agenda displayed on
the page.

Please note that if you vote in both writings and by the Internet, the Company
will select the vote by the Internet as the valid vote.
Furthermore, if you vote more than once on the Internet or vote with botha computer and a smartphone, the Company will only select the last vote as
the valid vote.
Depending on your internet environment, you may experience difficulty
seeing the website on your computer or your smartphone.

For inquiries on exercising your voting rights via the Internet
Direct line to Sumitomo Mitsui Trust Bank, Limited
Transfer Agent Web Support Division
TEL: +81120652031 (available from 9 am to 9 pm JST)

*Please read the QR code again to go
to the PC site.

*The pages is only available in Japanese

4Reference documents
Agenda Election of One (1) Member of the Board of Directors
To strengthen the management structure, the Company proposes to increase the number of Directors by one (1) andrequests the election of one (1) Director.
The candidate for Director is as follows. The term of office of the director to be elected will be until the otherdirectors’ term of office expires by the Company's Articles of Incorporation.

Isamu Takahara

Newly appointed

Born February 12, 1964

Outside Director

Independent Officer

Ph.D. in Social Engineering

Description of the positions, personal history, assignments and other important positions held outside CYBERDYNE
1988/4
2009/2
2011/1
2013/92017/42017/4
2019/4
2019/62021/42021/42023/52023/9Joined Toyota Motor Corporation
Chief of BR-VI, Toyota Motor Corporation
Manager of VA Development, Toyota Motor Corporation
Chief examiner of Technology Management Department, Toyota
Motor Corporation
Director of R&D Center for Strategic Frontiers Social Planning,
University of Tsukuba
Specially appointed professor of University of Tsukuba (present)
Special Guest professor of Keio University
Deputy Director-General, Cabinet Office
Deputy Director-General, Secretariat for Science, Technology andInnovation of the Cabinet Office, Government of Japan
Counselor of Tohoku University (present)
Special Advisor of University Public Corporation Osaka (present)
Advisor of CYBERDYNE, INC.

2023/92023/122024/4

Cross-ministerial Strategic Innovation Promotion Program, Program
Sub-Director (present)
Advisor of the Quantum STrategic Industry Alliance for Revolution(present)
Project professor of Keio University (present)(Important positions held outside CYBERDYNE)
Specially appointed professor of University of Tsukuba
Project professor of Keio University
Counselor of Tohoku University
Special Advisor of University Public Corporation Osaka
Cross-ministerial Strategic Innovation Promotion Program, Program Sub-Director
Advisor of the Quantum STrategic Industry Alliance for Revolution

Reason for the nomination as candidate for Director and expected roles
Takahara has extensive experience, broad insight, and a personal network in the automotive industry, including domestic and international designand development, industry-government-academia collaboration related to next-generation mobility and future society, and science, technology, andinnovation policy promotion. He is nominated as a candidate for outside director in the expectation that he will supervise and provide advice on
business execution from a professional perspective, particularly about business development and innovation promotion in Japan and overseas, byutilizing his experience, insight, and personal network.
Years in service as Director—

5Special interest in CYBERDYNE
None

Number of company shares owned—

(Note) 1. Isamu Takahara is a candidate for newly elected Director and candidate for Outside Director.
2. If Isamu Takahara is elected, According to Article 427, Paragraph 1 of the Companies Act, the Company will sign contract with Isamu Takahara to limit
his liability for damages as provided in Article 423, Paragraph 1. The maximum penalty for damages under the contract is the minimum liability amountstipulated in Article 425, Paragraph 1 of the Companies Act.
3. The Company has entered into a liability insurance contract with an insurance company for Directors and Audit and Supervisory Board Members as
stipulated in Article 430-3, Paragraph 1 of the Companies Act. The insurance policy covers damages (defense costs, compensation for damages, andsettlement money) incurred by the insured due to claims (including shareholder representative lawsuits) filed during the insurance period against theinsured, including the Company’s Directors, concerning their executed duties. If Isamu Takahara is elected and assumes office as a Director, they will be
insured under the relevant insurance policy. The insurance policy will be renewed with the same terms and conditions at the next renewal.
4. Isamu Takahara meets the requirement for Independent Directors as defined by the Tokyo Stock Exchange. The Company plans to register Isamu
Takahara as independent director stipulated by the Tokyo Stock Exchange.

【For your reference】
Skills matrix of the Board of Director
Candidate
NumberName

Role

Medical/clinicalResearch &Development

GlobalExperiencein management

1

Yoshiyuki
Sankai(CEO/R&D)

Inside

○

○

○

○

2

Shinji
Honda(COO/Corporate)

Inside

○

○

○

3

Akira
MatsumuraOutside/Independent

○

○

○

4

Kenji
Suzuki

Outside/Independent

○

○

○

5

HanakoMuto

Outside/Independent

6

Isamu
Takahara

Outside/Independent(Newly appointed)

○

○

○

○

○

Finance/Acounting/
Legal

Businessdevelopment

Finance/
M&A

○
○

○

○

○
○

○
○

6

(Attached material)

Business Report (from April 1, 2023 to March 31, 2024)

1 Current status of the Group

1. Process and outcome of the businessAll forward-looking statements included in this explanation were determined reasonable by CYBERDYNE
Inc. (the “Company”) and its group companies (collectively referred to as the “Group”) based on currently
available information for the consolidated March 31, 2024, and certain assumptions made by the Group.
To solve various issues facing society, the Group will make full use of “Cybernics” (a new field that
integrates and combines human, robot, AI, and information systems) and handle HCPS (Human-CyberPhysical Space) in a unified manner. Furthermore, through Cybernics, the Group promotes the realizationof “Techno Peer Support” and future development by creating the “Cybernics Industry,” a new industry thatwill follow the robotics and IT industries.
The Group defines “Techno Peer Support Society” as a safe and secure society where people and technology
coexist, cooperate and mutually support each other to enhance the independence and freedom of people of
all generations and solve various problems in their lives both mentally and physically. To realize "Techno
Peer Support Society" and "Cybernics Industry", the Group is developing various Cybernics Technologies
that improve, regenerate, expand, and support the wearer’s physical functions.
Major business lines of the Group (As of March 31, 2024)
The major business lines of the Group are as follows.
- Research, development, manufacturing and sales of Cybernics Systems for medical and long-term care field- Research, development, manufacturing and sales of Cybernics Systems for households and workplaces- Cybernics Treatment Service using Cybernics- Training Service using Cybernics

Status of business operation<<Business operation around the medical application>>
The Group continues its efforts to disseminate Cybernics Treatment, a treatment program using Medical
HAL systems that aims to induce improvement and regeneration of the functions of the brain, nerves, andmuscles into a global standard of treatment.

7(Japan)Post-marketing surveillance on the Medical HAL Lower Limb Type Double-leg Model suggested a highefficacy and safety towards progressive neuromuscular diseases, for which no effective treatment methods
are available in the medical world yet. Based on the extremely high efficacy and safety results obtainedin post-marketing surveillance, Medical HAL Lower Limb Type was given increased points in the 2022
revision of medical treatment fees as “a remarkable functional improvement effect unprecedented inpatients with progressive neuromuscular diseases for which no other effective treatment methods have been
established, including already approved drugs” (excerpt from the medical technology evaluation proposalby the Japanese Society for Neurological Therapeutics).

Regarding spinal cord-related diseases, the Japanese Minister of Health, Labor, and Welfare approved
additional indications of HTLV-1-associated myelopathy (HAM) and hereditary spastic paraplegia for HAL
on October 2022. Regarding traumatic spinal cord injuries, the Company is consulting with the regulatorson the necessary steps to obtain medical device approvals. Regarding stroke, the Company discussed
the result of the investigator-initiated clinical trial using the Medical HAL Lower Limb Type singleleg model (HIT2016 trial). Considering the practice conditions surrounding acute stroke treatment andrecovery rehabilitation, the Company is preparing additional studies (clinical trials) while consulting withthe regulator.
In addition, the University of Tsukuba Hospital started clinical trials to investigate the effect of HAL on
improving the physical functions of children affected by cerebral palsy in January 2022. The clinical trial
is currently in progress. The Company has also developed a small Medical HAL Lower Limb Type model
equivalent to the device used in the clinical trial for cerebral palsy. The Company submitted paperwork to
obtain approvals from the PMDA (Pharmaceuticals and Medical Devices Agency) in June 2023 for the samegroup of patients as the larger size of Medical HAL Lower Limb Type.
(USA)
As a medical service platform for individual users, RISE Healthcare Group (RHG), the Company’s
subsidiary, is gradually expanding the number of facilities, mainly in the Southern part of California.
Four RHG facilities currently offer fee-based service using HAL, and the number of treatment sessions isincreasing steadily.
The Company also obtained marketing clearance for a smaller Medical HAL Lower Limb Type model andadditional indication of cerebral palsy (above 12 years old) from the U.S. FDA. With the approval of thesmaller model as a medical device, patients between 100 cm and 150 cm in height can now be treated with
Medical HAL. In addition, the company also received approval to expand the indications for the treatmentof HTLV-1-related myelopathy (HAM) and hereditary spastic paraplegia which were already approved inJapan.
Based on the accumulated experience of Cybernics Treatment in the U.S., the approval of a smaller modelof Medical HAL, and the expansion of approved diseases, the Company will continue to expand the businessin this region.
(EMEA: Mainly Europe and the Middle East)
The Group continues to promote Cybernics Treatment in the region. For example, following large-scaleinstallation of HAL in Türkiye, 25 units of HAL was shipped out to an Italian Social Company, Coopselios,
in May 2023. The Company is planning to ship out additional units.
In Germany, the G-BA (German Federal Joint Committee), the public health insurance authority, hasannounced that it will conduct a clinical trial for spinal cord injury based on public health insurance
coverage. Related parties are preparing for the trial.
(APAC: Asia Pacific)
CYBERDYNE MALAYSIA SDN. BHD. is working to disseminate Cybernics Treatment in a wide area ofSouth East Asia, India, Australia, and Taiwan.
8

The Group continues to strengthen its partnership with Malaysia’s government-affiliated Social Security
Organization (SOCSO). The collaboration resulted in increased access for Malaysian patients under the
SOCSO coverage, and the treatment is currently offered in twelve facilities through 112 income-generating
rental units as of the end of March 2024. Construction of the National Center for Neuro-Robotics andCybernics, the largest medical complex in Southeast Asia, is scheduled for completion by the end of 2024.
The Group expects to install significant numbers of HAL in this center.
<<Business operation around applications to support caregivers and care receivers>>
The Group has developed various types of HAL for seniors to improve their physical function, prevent
illness and frailty, and reduce the requirement for care. These include the HAL Lower Limb Type forenhancing the ability to walk, the HAL Single Joint Type to train elbow, knee, and ankle movements, andthe HAL Lumbar Type to train the trunk and lower limb function.
(Service at facilities for individuals)
The Group continues to offer "Neuro HALFIT", a program that induces improvement of the brain-nerve andmusculoskeletal system through utilizing HAL. The program is currently available at 18 Robocare Centers
operated by business partners. The Group plans to open additional Robocare Centers.
("Neuro HALFIT" at Home as a service towards individuals)"Neuro HALFIT" at Home is a home-based program in which individuals rent HAL and engage in HALassisted workouts at Home. The HAL Monitor, which is linked to Cyberdyne's cloud and visualizes bioelectrical signals that command body movements and posture information, enables the wearer to obtain
visual feedback as well. In addition to providing online support by therapists, trainers, and other professional
staff, the Company also work with home-based service providers to promote in-person support, from setting
up equipment at home to implementing programs.
<<Prevention/early detection>>
The Group is preparing for the commercialization of the "Cyvis" series, an ultra-small size vital sensor
designed to manage the risk of arrhythmia and atrial fibrillation and prevent myocardial infarction, andstroke by accumulating, analyzing, and processing various healthcare data such as cardiac activity, brain
activity, body temperature, SpO2, and daily activities using its AI system. "Cyvis" also has an optionalfeature to measure breathing conditions while sleeping, enabling easy yet highly accurate screening ofrisks of sleep apnea syndrome. In addition, together with “JUKUSUI Alarm,” a healthcare application thatvisualizes sleep, developed and operated by group company C2, the Group is strengthening its healthcare
business as a whole. The Company submitted a medical device approval application for its next-generation
model, "Cyvis 2", on April 2023.

9

<<Business operation around applications for the workplace and daily life>>(Well-being)
From 2021, the Company have commenced the operation of the HAL Lumbar Type in nursing care facilities
in Hampshire, U.K., as a model case. The Company will continue to work with Hampshire County to
expand the system to other areas in the U.K. and to other European countries.
(Labor Support, Disinfection, and Cleaning)
Regarding the next-generation Cleaning Robot "CL02", which uses cutting-edge SLAM technology toachieve high-speed autonomous driving, the Group works with major construction companies with its ability to ride on elevators automatically and connect with cloud systems; the companies are developing thistechnology as a solution to make building management smarter and reduce management costs. Furthermore,
the company is expanding its mobility part as a transportation robot inside the factory.
Status of research and development
The Group develops “Acoustic X,” a patented photoacoustic imaging system based on the LED light source
method that realizes real-time, high-resolution 3D imaging of blood vessels and blood in the peripheralorgans without needing contrast agents. The Group develops this technology as a next-generation medical
image diagnosis device. In addition, research is underway at prominent medical institutions and researchfacilities around the globe to create various applications for this technology.
Furthermore, the proposal of the Group was selected for the next Cross-ministerial Strategic Innovation
Promotion Program (SIP) Third Phase: Development of Fundamental Technologies, the Establishment ofCommon Systems, Rules, and Regulation for the Expansion of Human Collaborative Robotics, Theme 6:
Development of Social Implementation Technologies for HCPS Integrated Human Collaborative Robotics
to Solve Social Issues” that is led by the Council for Science, Technology, and Innovation (the Cabinet
Office of Japan). Under this program, the Group continues to (i) develop an application for various living
spaces such as residences, facilities, and workplaces, (ii) utilize HCPS-integrated Cybernics master remote control technology that works together with human information (physiological, physical, behavioral,cognitive, psychological, etc.), (iii) acquire and utilize human information obtained through non-invasive
HCPS-integrated human- collaborative robotics, and (iv) Establish links with other related technologiesof the R&D theme to improve the independence and freedom of seniors and people with limited access totransportation.
At the Tonomachi International Strategic Zone (King Sky Front) in Kawasaki City, Cybernics Medical
Innovation Base Building A was established to promote the systematization of Cybernics Treatment by
combining HAL with regenerative medicine and drugs, and the development of technologies that integrate
medical and bio-related technologies with AI, robotics and information systems. The Company will continue to coordinate with its C-Startup partners in the field of regenerative medicine and drug creation.
Numbers of operating units
As of the end of March 2024, 474 Medical HAL Lower Limb Type units were operating worldwide, including
those used for clinical research. ninety of those units were used in Japanese hospitals for treatment. In
addition, there were 620 units of HAL Single Joint Type, mainly from the increase of products for medical

10

use. A total of 364 units of HAL for Well-being Lower Limb Type and HAL for Living Support Lower Limb
Type (older model) were in operation. Furthermore, 1,016 units of HAL Lumbar Type for Well-being werein operation. In addition, there were 394 units of HAL Lumbar Type for Labor Support and 172 units ofCleaning Robots and Transportation Robots.
Results
In the consolidated fiscal year that ended March 31, 2024, the increase of rental of Medical HAL outside
Japan and revenue through its services contributed to the revenue recorded at ¥4,354 million (32.4%
increase year on year). In addition, the Group recorded a gross profit of ¥2,393 million (33.6% increase year
on year). The Group recorded research and development expenses at ¥877 million (19.4% increase year onyear), mainly due to developing new products at the Company's own cost and consigned research projects.
In addition, the Group recorded other selling, general, and administrative expenses at ¥3,251 million (35.2%
increase year on year) due to M&A.
Other income was recorded at ¥424 million (100.0% increase year on year), mainly from consigned
research project. Other expenses were recorded at ¥707 million (¥8 million in the previous fiscal year),mainly due to the posting of impairment losses on goodwill related to a domestic subsidiary, C2, Inc. As aresult, the Group recorded an operating loss of ¥2,018 million (¥1,145 million in the previous fiscal year).
The Group recorded a finance income of ¥543 million, mainly due to gains from the valuation differenceof investment securities, gains related to CEJ Fund at ¥796 million and income tax expense at ¥507 million
from deferred tax expenses, resulting in the posting of loss attributable to owners of the parent at ¥1,476
million (¥298 million in the previous fiscal year). The Company forms business and capital alliances withvarious startup companies that develop unique technologies. The Company calculates the fair value of
unlisted stocks of such companies using the IFRS 9 Financial Instruments. As a result, during the consolidated
fiscal year ended March 31, 2024, The Group recorded ¥1,549 million in the gain on valuation differenceof investments securities as finance income and gains related to CEJ Fund. Also, the Group recorded ¥393
million in the loss on valuation difference of investment securities as financial expenses and losses related
to CEJ Fund. Furthermore, the Group recorded ¥531 million as deferred tax expense associated with thisvaluation as an income tax expense and reclassified ¥587 million to third-party interest in CEJ Fund. As aresult, the impact towards the profit (loss) in the consolidated fiscal year was ¥38 million.

2. Status of capital investments

Capital investments made in the consolidated fiscal year under review were ¥216 million in total. This
mostly came from the posting of operating lease assets such as HAL.

3. Status of financing

During the consolidated fiscal year under review, there was no particular items to report on “financing,”“transfer of business, absorption-type demerger or incorporation-type demerger,” “acquisition of thebusiness of another company,” or “succession of rights and obligations related to the business of anothercorporation through absorption-type merger or absorption-type demerger.”11

4. Acquisition/disposal of other companies’ equity

During the consolidated fiscal year under review, there was no particular items to report on “acquisition/
disposal of other companies' equity"

5. Issues to be addressed

To accelerate the creation of the “Cybernics Industry”, the Group is simultaneously conducting research,
product development, business promotion, and business collaboration. The Group considers the following
matters as the issues to be addressed.
R&D activities to create innovative technologies and new industries
To realize the “Techno Peer Support Society” that the Group aims for and to create a “Cybernics Industry,”
continuous R&D and product development of various Cybernics Technologies such as IoH/IoT (Internetof Humans and Things), AI robots, AI information systems, and HCPS integration to solve problems thatsociety is facing will be necessary.
The Group’s business has a unique advantage in its ability to access and integrate information inside thehuman body (such as Brain-nerve and vital systems) and information outside the human body (such as
behavioral, life, and environmental). Following the adoption of the Group's proposal for the next Crossministerial Strategic Innovation Promotion Program (SIP) Third Phase: Development of Fundamental
Technologies, the Establishment of Common Systems, Rules, and Regulation for the Expansion of Human
Collaborative Robotics, the Group was consigned with the development of "Theme 6: Development ofSocial Implementation Technologies for HCPS Integrated Human Collaborative Robotics to Solve Social
Issues Faced by People of All Generations in Super Aging Society”. The Group will utilize this program
to develop an integrated Cybernics System to accumulate, analyze, and AI process IoH/IoT Big Dataobtained from Cybernics Systems. The Group will also continue to conduct research and developmentof Cybernics Systems through collaboration with domestic and overseas universities, research institutes,
medical institutions, government agencies, and companies.
Promoting clinical trials related to Cybernics Treatment
The Group works to establish Cybernics Treatment, which is a treatment that promotes the functional
improvement and regeneration of the brain, nerve, and muscular systems using HAL, as a global standard
treatment through various clinical trials to evaluate the efficacy and safety. In Japan, HAL for Medical Use
Lower Limb Type was approved as a new medical device for eight neuromuscular diseases in November
2015. High efficacy and safety towards those diseases were confirmed in post-marketing performance tests
which lasted for 5 years until November 2020. Furthermore, based on the results of an investigator-initiatedclinical trial for HTLV-1-related myelopathy (HAM) and other spastic paraplegia, authorities expanded theapproval to those diseases in October 2022. With regard to stroke, based on the results of the investigatorinitiated clinical trial (HIT2016 study) of Medical HAL Lower Limb Type One-leg Model, the Company ispreparing to conduct an additional clinical trial that captures the latest patient profile and clinical needs, inconsultation with the authorities. In addition investigator initiated clinical trial for cerebral palsy that started
on January 2022 is still on going. The Group will continue to conduct various clinical researches working
closely with major medical institutions in Japan and overseas to expand the range of applicable diseases andobtain medical device approvals for other types of HAL such as HAL Lumbar Type.

12

Obtaining medical devices approval from each countries and region
The Group must obtain approvals and clearance from regulators in each country to promote HAL on a
global scale. The Group received 510k clearance on HAL for Medical Use Lower Limb Type from the
U.S. FDA on 2020 for spinal cord injury, stroke and neuromusuclar disease. The Group obtained additional
indication for HTLV-1 associated myelopathy (HAM) and hereditary spastic paraplegia for HAL on May
2024. Additionally, US FDA became the world's first to clear the small model of HAL. The Group is making
progress on the medical application in the Asia Pacific. The Group received medical device approval for awide range of diseases in Malaysia, Thailand, Indonesia, Singapore, and Australia since October 2019 andfor spinal cord injury in Taiwan. HAL for Medical Use Single Joint Type was also certified as a medical
device in October 2019 for EU by TÜV Rheinland, a third-party certification organization, followed byapprovals in the United States and APAC countries (Thailand, Indonesia, Australia, etc.) for this device. To
deliver innovative Cybernics Treatment to those in need, the Group will continue to utilize promote global
development while leveraging its clinical achievements which led to successful legistration in Japan, theU.S., and Europe, which are the world leaders in regulatory frameworks.
Strengthen services for individuals to support their independence
Japan is considered to be a hyper-aging society. According to the numbers on October 1, 2022, approximately
3,624 million people are over 65 years old (29% of the total population)*1. Also, according to the figures
at the end of the fiscal year 2020, approximately 668.9 million people requires nursing care*1. Both of the
figures mentioned above are increasing every year. The Group develops various products to reduce the levelof care needed by the elderly and preventing frailty caused by the decline in physical functions due to aging.
Examples include HAL Lower Limb Type to promote the improvement of walking function. HAL Single
Joint Type for intensive training of joint movements. And HAL Lumbar Type to boost the capability of the
body trunk and lower limb. Such products are utilized at Robocare Centers for Neuro HALFIT Program
designed to improve the function of the brain-nerve-muscular system. The Group is increasing the numberof centers available to improve accessibility. The Group also launched Neuro HALFIT at Home in April
2020. The Group will continue to enhance both services to enhance the individual customers degree of
independence and prevent their need for nursing care.
Reinforcing the structure to accelerate the business and fostering personnels
Since the Group's products and services are integrated as an integrated Cybernic System, it is necessary toaccumulate highly specialized human resources in the fields of medicine, welfare, living, workplace, andproduction, as well as in management, business development, R&D, production, sales, and other functions,and to strengthen core personnel to integrate and promote the business as a whole in an integrated manner.
In line with the expansion of the Group's business areas, expansion of products and services, and progressin global development, the Group will build an organization and personnel system that can flexibly change
and strengthen our business promotion system and promote and develop future pioneers who can create
new technologies, products, and businesses by backcasting from the ideal future image, and if necessary,
become experts in their fields and promote them, even if they are in different fields, and work through themwith passion.
13

Sources*1. The Cabinet Office of Japan, “Year 2023 White Paper on Aging Society”

6. Status of assets and income
Status of assets and income of the Group (International Financial Reporting Standards : IFRS)Fiscal Year 2020

Division

Fiscal Year 2021

Fiscal Year 2022

Fiscal Year 2023

(April 1, 2020 to March 31, 2021)(April 1, 2021 to March 31, 2022)(April 1, 2022 to March 31, 2023)(April 1, 2023 to March 31, 2024)

Revenue(Millions of Yen)

1,875

2,150

3,289

4,354

Loss attributable toowners of parent(Millions of Yen)

-59

-498

-298

-1,476Net loss per share

(Yen)

-0.27

-2.32

-1.39

6.99

(Millions of Yen)

48,11949,46750,18749,999(Millions of Yen)

43,77643,413

42,10140,752(Yen)

203.39201.71

199.32

192.93

Total assets
Equity attributable toowners of parent
Equity attributable toowners of parent per share

7. Status of the parent and notable subsidiaries (as of March 31, 2024)① Parent
There are no items to report.
② Subsidiaries
Name

Capital

Ownership of voting
rights (%)

Major business lines(Outside of Japan)
Management and acceleration of business development effort in Europe, andbusiness related to Cybernics Treatment services with HALManagement, development, manufacturing, human resource training related to
PETRONAS MIE Racing Honda Team

Cyberdyne Care Robotics GmbH€25,000

100.0%

LeyLine GmbH€56,250

63.6%

CYBERDYNE USA INC.

US$ 14,600,000

100.0%

Management and acceleration of the Company's business in the U.S.

RISE Healthcare Group, Inc.

US$ 990,748

80.0%*

Supervision and management of medical institution (outpatient PT clinic)

MYR 1,000,000

100.0%

Acceleration of the Company business in the Asia PacificSuzuka RoboCare Center Co., Ltd.

¥3 Million

100.0%

Training service with HAL

Shonan RoboCare Center Co., Ltd.

¥3 Million

100.0%

Training service with HAL

Oita RoboCare Center Co., Ltd.

¥3 Million

100.0%

Training service with HAL

C2, Inc.

¥10 Million

100.0%Development/management of smartphone app "JUKUSUI"CEJ Capital, Inc.

¥50 Million

60.0%Management and operation of Cybernics Excellence Japan Fund 1 Investment
Limited Partnership¥8,910 Million

60.0%*

Investment fund-related businesses aimed at creating the Cybernics Industry

CYBERDYNE MALAYSIA SDN. BHD.
(Within Japan)

Cybernic Excellence Japan Fund 1
Investment Limited Partnership(Note) 1. Figures marked with an asterisk (*) in the ownership of voting rights include indirect holdings

14

2 Members of the Board of Directors and Members of theBoard of Members of the Audit and Supervisory Board

1. Status of Directors and Audit and Supervisory Board Members (as of March 31, 2024)
Title

Name

President and CEO

Yoshiyuki Sankai

Director

Shinji Honda

Director

Akira Matsumura

Director

Kenji Suzuki

Role at CYBERDYNE and other important positions held outside the Company
Head of Research and Development Department of CYBERDYNE
Professor of Faculty of Engineering, Information and Systems of University of Tsukuba
Executive Research Director of the Center for Cybernic Research of University of Tsukuba
Director of R&D Center for Frontiers of MIRAI in Policy and Technology of University ofTsukuba
Director of CYBERDYNE USA INC.
Director of Cyberdyne Care Robotics GmbH
Program Director of SIP Program, the Cabinet Office of Japan
COO and Head of Corporate Department at CYBERDYNE
Representative Director of CEJ Capital, Inc.
Director of CYBERDYNE USA INC.
Director of Cyberdyne Care Robotics GmbH
Director of CYBERDYNE MALAYSIA SDN. BHD.
Outside Director of USS Co., Ltd.
Professor Emeritus, Visiting Researcher of University of Tsukuba
Co-Representative Director of Artron
Head of Headache Center at Ichihara Hospital
Hospital Board Trustee of Kennan Hospital
Professor of Faculty of Engineering, Information and Systems University of Tsukuba
President and CEO of PLIMES Inc.
Advisor of Tsukuba City on Smart City/Super City
IEEE Robotics and Automation Society, AdCom Member

Director

Hanako Muto

Outside Director of Financial Partners Group Co., Ltd.

Full-time
Audit and Supervisory Board Member

Kazuaki Tanaka—

Audit and Supervisory Board Member

Yutaka Fujitani—

Audit and Supervisory Board Member

Cees Vellekoop

Director of Ashibiya Honpo K.K.

Audit and Supervisory Board Member

Kenichiro Okamura

Representative Director of Kaede Accounting Advisory Inc.
Outside Auditor of SG Holdings Co., Ltd.
Auditor of United Urban Investment Corporation(Note) 1. Akira Matsumura, Kenji Suzuki and Hanako Muto are Outside Directors.
2. Kazuaki Tanaka, Yutaka Fujitani, Cees Vellekoop, and Kenichiro Okamura are Outside Audit and Supervisory Board Members.
3. Yutaka Fujitani have many years of business experience in financial institutions. The Company regards him to have considerable knowledge of financeand accounting.
4. K enichiro Okamura is a certified public accountant in both Japan and in the U.S. The Company regards him to have considerable knowledge of financeand accounting.
5. According to the Tokyo Stock Exchange regulations, the Company selected Akira Matsumura, Kenji Suzuki, Hanako Muto, Kazuaki Tanaka, Yutaka
Fujitani, and Kenichiro Okamura as independent officers and submitted necessary application to the Tokyo Stock Exchange.
6. Important positions of the officers held outside of the Company are stated in the table above. There is no special relationship between the Company andthe companies where they hold concurrent positions.
7.As of December 18th 2023, Shinji Honda became an Executive Director from his previous role as Outside Director

15

2. Remuneration for Directors and Audit and Supervisory Board Members① Total amount of remuneration for the fiscal year under review
Position

Total amount of remuneration(Millions of yen)

Directors(Outside Directors)
Audit and Supervisory Board Members(Outside Audit and Supervisory Board Members)
Total Remuneration(Remuneration for Outside Officers)

50
(8)
16
(16)
66
(24)

Total amount by each types of remuneration (Millions of yen)Non-monetary
Basic
Performance based
Remuneration
Remuneration
Remuneration
50
—
—
(8)
(—)
(—)
16
—
—
(16)
(—)
(—)
66
—
—
(24)
(—)
(—)

Number of eligible
officers (person)
10
(5)
4
(4)
14
(9)

(note) 1. The above table includes four directors (including one outside director) who retired due to expiration of their terms of office at the conclusion of theOrdinary General Meeting of Shareholders held on June 22, 2023.
2. The number of directors and executive officers shown above is the total number of directors and executive officers. The actual number of directors is 9 since
one outside director was transferred to the position of executive director on December 18, 2023.

② Resolutions at the General Meeting of Shareholders regarding the remuneration of Officers
The maximum monetary remuneration for Directors was resolved to be ¥100 million per year at the
2nd Ordinary General Meeting of Shareholders held on May 31, 2006. The number of Directors at
the time was five, and none of them were Outside Directors.
The maximum remuneration for Audit and Supervisory Board Members was resolved to be
Corporate Auditors is ¥50 million per year at the 3rd Ordinary General Meeting of Shareholders heldon June 28, 2007. The number of Audit and Supervisory Board Members at the time was three, andall of them were Outside Audit and Supervisory Board Members.

③ Policy for determining the remuneration for Directors and Audit and Supervisory Board Members
The Company's Board of Directors resolved on a policy concerning determining the remunerationof each Director at a meeting held on July 22, 2023. The Company consulted with the Remuneration
Committee regarding the proposal before the resolution.
The Board of Directors also confirmed that operation concerning remuneration was carried out
according to the resolution at the Board Meeting and correctly reflected the opinions from theRemuneration Committee.

16

The policy on the remuneration for each individual Director was resolved as follows.
a. Policy regarding basic remuneration
The Directors, excluding Outside Directors, will receive a fixed amount of basic remuneration, taking
into consideration the scale and responsibility of the duties of each Director.
b. Policy regarding performance-linked remuneration
The Group introduced performance-linked remuneration for its executive directors with the aim ofcontinuously increasing corporate value by motivating them to imporove their performance. However
this system will only come into effect if the company become profitable. Also, from the viewpoint of
their role and independence, Outside Directors shall only receive basic remuneration.The consolidated
profit or the consolidated operated profit will be used as the index for performance-linked remuneration.
If the Group records consolidated profit, 20% of the basic remuneration will be added. Likewise, if theGroup records consolidated operating profit, 50% will be added on.

17Consolidated financial statements

Consolidated statement of financial position (as of March 31, 2024)
Items

Amount

Items

AssetsCurrent liabilities

Cash and cash equivalents

5,155

Trade and other receivables

674
11,504Inventories

997

Other current assets

139

Total current assets

18,469Non-current assets
Operating lease assets
Property, plant and equipment
Right of use asset
Goodwill

AmountLiabilities

Current assets

Other financial assets

Unit : Millions of yen

Trade and other payables

606

Bonds and borrowings

84

Lease liabilities

160

Other current liabilities

386

Total current liabilities

1,236

Non-current liabilities
Bonds and borrowings
Third-party interests in CEJ Fund

22
5,733

Lease liabilities

366

Provisions

96

Deferred tax liaibilites

2,040

Other non-current liabilities

30

Total non-current liabilities

8,286

Total liabilities

9,523

359

Equity13,237

Share capital

10

482

Capital surplus

42,811

2,134

Treasury shares-1,188Intangible assets

48

Other components of equity-787

Investments accounted for using
equity method

261

Retained earnings-95

Other financial assets

14,841

Total equity attributable toowners of the parent

40,752Other non-current assets

196

Non-controlling interests-275

Total non-current assets

31,530Total equity

40,477

Total assets

49,999Total liabilities and equity

49,999Rounded off to the closest millions of yen
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.

18

Consolidated statement of profit or loss (from April 1, 2023 to March 31, 2024)
Items

Unit : Millions of yen
AmountRevenue

4,354

Cost of sales-1,961Gross profit

2,393

Selling, general and administrative expenses
Research and development expenses
Other selling, general and administrative expenses
Total selling, general and administrative expenses-877-3,251-4,129Other income

424

Other expenses-707

Operating profit (loss)-2,018Finance income

543

Finance costs-482

Gains related to CEJ Fund

796

Share of profit (loss) of investments accounted for using equity method

21

Profit (loss) before tax-1,141

Income tax expense-507

Profit (loss)-1,648

Profit (loss) attributable to
Owners of parent
Non-controlling interests
Profit (loss)-1,476-172-1,648Rounded off to the closest millions of yen

19This 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.

Non-consolidated financial statements
Non-consolidated balance sheet (as of March 31, 2024)
Items
AssetsI Current assets
Cash and cash equivalents
Accounts receivable-trade
Securities
Merchandise and finished goods
Work in process
Raw materials
Accounts receivable-other
Other
Allowances for doubtful accounts
Total current assets

AmountI Current liabilities
3,465
417
11,500
254
27
663
81
112
-73
16,446

II Non-current assets
Property, plant and equipment
Buildings, net
Structures, net
Machinery & equipment, net
Vehicles & delivery equipment, net

2,488
59
1
2

Tools, furniture & fixtures, net

216

Rental assets, net
LandConstruction in progress
Total property, plant and equipment
Intangible assets
Software
Other
Total intangible assets
Investments and other assets
Bonds of affiliated companies
Investment securities
Shares of affiliated companies
Investments in capitals ofsubsidiaries and associates
Long-term prepaid expenses
Other
Allowance for doubtful accounts
Total investments and other assets
Total non-current assets
Total assets

Unit : Millions of yen

Items
Liabilities

AmountAccounts payable- trade35

Accounts payable - otherAccured expenses
Unearned revenue
Income taxes payable
Other
Total current liabilities

234
19
74
5
324
691

II Non-current liabilities
Deferred tax liaibilites
Asset retirement obligations
Other
Total non-current liabilities
Total liabilities
Net assets

38
84
30
152
842

I Shareholders' equity

53
3,762
2,477

Capital stock
Capital surplus
Capital reserve
Other capital surplus
Total capital surplus
Retained earnings
Legal retained earnings
Other retained earnings
Retained earnings brought forward
Total Retained earnings
Treasury shares
Total shareholders' equity

2,149

II Valuation & Translation Adjustments

39
1,522
-211
9,793
23,27039,717

Valuation differences on available-for-sale securities
Total valuation & translation adjustments

65
65

III Stock Acquisition Rights

19

357
9,872
467
13,46210
515

Rounded off to the closest millions of yen

Total net assets
Total liabilities and equity

10
26,714
16,413
43,1280-3,159-3,159-1,18838,79038,87439,717This 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.

20

Non-consolidated statement of profit or loss (from April 1, 2023 to March 31, 2024)
Items
Net sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit (loss)

Unit : Millions of yen
Amount
1,835
538
1,297
2,351
-1,055Non-operating income
Interest income

62

Profit distribution

141

Subsidy income

33

Consigned research income

222

Outsourcing service fee

106

Other

317

Total non-operating income

880

Non-operating expenses
Loss on investments in capital

93

Other

2

Total non-operating expenses

95

Ordinary profit (loss)*-269

Extraordinary income
Proceeds from sale of investment securities

107

Total extraordinary Income

107

Extraordinary loss
Loss on valuation of investment securities

393

Loss on valuation of share and investments in capital of subsidiaries and affiliates

751

Provision for doubtful accounts of subsidiaries and affiliates

120

Total extraordinary loss

1,265

Profit (loss) before provision of income tax-1,427

Income taxes - current

5

Income taxes - deferred-1

Total income taxes

4

Net profit (loss)-1,431Rounded off to the closest millions of yen

21

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.

Guide map to the venue of the Ordinary General Meeting of Shareholders
Chuo park

Nishi-odori

Tsukuba Express
Tsukuba Station

Higashi-odori

To Shimotsuma

A3 Exit

To Mt. Tsukuba

Chuo-dori

A4 ExitHotel Nikko Tsukuba

Tsukuba Center (bus station)
BiVi Tsukuba
Nova Hall

Gakuen-nishi

Joyo Bank

Post office
Gakuen-higashi

Tsuchiura Gakuen Sen
Oshimizu
park

Mitsui bld

Tsukuba Bank

Days
Town

North Parking

South Parking

South 4 Parking

Takezonopark

Hotel JAL City Tsukuba

Tsukuba Capio

To Tsuchiura

Date 13:00, June 21 (Fri), 2024
Venue Tsukuba International Congress Center
Leo Esaki Main Hall
2-20-3, Takezono, Tsukuba, Ibaraki

KasumiTsukuba International
Congress Center

Minami Odori Nishi

Minami Odori Higashi

Minami Odori

Pedestrian deck

Tsuchiura Noda Sen

Sakura Tsuchira IC
SasagiTo Ushiku

To Arakawaoki

Access
By train
Tsukuba Express (Tsukuba Station)
walk 10 min from the A3 Exit
By Highway Bus"Tsukuba Go Bus" Yaesu South exit [Tokyo Station]
walk 10 min from [Tsukuba Center Station]
By car
1. Exit at Sakura Tsuchiura Interchange of Joban expressway and head towards Sakura/Tsukuba Science City
2. Turn right at the second crossing with a footbridge (Sasagi) and head north along Higashi-Odori
3. Turn left at the crossing (Minami Odori Higashi)
4. Turn right at the second street light. The building you will see on the right is the Tsukuba International Congress
Center*Please use the pay parking nearby (CYBERDYNE is unable to provide any discount for the parking)