[Translation for Reference Purposes Only]
This document has been translated from the Japanese original for reference purposes only. In the event of any
discrepancy between this translated document and the Japanese original, the Japanese original shall prevail. The
Company assumes no responsibility for this translation or for direct, indirect or any other forms of damages
arising from the translation.

Securities Code: 1605
March 3, 2022
To Those Shareholders with Voting Rights
Takayuki Ueda
Representative Director, President & CEO
INPEX CORPORATION
5-3-1 Akasaka, Minato-ku, TokyoNOTICE OF THE 16th ORDINARY GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders,
We are pleased to announce that the 16th Ordinary General Meeting of Shareholders of INPEX CORPORATION(hereinafter the “Company”) will be held as described below.
You may exercise your voting rights in writing (on the Voting Rights Exercise Form) or by electromagnetic means(via the Internet) instead of attending the meeting in person. It is requested that you review the attached Reference
Documents for the Ordinary General Meeting of Shareholders before exercising your voting rights.
1. Date and Time:
2. Place:

Friday, March 25, 2022 at 10:00 a.m. (Japan Time)
Heian Room, 1st floor, The Okura Prestige Tower, The Okura Tokyo
2-10-4 Toranomon, Minato-ku, Tokyo

3. Agenda of the Meeting:
Matters to be reported: 1. Business Report, Consolidated Financial Statements for the 16th fiscal year
(from January 1, 2021 to December 31, 2021) and results of audits by the
Accounting Auditor and the Audit & Supervisory Board of the Consolidated
Financial Statements
2. Non-Consolidated Financial Statements for the 16th fiscal year (from January
1,2021 to December 31, 2021)
Proposals to be resolved:
Proposal No. 1: Appropriation of Surplus
Proposal No. 2: Partial Amendments to Articles of Incorporation
Proposal No. 3: Election of Twelve (12) Directors
Proposal No. 4: Payment of Bonuses to Directors for the Fiscal Year Ended December 31, 2021
Proposal No. 5: Revision of Compensation for Directors
Proposal No. 6: Revision of Compensation for Audit & Supervisory Board Members
Proposal No. 7: Revision to Stock-Based Compensation System for Directors and Executive
Officers

 Those attending the Ordinary General Meeting of Shareholders on the day are requested to submit the enclosed
Voting Rights Exercise Form at the reception desk.

1

[Translation for Reference Purposes Only]

Measures to Prevent the Spread of COVID-19 (Requests)
Measures taken by the Company to prevent the spread of coronavirus disease (COVID-19) at this General
Meeting of Shareholders are described below. The understanding and cooperation of all shareholders isrequested in the implementation of these measures.
1. Requests to Shareholders

Shareholders who are considering attending this General Meeting of Shareholders are requested tocarefully assess their plans from a health and safety perspective, based on the current status of the
COVID-19 pandemic.

Those suffering from symptoms such as coughing or fever are requested to refrain from attending theGeneral Meeting of Shareholders, out of consideration for the impact on their personal health and thehealth of those around them.

The elderly, those with underlying medical conditions, and pregnant women in particular are strongly
requested not to attend the General Meeting of Shareholders and to instead exercise voting rights
beforehand in writing or via the Internet.

Fewer seats will be available at the venue than usual, and the seating will be widely spaced. As a result,attendees may have to be declined admission to the meeting venue if the seating reaches capacity.



Shareholders are requested to exercise their voting rights beforehand in writing or via the Internet
wherever possible. Please refer to pages 3 to 4 for details on the procedures for exercising voting rights.

Those attending the General Meeting of Shareholders are requested to ensure that they wear a mask at
the venue. Attendees who do not bring and wear a mask may be refused entry to the venue.



Those attending the General Meeting of Shareholders will have their body temperature taken at
reception. Those with a fever and those apparently unwell will be refused entry to the venue. Your
understanding is requested in advance.

2. Venue Operation
The Company’s staff will check their health condition including body temperature prior to attending,
and wear masks at the venue.

No souvenirs will be distributed at the General Meeting of Shareholders. Your kind understanding isrequested in this matter.

We regret any inconvenience that these measures may cause, and request your understanding in theirapplication.
Please note that these measures are subject to change depending on the status of the pandemic, guidanceissued by relevant authorities, and other factors. Any changes will be announced on the Company’s website.
The Company’s website: https://www.inpex.co.jp/english/

2

[Translation for Reference Purposes Only]

Procedures to Exercise Voting Rights
Voting rights at the Ordinary General Meeting of Shareholders are important rights of the shareholders in
relation to decision-making by all the shareholders. Please refer to the Reference Documents for the Ordinary
General Meeting of Shareholders and exercise your voting rights. You may exercise your voting rights by anyof the following three methods.
Exercise of Voting Rights in Writing (on the Voting Rights Exercise Form)
Please indicate your votes for or against each of the proposals on the enclosed Voting Rights Exercise
Form, and send the form by mail.
Deadline: Arrival by Thursday, March 24, 2022 at 5:25 p.m. (Japan Time)
Exercise of Voting Rights by Electromagnetic Means (via the Internet)
Please see the “Procedures to Exercise Voting Rights via the Internet” on the next page and exercise yourvoting rights. If you have any questions, please contact the Stock Transfer Agency Department of Mizuho
Trust & Banking Co., Ltd. stated in “D. Inquiries” on the next page.
Deadline: Thursday, March 24, 2022 at 5:25 p.m. (Japan Time)
Exercise of Voting Rights by Attending the Ordinary General Meeting of Shareholders
Those attending the Ordinary General Meeting of Shareholders on the day are requested to bring thisNotice and to submit the enclosed Voting Rights Exercise Form at the reception desk.
Date and time: Friday, March 25, 2022 at 10:00 a.m. (Japan Time)

Should you choose to exercise your voting rights via a proxy, you may designate a shareholder other thanyourself, who holds voting rights with respect to the Company, as your proxy. It should be noted, however,that it will be necessary to submit a document certifying said individual’s proxy.

In the event of a diverse exercise of voting rights, it is requested that you notify the Company in writing
to that effect, together with the reasons, by no later than three days before the General Meeting of
Shareholders.



In the case you choose to exercise your voting rights in writing, if where there is no indication of yourvote for or against a proposal on the Voting Rights Exercise Form, it will be treated as a vote “for” theproposal.

When you exercise your voting rights both by the Voting Rights Exercise Form and via the Internet, thevoting right exercised via the Internet shall be deemed and treated as your valid vote. When you exercise
your voting rights twice or more via the Internet, the voting right exercised last shall be deemed andtreated as your valid vote.

3[Translation for Reference Purposes Only]

Procedures to Exercise Voting Rights via the Internet
Deadline: Thursday, March 24, 2022 at 5:25 p.m. (Japan Time)
A. Via “Smart Ko-Shi”
1. Please use your smartphone to read the QR code on the bottom right corner of the enclosed Voting
Rights Exercise Form, access the “Smart Ko-Shi” website, and enter your votes by following theon-screen instructions (ID and password not required).
2. You can only exercise your voting rights via “Smart Ko-Shi” once.
B. By entering your ID and Password
1. Please access the “Voting Rights Exercise Website” (URL below), log-in with the “Code for the
Exercise of Voting Rights” and the “Password” stated on the enclosed Voting Rights Exercise
Form, and enter your votes by following the on-screen instructions. To ensure security, you willneed to change the password at the initial log-in.
https://soukai.mizuho-tb.co.jp/
2. The Password (including passwords changed by the shareholder) is only valid for this General
Meeting. A new password will be issued for the next General Meeting of Shareholders.
3. The Password is used to authenticate shareholders. There will be no inquiries concerning yourPassword from the Company.
4. After a certain number of failed attempts at entering the Password, a lock will be set and the
Password will become invalid. If a lock is set, please follow the on-screen instructions and carryout the necessary procedures.
C. Caution
1. The deadline for exercising your voting rights is Thursday, March 24, 2022 at 5:25 p.m. (Japan
Time), and the entering of votes must be finished by that time. Please exercise your voting rights
early.
2. If you would like to revise your votes exercised through “Smart Ko-Shi,” please do so by following
the procedures in B. above.
3. If you exercise your voting rights both in writing and via the Internet, we will only accept theexercise of your voting rights via the Internet as your effective vote. If you exercise your voting
rights more than once via the Internet, we will only accept the last exercise of your voting rights as
your effective vote.
4. Fees for connecting to the Internet shall be borne by the shareholder.
5. It has been verified that the exercising of voting rights via the Internet can be done via an ordinary
Internet connection device, but it may not be possible depending on the device you are using or thecircumstances.
D. Inquiries
If you have any inquiries, please contact the Stock
Please use “Smart Ko-Shi” whenTransfer Agency Department of Mizuho Trust & Banking
exercising voting rights via a smartphone.
By reading the “QR code for logging into theCo., Ltd., the shareholder registry administrator.
Inquiries regarding how to use “Smart Ko-Shi” and the“Web site for exercising voting rights”

Telephone (available only in Japan): 0120-768-524
Operating Hours: 09:00 a.m. to 09:00 p.m. (excluding the New
Year holidays)

smartphone website for exercising voting
rights” stated on the enclosed Voting Rights
Exercise Form, you do not need to enter the“Code for the Exercise of Voting Rights” andthe “Password.” This can only be used once
for exercising your voting rights.

Note: The “QR code” is a registered trademark of DENSO WAVE
INCORPORATED.
For Institutional Investors: Institutional investors may exercise their voting rights using the electronic voting platform for
institutional investors operated by ICJ, Inc. if they apply for the usage beforehand.

4[Translation for Reference Purposes Only]

Reference Documents for the Ordinary General Meeting of Shareholders
Proposals and references
Proposal No. 1: Appropriation of Surplus
It is proposed that surplus be appropriated as indicated below.
Matters Concerning Year-End Dividend
In the “Medium-term Business Plan 2018-2022” formulated in May 2018, the Company has stated the following
basic policy: During the period of the Medium-term Business Plan from fiscal year 2018 to fiscal year 2022, thebasic policy is to maintain stable dividends, with a payout ratio of 30% or higher, and enhance shareholder returns
in stages in accordance with the growth of the Company’s financial results.
Based on this policy, in view of the full-year consolidated results, it is proposed that the year-end dividend for the
16th fiscal year be as follows.
1)
2)

3)

Type of dividend
Cash
Matters concerning allotment of dividend property and total amountAmount per common share
28 yenAmount per Class A share
11,200 yen
Total amount of dividend
38,826,692,800 yen
Effective date of distribution of surplus
March 28, 2022

*No payout ratio is shown for the year ended
2020/12, as a net loss was recorded.

Including the already-paid interim dividend, which amounted to 29,207,150,000 yen (20 yen per common share and
8,000 yen per Class A share), the annual dividend is 68,033,842,800 yen in total (48 yen per common share and19,200 yen per Class A share).
Note: Although the Company conducted a share split at a ratio of 1:400 of its common share on October 1, 2013, ashare split was not implemented for the Class A share of the Company. Accordingly, the amount of thedividend of the Class A share was determined by multiplying the dividend of the common shares of theCompany by 400, resulting in an amount equivalent to the dividend of the common shares prior to the share
split, as specified in the Company’s Articles of Incorporation.
Based on the shareholder return policy outlined in INPEX Vision @2022, which was formulated in February2022, INPEX will, in principle, maintain stable dividend payouts during the period covered by the medium-termbusiness plan from fiscal year 2022 to fiscal year 2024 with a total payout ratio of around 40 percent or greater,5

[Translation for Reference Purposes Only]
and a minimum annual dividend per share of 30 yen. During this period, INPEX will also strive to strengthenshareholder returns through means including share buybacks based on the Company’s business environment,
financial base and management conditions, etc.

6[Translation for Reference Purposes Only]
Proposal No. 2: Partial Amendments to Articles of Incorporation
1. Reasons for the Amendments
The revised provisions stipulated in the proviso to Article 1 of the Supplementary Provisions of the Act Partially
Amending the Companies Act (Act No. 70 of 2019) are due to come into effect on September 1, 2022. The
Company therefore proposes to make the following changes to its Articles of Incorporation in preparation for the
introduction of a system for providing reference material for the general meeting of shareholders in electronic
format.
(1) The proposed revision to Article 27, Paragraph 1 stipulates that the Company shall take measures toprovide information constituting the content of reference material for the ordinary general meeting ofshareholders, etc. in electronic format.
(2) The proposed revision to Article 27, Paragraph 2 establishes provisions to limit the scope of items listed in
hard copy documents issued to shareholders upon request.
(3) The provision for Internet Disclosure and Deemed Provision of Reference Material for the General
Meeting of Shareholders, Etc. (Article 27 of the current Articles of Incorporation) will be no longer
required and therefore deleted.
(4) Article 32, Paragraph 7 of the proposed amendment stipulates that Article 27 of the proposed amendment
shall apply mutatis mutandis to General Meeting of Class A Shareholders.
(5) Based on the additions and deletion listed above, a supplementary provision regarding the effective date,etc. will be established.
2. Details of the Amendments
The details of the amendments are as follows.
(Revised portions are underlined.)
Current Articles
Chapters 1-3

Proposed Amendments(Omitted)

Chapters 1-3

Chapter 4. General Meeting of Shareholders
Articles 25-26(Omitted)(Unchanged)

Chapter 4. General Meeting of Shareholders
Articles 25-26(Unchanged)(Internet Disclosure and Deemed Provision of Reference
Material for General Meeting of Shareholders, Etc.)
Article 27.
This company, when convening a general meeting ofshareholders, may be deemed to have provided the information
related to matters that should be noted or presented in thereference material for general meetings of shareholders, business
reports, accounting statements, and consolidated accounting
statements to shareholders if having disclosed this informationon the internet in accordance with the provisions of Ministry ofJustice ordinances.

(Deleted)(Newly established)(Measures for Providing Information in Electronic Format, Etc.)
Article 27.
1 This company, when convening a general meeting ofshareholders, shall take measures to provide information
constituting the content of reference material for theordinary general meeting of shareholders, etc. in electronic
format2 Among items for which the measures to provide
information in electronic format will be taken, this company
may exclude all or some of the items designated by the
Ministry of Justice Order from statements in the hard copy
documents issued to shareholders upon request by therecord date of voting rights.

7

[Translation for Reference Purposes Only]
Current Articles
Articles 28-31

Proposed Amendments(Omitted)

Articles 28-31(Unchanged)

Article 32.
1-6(Omitted)
7 The provisions of Article 26, Article 29 and Article 30 shallgovern General Meeting of Class A Shareholders, mutatis
mutandis.

Article 32.
1-6(Unchanged)
7 The provisions of Article 26, Article 27, Article 29 andArticle 30 shall govern General Meeting of Class A
Shareholders, mutatis mutandis.

Chapters 5-7

Chapters 5-7(Omitted)(Newly established)(Unchanged)
Supplementary Provisions

Article 1.
1 The deletion of Article 27 (Internet Disclosure and Deemed
Provision of Reference Material for General Meeting of
Shareholders, Etc.) of the current Articles of Incorporation,and the addition of Article 27 (Measures for Providing
Information in Electronic Format, Etc.) and amendment of
Article 32, Paragraph 7 in the proposed amendments shallbe effective from the date of enforcement of the revised
provisions stipulated in the proviso to Article 1 of the
Supplementary Provisions of the Act Partially Amending
the Companies Act (Act No. 70 of 2019) (hereinafter “Dateof Enforcement.”)
2 Notwithstanding the provision of the preceding paragraph,
Article 27 of the current Articles of Incorporation shallremain effective regarding any general meeting ofshareholders (including general meetings of classshareholders, the same applies hereinafter in these
Supplementary Provisions) held on a date within six months
from the Date of Enforcement.
3 These Supplementary Provisions shall be deleted on thedate when six months have elapsed from the Date of
Enforcement or three months have elapsed from the date of
the general meeting of shareholders in the preceding
paragraph, whichever comes later.

8

[Translation for Reference Purposes Only]
Proposal No. 3: Election of Twelve (12) Directors
As the terms of office of all fourteen (14) Directors will expire at the close of this Ordinary General Meeting of
Shareholders, the election of twelve (12) Directors is proposed.
The candidates for Directors are listed below. This proposal was determined at a Board of Directors meeting, after
being deliberated by the Nomination and Compensation Advisory Committee, which consists of five members
including three Independent Outside Directors.
There is no special interest between any of the candidates and the Company.

9[Translation for Reference Purposes Only]

Candidatenumber

1
2

For reappointment(Note 1)

For reappointment(Note 1)

Takayuki Ueda

For reappointment

Takahiko Ikeda

4

New candidate

Kenji Kawano

5

For reappointment

Kimihisa Kittaka

6

For reappointment

Nobuharu Sase7

For reappointment

Daisuke Yamada

9
10
11
12
Note 1:
Note 2:

For reappointment
Outside Director
Independent Director
For reappointment
Outside Director
Independent Director
For reappointment
Outside Director
Independent Director
For reappointment
Outside Director
Independent Director
New candidate
Outside Director
Independent Director

Representative Director,
Chairman
Representative Director,
President & CEO
Director, Senior Executive Vice
President
Senior Vice President, Hydrogen& CCUS Development
HSE and Compliance
Senior Executive Vice President
Americas Projects Unit andStrategic Projects Office
Head of Overseas Projects
Director, Senior Managing
Executive Officer
Senior Vice President,
Corporate Strategy & Planning
Legal Affairs
Director, Senior Managing
Executive Officer
Senior Vice President,
General Administration
Director, Managing Executive
Officer
Senior Vice President, Finance &Accounting

Toshiaki Kitamura

38

Current position &responsibility

Name

Attendance at Board of
Directors meetings infiscal year 2021
100% (16/16)
100% (16/16)

100% (16/16)–(Note 2)

100% (16/16)

100% (16/16)

100% (16/16)

Jun Yanai

Director

100% (16/16)

Norinao Iio

Director

100% (16/16)

Atsuko Nishimura

Director

100% (16/16)

Tomoo Nishikawa

Director

100% (16/16)

Hideka Morimoto––(Note 2)

If this proposal is approved, this candidate will be selected as Representative Director at the Board of
Directors meeting to be held after the close of this Ordinary General Meeting of Shareholders.
The attendance in this fiscal year is not applicable because this is a new candidate for Director.

10[Translation for Reference Purposes Only]

No. 1

Toshiaki Kitamura(Date of birth: November 15, 1948)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
62,596 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included therein)(6,596 shares)
Term of office as Director:
11 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

April 1972

Joined Ministry of International Trade and Industry(currently Ministry of Economy, Trade and Industry)
July 2002
Director-General, Trade and Economic Cooperation
Bureau, Ministry of Economy, Trade and Industry
July 2003
Director-General, Manufacturing Industries Bureau,
Ministry of Economy, Trade and Industry
June 2004
Director-General, Trade Policy Bureau, Ministry of
Economy, Trade and Industry
July 2006
Vice-Minister for International Affairs, Ministry of
Economy, Trade and Industry
November 2007 Adviser to Tokio Marine & Nichido Fire Insurance Co.,Ltd.
August 2009
Senior Executive Vice President of the Company
June 2010
Representative Director, President & CEO
June 2018
Representative Director, Chairman (present position)

Reason for nominating as candidate for Director
Mr. Toshiaki Kitamura has superior insights and actual achievement in the fieldsof government policy built through his career at the Ministry of Economy, Tradeand Industry. He joined the Company as Senior Executive Vice President in2009, assumed the post of Representative Director, President & CEO in 2010,and has been Representative Director, Chairman since 2018. Thus, he hasabundant operational experience in the Company and he also has insights
regarding management of oil & natural gas development companies and global
business management as well as administrative/operational affairs. For thesereasons, we have nominated him again for reappointment as Director.

11[Translation for Reference Purposes Only]

No. 2

Takayuki Ueda
(Date of birth: August 30, 1956)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
28,796 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included
therein)(6,596 shares)
Term of office as Director:
3 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

April 1980

Joined Ministry of International Trade and Industry (currently
Ministry of Economy, Trade and Industry)
July 2010
Director-General, Minister’s Secretariat
August 2011
Director-General, Manufacturing Industries Bureau, Ministryof Economy, Trade and Industry
September 2012 Director-General, Trade Policy Bureau, Ministry of Economy,
Trade and Industry
June 2013
Commissioner, Agency for Natural Resources and Energy
July 2015
Vice-Minister for International Affairs, Ministry of Economy,
Trade and Industry
April 2017
Councilor (part-time) of the Company
August 2017
Senior Executive Vice President
June 2018
Representative Director, President & CEO (present position)

Reason for nominating as candidate for Director
Mr. Takayuki Ueda has superior insights and actual achievement in the fields ofgovernment policy, resources and energy, etc. built through his career at the Ministryof Economy, Trade and Industry. He assumed the post of Senior Executive Vice
President of the Company in 2017, has been Representative Director, President &CEO since 2018, and has insights regarding management of oil & natural gas
development companies and global business management as well as
administrative/operational affairs. For these reasons, we have nominated him again
for reappointment as Director.

12[Translation for Reference Purposes Only]

No. 3

Takahiko Ikeda(Date of birth: January 18, 1955)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
46,583 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included therein)(4,583 shares)

April 1978
March 2005

Term of office as Director:
13 years and 6 months

June 2014

Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

June 2007
October 2008

April 2017
June 2018
March 2020
March 2021

January 2022

Joined Teikoku Oil Co., Ltd.
Director and General Manager, Production, Domestic
Headquarters of Teikoku Oil Co., Ltd.
Managing Director, President of Domestic Operation
Division and General Manager of Niigata District
Department of Teikoku Oil Co., Ltd.
Director, Managing Executive Officer, Senior Vice
President of Domestic Projects of the Company
Director, Managing Executive Officer, Senior Vice
President of Gas Supply & Infrastructure Division
Director, Managing Executive Officer, Senior Vice
President of Technical Headquarters
Director, Senior Managing Executive Officer, Senior Vice
President of Technical Headquarters
HSE and ComplianceDirector, Senior Executive Vice President, Senior Vice
President of Technical Headquarters
HSE and ComplianceDirector, Senior Executive Vice President, Senior Vice
President of Technical Headquarters, Hydrogen & CCUS
Development
HSE and ComplianceDirector, Senior Executive Vice President, Senior Vice
President, Hydrogen & CCUS Development
HSE and Compliance (present position)

Reason for nominating as candidate for Director
Mr. Takahiko Ikeda has been engaged mainly in the matters of oil development
technical departments and domestic and overseas project division operations,served as Senior Vice President of Domestic Projects and Senior Vice Presidentof Technical Headquarters since he joined the Company, and presently heassumes the post of Senior Vice President, Hydrogen & CCUS Development
and HSE and Compliance. Thus, he has abundant business experience in the
Company as well as knowledge and experience about the business management
and administrative/operational matters of oil & natural gas development anddevelopment of various clean energy such as hydrogen and CCUS. For thesereasons, we have nominated him again for reappointment as Director.

13

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No. 4

Kenji Kawano(Date of birth: January 8, 1957)
New candidate
Career summary and position

Number of common shares of theCompany held by the candidate:
30,419 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included therein)(3,919 shares)

April 1980
March 2006
October 2008
June 2012

Term of office as Director:–
Attendance at Board of Directors
meetings in fiscal year 2021:

June 2019
March 2020–

January 2022

Joined Teikoku Oil Co., Ltd.
General Manager, Business Development Department,International Project Division & Domestic Offshore
Division.
Executive Officer, Vice President, Asia & Australasia,
General Manager of Planning & Coordination Unit andOffshore Japan Unit of the Company
Managing Executive Officer, Senior Vice President, Asia &Australasia
Managing Executive Officer, Senior Vice President, Asia
Projects
Senior Managing Executive Officer, Senior Vice President,
Asia Projects
Senior Executive Vice President, Americas Projects Unit
and Strategic Projects Office
Head of Overseas Projects (present position)

Reason for nominating as candidate for Director
Mr. Kenji Kawano has been engaged mainly in the matters of oil development
technical departments and overseas project divisions, served as Senior Vice
President of Asia & Australasia, Senior Vice President of Asia Projects since hejoined the Company, and presently he assumes the post of Americas Projects
Unit and Strategic Projects Office, and Head of Overseas Projects. Thus, he hasabundant business experience in the Company as well as knowledge andexperience about the business management and administrative/operational
matters of oil & natural gas development companies. For these reasons, we havenominated him to be newly appointed as Director.

14

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No. 5

Kimihisa Kittaka(Date of birth: September 23, 1957)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
21,954 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included
therein)(3,554 shares)
Term of office as Director:
5 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

April 1981

Joined Ministry of International Trade and Industry(currently Ministry of Economy, Trade and Industry)
October 2007
Director-General for Consumer Policy, Ministry ofInternational Trade and Industry
July 2008
Director-General, Kyushu Bureau of Ministry of Economy,
Trade and Industry
November 2010 Joined the Company
June 2012
Executive Officer, Vice President of Corporate Strategy &Planning Division, General Manager of Corporate Strategy& Planning Unit, and Corporate Communication Unit
June 2016
Director, Managing Executive Officer, Senior Vice
President, Corporate Strategy & Planning
June 2019
Director, Managing Executive Officer, Senior Vice
President, Corporate Strategy & Planning
Legal Affairs
January 2021
Director, Senior Managing Executive Officer, Senior Vice
President, Corporate Strategy & Planning
Legal Affairs (present position)

Reason for nominating as candidate for Director
Mr. Kimihisa Kittaka has superior insights and performance results in the fieldof policies, etc. through his career at the Ministry of Economy, Trade andIndustry. After he joined the Company in 2010, he engaged in the affairs ofcorporate strategy & planning/legal division, has been in the post of General
Manager, Corporate Strategy & Planning Unit, and Corporate Communication
Unit, Corporate Strategy & Planning Division and is currently Senior Vice
President of Corporate Strategy & Planning responsible for sustainability, and in
charge of Legal Affairs. Thus, he has abundant operational experience in the
Company, and he also has a wide range of knowledge and experience regarding
business management and administrative/operational matters of oil & natural gas
development companies and ESG. For these reasons, we have nominated him
again for reappointment as Director.

15

[Translation for Reference Purposes Only]

No. 6

Nobuharu Sase
(Date of birth: August 10, 1958)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
45,468 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included therein)(3,468 shares)
Term of office as Director:
5 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

April 1981
October 2008
June 2010
June 2016
January 2022

Joined Indonesia Petroleum, Ltd. (INPEX Corporation)
Vice President of General Administration Division, General
Manager of Secretarial Unit of the Company
Executive Officer, Vice President of Oil & Gas Business
Division No. 1, General Manager, Oil Marketing Unit
Director, Managing Executive Officer, Senior Vice
President, General Administration
Director, Senior Managing Executive Officer, Senior Vice
President, General Administration (present position)

Reason for nominating as candidate for Director
Mr. Nobuharu Sase has been engaged mainly in administration/accounting/marketing affairs since he joined the Company and is currently Senior Vice Presidentof General Administration after having had experience in the post of General
Manager, Secretarial Unit, and General Manager, Oil Marketing Unit. Thus, he
has abundant business experience in the Company as well as knowledge andexperience concerning marketing and administrative/operational matters of oil& natural gas development companies. For these reasons, we have nominatedhim again for reappointment as Director.

16[Translation for Reference Purposes Only]

No. 7

Daisuke Yamada(Date of birth: October 10, 1960)
Reappointment
Career summary and position

Number of common shares of theCompany held by the candidate:
10,112 shares(Number of common shares to be
granted pursuant to the stock-based
compensation system included
therein)(2,512 shares)

April 1984
April 2011
April 2012
April 2013

Term of office as Director:
2 years
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

July 2013
April 2014
April 2018
May 2019
June 2019
March 2020

Joined The Industrial Bank of Japan, Ltd. (currently
Mizuho Bank, Ltd.)
Executive Officer, General Manager of Industry Research
Division, Mizuho Corporate Bank, Ltd.
Executive Officer, General Manager of Industry Research
Division, Mizuho Bank, Ltd.
Managing Executive Officer, Deputy in charge of BranchBanking Group, Mizuho Bank, Ltd.
Managing Executive Officer in charge of Corporate
Banking, Mizuho Corporate Bank, Ltd.
Managing Executive Officer in charge of Branch Banking
Group, Mizuho Bank, Ltd.
Managing Executive Officer, Head of Corporate Banking
Unit (Large Corporations), Mizuho Financial Group, Inc.
Senior Managing Executive Officer in charge of Digital
Innovation, Mizuho Financial Group, Inc.
Councilor of the Company
Managing Executive Officer, Vice President, Finance &Accounting, General Manager, Finance Unit, Finance &Accounting Division
Director, Managing Executive Officer, Senior Vice
President, Finance & Accounting (present position)

Reason for nominating as candidate for Director
Mr. Daisuke Yamada has excellent insight and experience as well as actual
performance results in the field of finance built through his career at financial
institutions. Since joining the Company in 2019, he has been engaged in thematters of finance/accounting departments, and currently assumes the post of
Senior Vice President, Finance & Accounting, having served as General
Manager, Finance Unit, Finance & Accounting Division. He has businessexperience in the Company as well as knowledge and experience concerning
administrative/operational matters of oil & natural gas development companies.
For these reasons, we have nominated him again for reappointment as Director.

17

[Translation for Reference Purposes Only]

Jun Yanai
No. 8(Date of birth: July 5, 1950)
Reappointment

Number of common shares of theCompany held by the candidate:0 shares
Term of office as Director:
5 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

Candidate for:
Outside Director
Independent Director

Career summary and position
April 1973
April 2004
April 2005
April 2008
April 2011
April 2013
June 2013
April 2014
June 2016
June 2016

Joined Mitsubishi Corporation
Senior Vice President, Senior Assistant to Group CEO, Energy
Business Group, Mitsubishi Corporation
Senior Vice President, Division COO, Petroleum BusinessDiv., Mitsubishi Corporation
Executive Vice President, Group COO, Energy BusinessGroup, Mitsubishi Corporation
Executive Vice President, Group CEO, Energy BusinessGroup, Mitsubishi Corporation
Senior Executive Vice President, Group CEO, Energy BusinessGroup, Mitsubishi Corporation
Member of the Board, Senior Executive Vice President, Group
CEO, Energy Business Group, Mitsubishi Corporation
Member of the Board, Senior Executive Vice President, GroupCEO and CCO, Energy Business Group, Mitsubishi
Corporation
Corporate Advisor, Mitsubishi Corporation (present position)
Outside Director of the Company (present position)

Significant concurrently held positions
Outside Director, Kintetsu World Express, Inc.

Reason for nominating as candidate for Outside Director, etc.
Mr. Jun Yanai is nominated as a candidate for Outside Director of the Company andhis reelection is requested, as it has been determined that he is able to appropriately
execute his duties as Outside Director due to being expected to provide supervisionof the execution of business from an international perspective and the necessarycomments and suggestions, etc. in the meetings of the Board of Directors, etc.
primarily by utilizing his experience as a corporate executive and abundant
experience and insight in the resource and energy industry.

Special remarks concerning the candidate for Director
1. Registration of Independent Director
Mr. Yanai is a candidate for Outside Director as stipulated in Article 2, Paragraph
3, Item 7, of the Regulations for Enforcement of the Companies Act. The
Company reported Mr. Yanai as an Independent Director as stipulated by Tokyo
Stock Exchange, Inc. If the election of Mr. Yanai is approved as proposed, he isscheduled to continue to be an Independent Director. For the independence
standards for Outside Directors of the Company, please refer to “(Reference)
Independence Standards for Outside Directors and Outside Audit & Supervisory
Board Members,” included at the end of this Proposal.
2. Term of office as Outside Director of the Company
Mr. Yanai’s term of office as an Outside Director of the Company will be five
years and nine months at the conclusion of this Ordinary General Meeting of
Shareholders.
3. Outline of the liability limitation agreement
Based on Article 427, Paragraph 1, of the Companies Act, the Company hasentered into a liability limitation agreement with Mr. Yanai to limit liabilities to
the Company stipulated in Article 423, Paragraph 1, of the Companies Act to thetotal of the amounts stipulated in each Item under Paragraph 1 of Article 425 of
the Companies Act. If the election of Mr. Yanai is approved as proposed, theCompany intends to continue this contract with him.

18

[Translation for Reference Purposes Only]

No. 9

Norinao Iio(Date of birth: March 2, 1951)
Reappointment

Candidate for:
Outside Director
Independent Director

Career summary and position
Number of common shares of theCompany held by the candidate:0 shares
Term of office as Director:
4 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

June 1973
April 2005
April 2008
October 2008
June 2009
August 2009
April 2010
April 2011
June 2011
June 2017

Joined Mitsui & Co., Ltd.
Managing Officer, Chief Operating Officer, Energy Business
Unit, Mitsui & Co., Ltd.
Executive Managing Officer, Chief Operating Officer, Europe
Middle East and Africa Unit, Mitsui & Co., Ltd.
Senior Executive Managing Officer, Chief Operating Officer,
Europe Middle East and Africa Unit, Mitsui & Co., Ltd.
Representative Director, Senior Executive Managing Officer,
Mitsui & Co., Ltd.
Representative Director, Senior Executive Managing Officer,
Mitsui & Co., Ltd., Chief Compliance Officer
Representative Director, Senior Executive Managing Officer,
Mitsui & Co., Ltd.
Director, Mitsui & Co., Ltd.
Counselor, Mitsui & Co., Ltd. (resigned in June 2013)
Outside Director of the Company (present position)

Reason for nominating as candidate for Outside Director, etc.
Mr. Norinao Iio is nominated as a candidate for Outside Director of the Company
and his reelection is requested, as it has been determined that he is able toappropriately execute his duties as Outside Director due to being expected toprovide supervision of the execution of business from an international perspective
and the necessary comments and suggestions, etc. in the meetings of the Board of
Directors, etc. primarily by utilizing his experience as a corporate executive andabundant experience and insight in the resource and energy industry.

Special remarks concerning the candidate for Director
1. Registration of Independent Director
Mr. Iio is a candidate for Outside Director of the Company as stipulated in
Article 2, Paragraph 3, Item 7, of the Regulations for Enforcement of theCompanies Act. The Company reported Mr. Iio as an Independent Director as
stipulated by Tokyo Stock Exchange, Inc. If the election of Mr. Iio is approved
as proposed, he is scheduled to continue to be an Independent Director. For the
independence standards for Outside Directors of the Company, please refer to“(Reference) Independence Standards for Outside Directors and Outside Audit& Supervisory Board Members,” included at the end of this Proposal.
2. Term of office as Outside Director of the Company
Mr. Iio’s term of office as an Outside Director of the Company will be four
years and nine months at the conclusion of this Ordinary General Meeting of
Shareholders.
3. Outline of the liability limitation agreement
Based on Article 427, Paragraph 1, of the Companies Act, the Company hasentered into a liability limitation agreement with Mr. Iio to limit liabilities to
the Company stipulated in Article 423, Paragraph 1, of the Companies Act tothe total of the amounts stipulated in each Item under Paragraph 1 of Article
425 of the Companies Act. If the election of Mr. Iio is approved as proposed,
the Company intends to continue this contract with him.

19

[Translation for Reference Purposes Only]

No. 10

Atsuko Nishimura(Date of birth: May 5, 1953)
Reappointment

Candidate for:
Outside Director
Independent Director

Career summary and position
Number of common shares of theCompany held by the candidate:0 shares
Term of office as Director:
4 years and 9 months
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

April 1979
June 1997

Joined Ministry of Foreign Affairs
Director, First Africa Division, Middle Eastern and African
Affairs Bureau
August 1999
Counselor/Minister, Permanent Mission of Japan to theUnited Nations
June 2001
Minister, Embassy of Japan in Belgium
September 2004 Professor, School of Law, Tohoku University (resigned in
March 2008)
June 2008
Administrative Vice President, Japan Foundation (resigned in
March 2012)
April 2012
Senior Councilor, Japan Oil, Gas and Metals National
Corporation (resigned in March 2014)
April 2014
Ambassador Extraordinary and Plenipotentiary to the Grand
Duchy of Luxembourg
July 2016
Ambassador Extraordinary and Plenipotentiary in charge of
Women, Human Rights and Humanitarian Affairs (resigned in
March 2017)
June 2017
Outside Director of the Company (present position)

Significant concurrently held positions
Outside Director, TAISEI CORPORATION

Reason for nominating as candidate for Outside Director, etc.
Ms. Atsuko Nishimura is nominated as a candidate for Outside Director of theCompany and her reelection is requested, as it has been determined that she is able
to appropriately execute her duties as Outside Director due to being expected toprovide supervision of the execution of business from a diverse and global
perspective and the necessary comments and suggestions, etc. in the meetings ofthe Board of Directors, etc. by utilizing her abundant experience as a diplomat andextensive insight on international conditions, in addition to expert knowledge as auniversity professor.

Special remarks concerning the candidate for Director
1. Registration of Independent Director
Ms. Nishimura is a candidate for Outside Director of the Company as stipulated
in Article 2, Paragraph 3, Item 7, of the Regulations for Enforcement of theCompanies Act. The Company reported Ms. Nishimura as an Independent
Director as stipulated by Tokyo Stock Exchange, Inc. If the election of Ms.
Nishimura is approved as proposed, she is scheduled to continue to be an
Independent Director. For the independence standards for Outside Directors of
the Company, please refer to “(Reference) Independence Standards for Outside
Directors and Outside Audit & Supervisory Board Members,” included at theend of this Proposal.
2. Term of office as Outside Director of the Company
Ms. Nishimura’s term of office as an Outside Director of the Company will befour years and nine months at the conclusion of this Ordinary General Meetingof Shareholders.
3. Outline of the liability limitation agreement
Based on Article 427, Paragraph 1, of the Companies Act, the Company hasentered into a liability limitation agreement with Ms. Nishimura to limit
liabilities to the Company stipulated in Article 423, Paragraph 1, of theCompanies Act to the total of the amounts stipulated in each Item underParagraph 1 of Article 425 of the Companies Act. If the election of Ms.

20

[Translation for Reference Purposes Only]
Nishimura is approved as proposed, the Company intends to continue thiscontract with her.

21

[Translation for Reference Purposes Only]

No. 11

Tomoo Nishikawa(Date of birth: December 17, 1948)
Reappointment

Candidate for:
Outside Director
Independent Director

Career summary and position
Number of common shares of theCompany held by the candidate:0 shares

April 1972
April 1977

Term of office as Director:
2 years
Attendance at Board of Directors
meetings in fiscal year 2021:
16 out of 16 (100%)

June 1979
August 1995
October 1996
October 2002

Joined Ministry of Construction (currently Ministry of Land,
Infrastructure, Transport and Tourism) (resigned in March
1975)
Attorney at Law admitted to practice in Japan; joinedAnderson Mori & Rabinowitz (currently Anderson Mori &Tomotsune), and later served as Partner (resigned in July
1995)
Completed a Master of Laws (LL.M.) at Harvard Law School
Partner, Komatsu, Koma & Nishikawa (currently Asahi Law
Offices) (resigned in September 2002)
Member of the House of Representatives (for one term in
Kanagawa 3rd district)
Managing Partner, Sidley Austin Nishikawa Foreign Law Joint
Enterprise

November 2006 Auditor-Secretary, Tohoku University (resigned in March

2014)
April 2008
January 2020
March 2020

Visiting Professor, Tohoku University (resigned in March2010)
Partner, Sidley Austin Nishikawa Foreign Law Joint Enterprise(resigned in March 2020)
Outside Director of the Company (present position)

Reason for nominating as candidate for Outside Director, etc.
Mr. Tomoo Nishikawa is nominated as a candidate for Outside Director of theCompany and his reelection is requested, as it has been determined that he is able toappropriately execute his duties as Outside Director due to being expected to provide
supervision of the execution of business from a diverse and global perspective andthe necessary comments and suggestions, etc. in the meetings of the Board of
Directors, etc. by utilizing his abundant experience and insight as an international
attorney, in addition to knowledge in a variety of fields such as expert knowledge asa university professor.

Special remarks concerning the candidate for Director
1. Registration of Independent Director
Mr. Nishikawa is a candidate for Outside Director of the Company as stipulated
in Article 2, Paragraph 3, Item 7, of the Regulations for Enforcement of theCompanies Act. The Company reported Mr. Nishikawa as an Independent
Director as stipulated by Tokyo Stock Exchange, Inc. If the election of Mr.
Nishikawa is approved as proposed, he is scheduled to continue to be an
Independent Director. For the independence standards for Outside Directors of
the Company, please refer to “(Reference) Independence Standards for Outside
Directors and Outside Audit & Supervisory Board Members,” included at theend of this Proposal.
2. Term of office as Outside Director of the Company
Mr. Nishikawa’s term of office as an Outside Director of the Company will be
two years at the conclusion of this Ordinary General Meeting of Shareholders.
3. Outline of the liability limitation agreement
Based on Article 427, Paragraph 1, of the Companies Act, the Company hasentered into a liability limitation agreement with Mr. Nishikawa to limit
liabilities to the Company stipulated in Article 423, Paragraph 1, of theCompanies Act to the total of the amounts stipulated in each Item underParagraph 1 of Article 425 of the Companies Act. If the election of Mr.
Nishikawa is approved as proposed, the Company intends to continue this22

[Translation for Reference Purposes Only]
contract with him.

23

[Translation for Reference Purposes Only]

No. 12

Hideka Morimoto(Date of birth: January 4, 1957)
New candidate

Candidate for:
Outside Director
Independent Director

Career summary and position
Number of common shares of theCompany held by the candidate:0 shares
Term of office as Director:–
Attendance at Board of Directors
meetings in fiscal year 2021:–

April 1981

Joined Environment Agency (currently Ministry of theEnvironment)
September 1997 Private Secretary, Director General of Environment Agency
February 2002
Private Secretary, Minister of the Environment
July 2008
Director, General Affairs Division, Ministry’s Secretariat
July 2009
Director, Personnel Division, Ministry’s Secretariat
August 2011
Councilor, Cabinet Secretariat and Director, Cabinet
Secretariat Nuclear Safety Regulation Organizational Reform
OfficeSeptember 2012 Deputy Director General, Nuclear Regulation Agency
July 2014
Ministry’s Secretariat, Ministry of the Environment
July 2017
Administrative Vice-Minister, Ministry of the Environment(resigned in July 2019)
April 2020
Professor, Faculty of Law, Waseda University (present
position)
June 2020
Chief Director, Institute for Promoting Sustainable Societies(present position)

Significant concurrently held positions
Outside Director, Takasago Thermal Engineering Co., Ltd.
Reason for nominating as candidate for Outside Director, etc.
Mr. Hideka Morimoto is nominated as a candidate for Outside Director of theCompany and his election is requested, as it has been determined that he is able toappropriately execute his duties as Outside Director due to being expected to provide
supervision of the execution of business from a sustainability (ESG) perspective andthe necessary comments and suggestions, etc. in the meetings of the Board of
Directors, etc. by utilizing his abundant experience and insight on the environment
and energy policy developed through his career in the Ministry of the Environment,in addition to expert knowledge as a university professor.

Special remarks concerning the candidate for Director
1.

Registration of Independent Director
Mr. Morimoto is a candidate for Outside Director of the Company as stipulated
in Article 2, Paragraph 3, Item 7, of the Regulations for Enforcement of theCompanies Act. The Company intends to report Mr. Morimoto as an
Independent Director as stipulated by Tokyo Stock Exchange, Inc., if theelection of Mr. Morimoto is approved as proposed. For the independence
standards for Outside Directors of the Company, please refer to “(Reference)
Independence Standards for Outside Directors and Outside Audit & Supervisory
Board Members,” included at the end of this Proposal.
2. Outline of the liability limitation agreement
If the election of Mr. Morimoto is approved as proposed, based on Article 427,
Paragraph 1, of the Companies Act, the Company intends to enter into a liability
limitation agreement with Mr. Morimoto to limit liabilities to the Company
stipulated in Article 423, Paragraph 1, of the Companies Act to the total of theamounts stipulated in each Item under Paragraph 1 of Article 425 of theCompanies Act.

24

[Translation for Reference Purposes Only]
Special remarks concerning all twelve (12) candidates for Director
1. Summary of the content of the indemnity agreements
The Company will conclude indemnity agreements with each of the Directors in accordance with the provisions ofArticle 430-2, Paragraph 1, of the Companies Act, indemnifying them for expenses and losses under Items 1 and 2of the same Paragraph, respectively, within the limits prescribed by laws and regulations.
Under this agreement, the Company shall require the return by a Director of any indemnification for expenses, etc.
received, if it is ascertained that the Director executed his/her duties with the aim of unfairly benefiting him/herself
or a third party, or of damaging the Company’s interests.
If the election of ten (10) candidates for reelection is approved as proposed, the Company intends to continue thiscontract with them.
In addition, if the election of two (2) new candidates is approved as proposed, the Company intends to conclude
this contract with them.
2. Summary of the content of the liability insurance contracts for officers, etc.
The Company has concluded liability insurance contracts for officers, etc., with Directors and Audit & Supervisory
Board Members of the Company and its 61 subsidiaries as well as Executive Officers of the Company as the insured
parties, providing compensation for damage arising as a result of the responsibilities assumed by insured officers
in their execution of duties, or any claims made against them with regard to these responsibilities.
The contract contains exemptions, including the case that compensation will not be made for damage arising as aresult of intention or gross negligence.
The full amount of the insurance premiums is borne by the Company.
In addition, the Company intends to renew said insurance contracts with the same details during the term of office.

Notes: 1. In addition to common shares, the Company has issued one Class A share, which is held by the Ministerof Economy, Trade and Industry.
2. Regarding the resolution on “Proposal No. 3: Election of Twelve (12) Directors,” pursuant to Article 15,
Paragraph 1 of the Articles of Incorporation of the Company, in the event at least 20% of the total voting
rights of shareholders relating to common shares of the Company are held by a Single Shareholder ofcommon shares of the Company other than a public entity, or by such Single Shareholder and its Coholder, at the time of the adoption of a resolution by this Ordinary General Meeting of Shareholders, theresolution of a general meeting of Class A stock shareholders will be required in addition to theresolution of this Ordinary General Meeting of Shareholders. Although the Company determined that ageneral meeting of Class A stock shareholders should not be required as of the date this notice wasposted, a resolution by a general meeting of Class A stock shareholders may be required depending onsuch factors as subsequent findings. Further, pursuant to Article 32, Paragraph 4 of the Articles ofIncorporation of the Company, a Class A stock shareholder may file an objection within two weeks fromthe date of the adoption of the resolution by this Ordinary General Meeting of Shareholders, stating thata general meeting of Class A stock shareholders should be held.
3. The Company considers it important for all of its Directors including Outside Directors to engage incorporate management with a high consciousness to adequately perform the duties as Directors of theCompany in coping with the duty not to compete and to avoid conflict-of-interest transactions as well
as not to disclose confidential information as provided for in the Companies Act. For these reasons theCompany has obtained from all the candidates for Directors including candidates for Outside Directors
a letter of commitment to confirm these points.
4. The term of office shown for each candidate for Director represents his/her term of office at the time of
the conclusion of this Ordinary General Meeting of Shareholders.

25[Translation for Reference Purposes Only][Reference] Director Skill Matrix
The Company recommends candidates for Director who have diverse and abundant experience and insight for
executing its “Long-term Strategy and Medium-term Business Plan (INPEX Vision @2022)” aimed at therealization of a net-zero carbon society in 2050.
Field
Name

Corporate
manage-Finance /Global

ment

1
2
3
4
5
6
7
8
9
10
11
12

Note:

Toshiaki
Kitamura
Takayuki
Ueda
Takahiko
Ikeda
Kenji
KawanoKimihisa
KittakaNobuharu
Sase
Daisuke
YamadaJun Yanai
Norinao Iio
AtsukoNishimura
Tomoo
Nishikawa
HidekaMorimoto

Accounting

Legal /
Risk
management

Sustainability
(ESG)

●

●

●

●

●

●

●

●
●
●

●
●

●

●

MarketingHRdevelopment /Diversity

●
●

●

●

●

●

●

●

●

●

●

●
●

●

●
●

Energy●●●●ogy / DX

Sales /●●●●

Technol-

●
●

●
●

●

●

●
●

●
●

●

●

The numbers indicate candidate numbers.

[Reference] Composition of Board of Directors and Audit & Supervisory Board Members
If Proposal No. 3 is approved as proposed, the composition of Board of Directors and Audit & Supervisory Board
Members will be as follows.

(Women)Independent
Directors

12

5 (1)

5

Percentage of
Independent
Directors on the
Board of Directors
and Audit &Supervisory Board
Members
41.7%

5

4 (1)

4

80.0%

17

9 (2)

9

52.9%

OutsideNumberBoard of Directors
Audit & Supervisory
Board Members
Total

26

[Translation for Reference Purposes Only]
The Company maintains an appropriate governance structure enabling highly effective supervision ofmanagement ensuring the independence of the Board of Directors and Audit & Supervisory Board Members.

27

[Translation for Reference Purposes Only][Reference] Independence Standards for Outside Directors and Outside Audit & Supervisory Board
Members
The Company shall, based on the independence criteria set forth by the Tokyo Stock Exchange, determine that an
Outside Director or an Outside Audit & Supervisory Board Member is independent from the Company if he or she
falls under none of the following items.
1.
2.
3.
4.

5.
6.

7.
8.

9.
*1

*2

*3

A major shareholder of the Company (who directly or indirectly holds 10% or more of the Company’s voting
rights) or an executive thereof
A person whose major business partner is the Company (*1) or an executive thereof
A major business partner of the Company (*2) or an executive thereof
A legal professional, accountant, or consultant who receives money or other properties of more than ¥10
million per year on average over the past three (3) years from the Company or its subsidiary, excluding
compensation for Directors or Audit & Supervisory Board Members (if the person receiving such properties isan organization such as a legal entity or a partnership, a person who belongs to such organization)
An accounting auditor of the Company or its subsidiary (if such accounting auditor is an accounting firm, aperson who belongs to such accounting firm)
A person who receives donations or subsidies of more than ¥10 million per year on average over the past three(3) years from the Company or its subsidiary (however, if the person receiving the donation or subsidies is anorganization such as a legal entity or a partnership, a director or other officer managing the business of theorganization to which the amount of such donations or subsidies exceeds the greater of ¥10 million per year or
30% of the total expenses per year of such organization, on average over the past three (3) years)
A person who fell under any of items 1 through 6 above in the past three (3) years
A relative within the second degree of kinship of a person who falls under any of (a) through (d) below(excluding persons who are not material (*3))(a) A person who falls under any of items 1 through 7 above(b) An executive of a subsidiary of the Company(c) A non-executive Director or an accounting advisor of a subsidiary of the Company (limited to cases where
said Outside Audit & Supervisory Board Member is to be designated as an Independent Audit &Supervisory Board Member)(d) A person who fell under item (b) or (c) above or an executive of the Company in the most recent three (3)years (including a non-executive Director, if said Outside Audit & Supervisory Board Member is to be
designated as an Independent Audit & Supervisory Board Member)
Other than each of the preceding items, a person who is substantially judged by the Company to possibly cause
a conflict of interest with ordinary shareholders of the Company“A person whose major business partner is the Company” refers to a business partner whose business
relationship with the Company may have an influence on decision-making of business, etc. of said business
partner to the same extent as said business partner’s parent company, subsidiary or affiliate. Specifically, this
could be a so-called subcontractor whose consolidated net sales from transactions with the Company accountfor a considerable part of the said subcontractor’s consolidated net sales, etc.
“A major business partner of the Company” refers to a business partner whose business relationship with theCompany may have an influence on decision-making of business, etc. of the Company to the same extent as
the Company’s parent company, subsidiary or affiliate. Specifically, this could be the counterparty intransactions with the Company whose consolidated net sales from the transactions account for a considerable
part of the Company’s consolidated net sales, or a supplier who provides merchandise and services which areessential to the business activities of the Company.
Specifically, a “material” person is assumed to be an officer, general manager or equivalent of eachcompany/business partner in case of the persons referred to in items 1 through 3, and a certified public
accountant who belongs to each accounting firm or a lawyer who belongs to each law firm (including so-calledassociates) in case of the persons who belong to organizations referred to in items 4 and 5.

28

[Translation for Reference Purposes Only]
Proposal No. 4: Payment of Bonuses to Directors for the Fiscal Year Ended December 31, 2021
It is proposed that a total of ¥140 million be paid to the eight (8) incumbent Directors, excluding Outside Directors,
as of December 31, 2021 as bonuses.
This agenda item was decided by the Board of Directors meeting after deliberation by the Nomination andCompensation Advisory Committee, which consists of five (5) members including three (3) Independent Outside
Directors, based on the policy decided by the Board of Directors on the details of compensation, etc. for eachindividual Director (an outline of which is shown on pages 75 to 76 of the Business Report), and is deemed
appropriate in light of the contents of the said policy.

29

[Translation for Reference Purposes Only][Reference] Proposal No. 5 and No. 7
The background of Proposal No. 5 and No. 7 is as follows.
The Company has decided to fundamentally revise the current compensation system for Directors at the request of
the Board of Directors in fiscal year 2021, and has established a new Sub-Committee for Revision of the
Directors’ Compensation System under the Nomination and Compensation Advisory Committee (with three (3)Independent Outside Directors and one (1) Outside Attorney as members, and an Outside Advisor (Human
Resources Governance Leaders Co., Ltd.) as an advisor). The Sub-Committee discussed the ideal compensation
system for the Company, and after further deliberations by the Nomination and Compensation Advisory
Committee (consisting of three (3) Independent Outside Directors and two (2) Inside Directors), formulated a
proposal for the new compensation system for Directors.
[Main agenda]
 Identification of issues with the current compensation system and comparison of compensation levels,
composition and practices with those of other companies
 Consideration of appropriate compensation levels and composition by position Selection of performance-based indices linked to the new long-term strategy and medium-term business plan,and consideration of their evaluation methods
 Optimization of short-term, medium- to long-term incentive schemes
 Formulation of compensation policy
The outline of the Company’s new compensation system for Directors (compensation policy) is as follows.
■ The Company’s management philosophy
Our mission is to contribute to the creation of a brighter future for society through our efforts to develop, produce
and deliver energy in a sustainable way. As a pioneer in energy transformation, we aim to become a company richin vitality, creativity and diversity that can achieve sustainable development by contributing to the stable supply of
diverse and clean energy sources, from oil and natural gas to hydrogen and renewable energies and by actively
engaging in transforming energy structures to achieve a net-zero carbon society in 2050.
■ Basic policy
The Company’s basic policy on compensation for Directors is as follows.
(1) Attractive to recruit and retain qualified management personnel to realize the Company’s management
philosophy(2) Raise awareness of the need to contribute to the sustainable growth and medium- to long-term enhancement ofcorporate value of the Company(3) The compensation system shall be highly transparent and objective to ensure accountability to shareholders
and other stakeholders.
■ Compensation levels
The level of compensation for Directors of the Company shall be set by a resolution of the Board of Directors
after the Nomination and Compensation Advisory Committee verifies the appropriateness of the level after
conducting a analysis of the level of compensation for each position in a peer group of companies of the same sizeand similar industries, utilizing data from external research organizations. The compensation shall be reviewed asnecessary to meet changes in the external environment, etc.
■ Compensation composition
The compensation composition of the Company’s Directors (excluding Outside Directors) consists of basic
compensation in accordance with the duties of each position, bonuses as short-term incentive compensation, and30

[Translation for Reference Purposes Only]
stock-based compensation as medium- to long-term incentive. Compensation for Outside Directors consists onlyof basic compensation from the perspective of the independence of their duties.
(1) Basic compensation
・ Cash compensation to be paid as a fixed monthly compensation based on the duties of each Director byposition・ In addition to the above, cash compensation to be paid in addition to the monthly fixed compensation to
Outside Directors who also serve as committee members(2) Bonuses
・ Performance-based cash compensation to be paid in June each year, taking into account the Company’s
performance for a single fiscal year and the performance of the division in charge
・ In addition to net income attributable to owners of parent (hereinafter “net income”) and cash flows fromoperating activities before exploration, which are the Company’s main financial indicators, safety
indicators (zero major accidents), which are indispensable to fulfill the Company’s mission of stable energy
supply, are adopted as non-financial indicators. The amount of compensation is calculated based on theevaluation weights in the table below according to the degree of achievement of these targets, and the final
amount of compensation fluctuates within the range of 0% to 200%.

Financial indicators
Non-financial indicator

Bonus KPINet income
Cash flows from operating activities before
exploration
Safety indicators (zero major accidents)

Evaluation weight
45%
45%
10%

・ The degree of achievement of the targets of the divisions under each Director’s jurisdiction, excluding the
Chairman, President, etc., shall be annually evaluated, and the results of the evaluation of each division
shall be reflected in the bonus amount of each Director calculated based on the degree of achievement ofcorporate performance indicators.
(3) Stock-based compensation
・ Stock-based compensation to be paid to Directors after their retirement that combines performance-based
elements aimed at raising Directors’ awareness of their contribution to the Company’s medium- to longterm business performance and enhancement of corporate value, and fixed elements aimed at strengthening
Directors’ awareness of sharing interests with shareholders through ownership of the Company’s shares
・ The standard amount of stock-based compensation is set for each position, and a portion of the standard
amount is linked to performance share, while the remainder is comprised of non-performance share stockbased compensation.
・ The Company’s performance indicators for the performance share portion will be based on the key
management indicators in the medium-term business plan, such as net income, cash flows from operating
activities before exploration, ROE and total payout ratio, as well as on the performance indicators for
production cost per BOE and net carbon intensity, with the goal of thoroughly strengthening the oil andnatural gas business and promoting each business in the Net Zero 5 fields. Depending on the degree ofachievement of these goals, the amount of compensation will be calculated based on the evaluation weights
in the table below, and the final amount of compensation will vary within the range of 0 to 200%.
・ The non-performance share portion will be paid as stock-based compensation with a fixed number of shares
to be delivered, from the perspective of strengthening the sense of shared interests with shareholders.
・ Stock-based compensation is provided through a system using the Board Incentive Plan Trust. Under thissystem, points are granted annually to those eligible for the system based on their position, performance,
etc., and in principle, the Company’s shares equivalent to the accumulated number of points are deliveredfrom the trust after the retirement of those eligible for the system.
31

[Translation for Reference Purposes Only]
Stock-based compensation KPINet income
Cash flows from operating activities before
exploration
Financial indicators
ROE
Total payout ratio
Production cost per BOE
Non-financial indicators
Net Carbon Intensity

Evaluation weight
30%
30%
10%
10%
10%
10%

・ The ratio of the President’s remuneration when the target achievement level for each index is 100% is asfollows.
Basic compensation (50%)

Bonuses (30%)

Stock-based
compensation (20%)■ Compensation decision process
・ In order to strengthen the independence, objectivity and accountability of the Board of Directors’ functions indetermining Directors’ compensation, the Company has established the Nomination and Compensation
Advisory Committee, the majority of whose members are Independent Outside Directors, as an advisory bodyto the Board of Directors. Based on the report of the Committee, the Board of Directors establishes a policy for
determining the amount of compensation for Directors and the method of calculating such amount. The
compensation, etc., of Directors shall be paid within the upper limit of the compensation, etc., resolved at theGeneral Meeting of Shareholders.
・ The Nomination and Compensation Advisory Committee shall, in principle, meet at least four (4) times a year
to deliberate major matters concerning the policy for determining the amount and calculation method ofcompensation, etc. for Directors and the details of compensation, etc. for each individual, and to provide areport to the Board of Directors, and the Board of Directors makes decisions with the utmost respect for thecontent of such report. The amount of compensation to be paid to each Director (including the final amount ofbonuses based on the evaluation of the performance of the division in charge) shall be decided by the President,
who is most familiar with the Company’s management situation, based on the report of the Committee.
・ Considering the external environment and social and economic trends, etc. surrounding the Company, theNomination and Compensation Advisory Committee shall carefully deliberate on the appropriateness of thetarget value and calculation method for performance-based compensation, and may make adjustments to thecalculation of the amount of compensation for each Director by resolution of the Board of Directors.
■ Forfeiture and return of compensation
・ For stock-based compensation, in the event that a Director, etc. commits a significant improper or illegal act,
the Company may cancel or forfeit their right to receive the Company’s shares under the system (malus) anddemand the return of cash corresponding to the Company’s shares already delivered to them (clawback).

32

[Translation for Reference Purposes Only]
Proposal No. 5: Revision of Compensation for Directors
At the 11th Ordinary General Meeting of Shareholders held on June 27, 2017, the amount of basic compensation
for Directors of the Company was approved as not more than ¥47 million per months (including monthly
compensation for Outside Directors of within ¥6 million).
At the time of the recent review of the compensation system for Directors, the amount of compensation for Directors,
including bonuses, will be revised to an amount not more than ¥900 million per year (including an amount not morethan ¥100 million per year for Outside Directors) in order to ensure a level of compensation that contributes torecruiting and retaining qualified management personnel to realize the Company’s management philosophy.
Subject to approval of this proposal, the Company plans to revise the policy for determining the content ofcompensation, etc. for individual Directors at a meeting of the Board of Directors to be held after this General
Meeting of Shareholders, based on the content of the Company's compensation policy (pages 30 to 32). Since this
proposal is in line with the said policy, the Company believes that the contents of this proposal are appropriate.
As in the past, the amount of compensation, etc. for Directors does not include the salary for employees for Directors
who also serve as employees.
The current number of Directors is fourteen (14) (including six (6) Outside Directors), but if Proposal No. 3 isapproved and adopted as proposed, the number of Directors will be twelve (12) (including five (5) Outside
Directors).

33

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Proposal No. 6: Revision of Compensation for Audit & Supervisory Board Members
At the 13th Ordinary General Meeting of Shareholders held on June 25, 2019, the amount of compensation for Audit& Supervisory Board Members of the Company was approved as not more than ¥10 million per month. Taking into
consideration the increased responsibilities and expected roles of Audit & Supervisory Board Members as we further
strengthen our corporate governance system, we would like to revise the amount of compensation for Audit &Supervisory Board Members from a monthly amount to an annual amount of not more than ¥140 million.
The current number of Audit & Supervisory Board Members is five (5).

34[Translation for Reference Purposes Only]
Proposal No. 7: Revision to Stock-Based Compensation System for Directors and Executive Officers
1. Reason for the proposal and reasons why the compensation, etc. concerned is appropriate
At the 12th Ordinary General Meeting of Shareholders held on June 26, 2018, the Company resolved to establish
the stock-based compensation system for Directors (excluding Outside Directors and non-residents in Japan;
hereinafter the same shall apply in this proposal) and Executive Officers (excluding non-residents in Japan) of
the Company (hereinafter collectively “Directors, etc.”). The Company has obtained the approval of its
shareholders for a stock-based compensation system (hereinafter the “System”) under which the Company’s
shares are delivered in accordance with the position, etc.
As the business environment surrounding the Company has significantly changed mainly due to the climatechange issue and a transition to a decarbonized society in recent years, the Company formulated and presented
its “Business Development Strategy – Towards a Net Zero Carbon Society by 2050” in January 2021 to makeits business activities sustainable and adherent to environmental and social requirements. While showing avision the Company aims for over a long-term, it formulated a new medium-term business plan “INPEX Vision@2022” as a medium- to long-term initiative to realize this vision in February 2022.
In order to achieve these goals, the Company proposes that this proposal be submitted to the General Meetingof Shareholders for continuation after partial revision of the content of the System for the purpose of increasing
the ratio of stock-based compensation as a medium- to long-term incentive and linking it to businessperformance.
The Company believes that this proposal is appropriate because the purpose of maintaining and partiallyrevising the System is to clarify the linkage between the Company's medium- to long-term management
strategies and the compensation system for Directors, etc., to further enhance the awareness of Directors, etc.
to contribute to increasing corporate value and their motivation to contribute to maximizing shareholder value,
as well as to promote initiatives to realize a sustainable society.
Subject to the approval of this proposal, the Company plans to revise the policy for determining the content of
individual compensation, etc. for Directors, etc., at the Board of Directors meeting to be held after this General
Meeting of Shareholders, based on the content of the Company’s compensation policy (pages 30 to 32). We
believe that the content of this proposal is appropriate because it is in accordance with the content of the said
policy. The revision of the System has been deliberated by the Nomination and Compensation Advisory
Committee, a majority of whose members are Independent Outside Directors, in order to ensure transparency
and objectivity in the process of determining compensation.
This proposal is to provide stock-based compensation to Directors, etc., separately from the maximum amountof compensation for which approval is requested in Proposal No. 5 “Revision of Compensation for Directors.”
The number of Directors subject to the System will be seven (7) if Proposal No. 3 “Election of Twelve (12)Directors” is approved and adopted as proposed. In addition, as stated above, the System also covers Executive
Officers (the number of Executive Officers who do not concurrently serve as Directors subject to the System atthe conclusion of this General Meeting of Shareholders is expected to be 20), and the compensation under the
System includes compensation to Executive Officers. In light of the possibility that these Executive Officers
may assume office as Directors during the applicable period, the Company proposes the amount and details of
the entire compensation under the System as compensation, etc. to Directors, etc.
2. Amount and details of compensation, etc. under the System after revision(1) Overview of the System
The System is a stock-based compensation system for Directors, etc., in which the Company’s shares are
acquired through a trust funded by the amount of compensation for Directors, etc., contributed by theCompany, and the Company’s shares and cash equivalent to the value of the Company’s shares (hereinafter35

[Translation for Reference Purposes Only]“the Company’s shares, etc.”) are delivered or granted (hereinafter “delivery, etc.”) as compensation to
Directors, etc., through the trust, in accordance with their positions and the achievement, etc. (for details of
the revised System, please refer to (2) below).
1) Persons to whom the delivery, etc. of ・ Directors (excluding Outside Directors and non-residents in
the Company’s shares, etc. subject toJapan) of the Company
this Proposal is to be made・ Executive Officers (excluding non-residents in Japan) of theCompany
2) Effect to total number of shares issued by the Company due to the implementation of the Proposal
Maximum amount of money to be ・ ¥434 million multiplied by the number of years of thecontributed by the Company (asapplicable period
described in (2) below)
・ In addition, for the initial coverage period after the revision,
the amount to be contributed under the System, together withthe amount of remaining shares, etc. before the revision(defined in (3) below), will be ¥1.3 billion for the three (3)fiscal years.
The maximum number of the Company’s ・ The number of shares equivalent to the number of points
shares to be acquired by the Directors,
obtained by multiplying the number of 806,000 points
etc. (including the number of shares to be(equivalent to 806,000 shares) by the number of years of thedisposed of in exchange) and the method
applicable periodof acquisition of the Company’s shares ・ For the initial coverage period after the revision, a total of(as described in (2) and (3) below)
2,418,000 points (equivalent to 2,418,000 shares) will beawarded for three (3) fiscal years
・ The ratio of the number of shares equivalent to the above
number of points per fiscal year (806,000 shares) to the total
number of shares issued by the Company (as of December
31, 2021, after deduction of treasury stock) is approximately
0.06%.
・ As the Company’s shares will be acquired from the stock
market, the System will not cause share dilution3) Conditions for achievement of ・ Varies depending on the degree of achievement of the targets
business results (as described in (3)of the indicators in the medium-term business plan during the
below)
subject period.
・ For the initial coverage period after the revision, the amountof compensation will be determined within the range of 0 to
200%, depending on the degree of achievement of targets forfinancial indicators (net income, cash flows from operating
activities before exploration, ROE, total payout ratio) andnon-financial indicators (production cost per BOE, net
carbon intensity) for each fiscal year.
4) Time of delivery, etc. of the ・ In principle, after retirement
Company’s shares, etc. to Directors,
etc. (as described in (4) below)(2) Maximum contributed amount by the Company
The revised System will cover fiscal years corresponding to a medium-term business plan the Company
presents (hereinafter “Target Period”). The initial Target Period after the revision to the System will be thethree (3) fiscal years from the fiscal year ending on December 31, 2022 until the fiscal year ending on
December 31, 2024 (hereinafter the “initial Target Period after the revision”). The Target Period that started
in fiscal year 2018 based on the System before the revision (hereinafter the “Target Period before therevision”) shall be until the fiscal year ended on December 31, 2021.
36

[Translation for Reference Purposes Only]
In accordance with the revision to the System, the Company will change the maximum amount of trust
funds contributed as compensation for Directors, etc. for each Target Period to the amount calculated bymultiplying ¥434 million by the number of years of the said Target Period (¥1.3 billion for the three (3)fiscal years: the initial Target Period after the revision). Then, it will contribute the trust funds ascompensation for Directors, etc. and establish a trust with a trust period of three (3) years (hereinafter the“Trust”) for beneficiaries, who are Directors, etc. fulfilling the beneficiary requirements (including theextension of the trust period below; the same applies hereinafter). The Trust during the initial Target Period
after the revision will be established through changing a trust currently established based on the Systembefore the revision (hereinafter the “existing Trust”) and making additional contributions to the Trust withina total amount of ¥1.3 billion, covering the three (3) fiscal years from the fiscal year ending on December
31, 2022 until the fiscal year ending on December 31, 2024. By following directions from the trust
administrator, using money contributed to the trust as funds, the Trust will acquire the Company’s sharesfrom the stock market. For the existing Trust, money has been contributed within the trust funds in the
System before the revision and the Company’s shares have already been acquired. However, as the Target
Period before the revision will be shortened from five (5) fiscal years to four (4), the Company’s shares(excluding the Company’s shares assigned as a corresponding number of points to Directors, etc. as thoseuntil the fiscal year ended December 31, 2021 where delivery, etc. has not been made) and cash that remainin the existing Trust (hereinafter collectively “remaining shares, etc. before the revision”) shall be used forthe initial Target Period after the revision, and the sum of trust funds through the abovementioned additional
contributions to the Trust and the remaining shares, etc. before the revision shall be within ¥1.3 billion.
When the trust period of the Trust expires, the Trust may be continued through amending the trust agreement
and making additional contributions to the Trust in place of the establishment of a new Trust. In such case,years corresponding to a medium-term business plan the Company will present at that point in time shall be
set as a new Target Period and the trust period of the Trust shall be extended for the same period as the said
new Target Period. The Company will make additional contributions, not exceeding the total maximum
amount of trust funds contributed for the Trust as approved by the General Meeting of Shareholders, andcontinue to grant Directors, etc. points during the extended trust period. However, in the abovementioned
case of additional contributions, if the Company’s shares (excluding the Company’s shares to be assigned
as a corresponding number of points to Directors, etc. where delivery, etc. has not been made) and cash
(hereinafter collectively “remaining shares, etc.”) remain in the trust on the final day of the trust period
before the extension, the sum of the remaining shares, etc. and the amount of additional contributions to theTrust shall not exceed the total maximum amount of trust funds contributed for the Trust during the said
new Target Period as approved by the General Meeting of Shareholders.
Such extension of the trust period shall not be limited to one extension, and the trust period may be extended
thereafter in the same manner.
(3) Calculation method and upper limit, etc. of the number of the Company’s shares, etc. to be delivered, etc.
to Directors, etc.
On the premise of the delivery, etc. of the Company’s shares, etc., Directors, etc. shall be provided withperformance-based points that aim to raise the willingness of Directors, etc. towards increasing theCompany’s medium- to long-term performance and corporate value as well as fixed points that aim toenhance the sharing of interests with shareholders through share ownership, for a certain timing each year
during the trust period.
Standard point by position (fractions are rounded off)
＝ Stock-based compensation standard amount based on position / average closing price (fractions arerounded off) of the Company’s shares on the Tokyo Stock Exchange in April 2022 (if the Trust isextended, the month before the month when the fiscal year that the extension date falls under begins)37

[Translation for Reference Purposes Only]
1) Performance-based points
Calculated through multiplying a pre-determined standard point for each position by a performancebased coefficient based on a target achievement level for each fiscal year during the Target Period.
A performance-based coefficient shall be evaluated using indicators, etc. cited in the Company’s
medium-term business plan. For the initial Target Period after the revision, it shall be determined torange from 0 to 200% in line with a target achievement level of financial indicators (net income, cash
flows from operating activities before exploration, ROE, total payout ratio) as well as non-financial
indicators (production cost per BOE, net carbon intensity) for each fiscal year. For a Target Period thatwill begin after the fiscal year ending on December 31, 2025, it will be separately determined by the
Board of Directors based on a medium-term business plan at that point in time.
2) Fixed points
Calculated through based on a pre-determined standard point by a position.
One (1) point shall be equal to one (1) share of the Company, and the delivery, etc. of Company’s shares,
etc. corresponding to the accumulated value of performance-based points and fixed points (hereinafter“accumulated points”) shall be conducted to each Director, etc. at the time of their retirement fromoffice (in the case where the said Director, etc. passes away, when they pass away). Regarding theCompany’s shares, if a share split, share consolidation and such occurs during the trust period,
depending on the ratio of the share split or consolidation, the number of the Company’s sharescorresponding to one (1) point shall be adjusted.
The maximum number of points to be assigned to Directors, etc. during the trust period of the Trustshall be 806,000 points multiplied by the number of years of the Target Period. The maximum numberof the Company’s shares that the Trust acquires to conduct the delivery, etc. thereof to Directors, etc.
during the trust period shall be the number of shares corresponding to the said maximum number ofpoints (hereinafter the “maximum number of shares to be assigned”). Therefore, the maximum numberof shares to be assigned corresponding to the initial Target Period after the revision covering three (3)fiscal years shall be 2,418,000 shares (40,000 shares in each fiscal year under the current system). The
upper limit of points and the maximum number of shares to be assigned are set based on theabovementioned maximum amount of money the Company contributes and by considering the current
market price of shares. In accordance with the revision to the System, the Target Period before therevision will be shortened from five (5) fiscal years to four (4); therefore, the upper limit shall be
160,000 shares in total for four (4) fiscal years (40,000 shares in one (1) fiscal year).
If the Trust is continued, the maximum number of points to be assigned to Directors, etc. during theextended trust period shall be 806,000 points multiplied by the number of years of a new Target Period.
The maximum number of the Company’s shares that the Trust will acquire to conduct the delivery, etc.
thereof to Directors, etc. during the trust period shall be the number of shares corresponding to the said
maximum number of points.
(4) Method and timing of delivery, etc. of the Company’s shares, etc. to Directors, etc.
After retiring from office, Directors, etc. who fulfill the beneficiary requirements will be provided with theCompany’s shares etc. corresponding to the accumulated points calculated based on (3) above. The said
Directors, etc. will receive the Company’s shares (rounded off to the nearest share unit) corresponding to
70% of the accumulated points, and receive the cash converted from the Company’s shares in the Trust in
an amount corresponding to the remaining 30% of the accumulated points.
38

[Translation for Reference Purposes Only]
If a Director, etc. who fulfills the beneficiary requirements passes away during the trust period, theCompany’s shares corresponding to the accumulated points calculated at that point in time will be converted
to cash in the Trust, and the corresponding converted cash amount will be paid to the heir of the said Director,
etc. If a Director, etc. who fulfills the beneficiary requirements is posted overseas during the trust period,
the Company’s shares corresponding to the accumulated points calculated at that point in time will be
converted to cash in the Trust, and the corresponding converted cash amount will be paid to the said Director,
etc.
(5) Clawback system, etc.
Under the System, in the event that a Director, etc. commits a significant improper or illegal act, theCompany may cancel or forfeit their right to receive the Company’s shares under the System (malus) anddemand the return of cash corresponding to the Company’s shares already delivered to them (clawback).
(6) Voting rights related to the Company’s shares in the Trust
With regard to the Company’s shares in the Trust (the Company’s shares before the delivery, etc. to
Directors, etc.), voting rights shall not be exercised during the trust period in order to ensure the neutrality
to the management.
(7) Treatment of dividends of the Company’s shares in the Trust
Dividends related to Company’s shares within the Trust will be received by the Trust and used for trust fees
and trust expenses. In the event that there is a residual amount of dividends at the stage when the Trust is
finally terminated after being used for trust fees and trust expenses, it will be attributed to the Company
within the scope of the trust expense reserve after deducting the funds for stock acquisition from the trust
funds, and the portion in excess of the trust expense reserve will be donated to organizations that have nointerest in the Company or its Directors, etc.
(8) Other terms of the System
Other terms related to the System will be determined by the Board of Directors in each of the following
occasions: establishment of a Trust, amendments of the trust agreement, and additional contributions to theTrust.
(Reference)
For details of the System, please refer to the timely disclosure “INPEX Announces Retention and Partial
Revision of Stock-Based Remuneration System for Directors and Executive Officers” dated February 15, 2022.

39

[Translation for Reference Purposes Only]
Corporate Governance[Reference]
INPEX Corporate Governance Framework
Outline of corporate governance system (as of December 31, 2021)

Our mission is to contribute to the creation of a brighter
future for society through our efforts to develop,
produce and deliver energy in a sustainable way. Basedon this mission, in order to achieve sustainable growthand increase corporate value over the medium- to longterm, the Company fulfills its social responsibilities incooperation with its shareholders and otherstakeholders, and works to enhance its corporate
governance for the purpose of conducting transparent,
fair, timely, and decisive decision-making.

Form oforganization

Company with Audit & Supervisory Board
Members
Number of Directors under the
16 or less
Articles of Incorporation .............

Director

Number of Directors (including
14 (6)
Outside Directors) .......................
Term of office .............................. 1 year

Audit &
Supervisory Board
Members

The Company has established its “Corporate
Governance Guidelines” for the purpose of ensuringtransparency and fairness in its decision-making of theCompany and realize effective corporate governancethrough the proactive provision of information.

Number of Audit & Supervisory
Board Members under the Articles 5 or lessof Incorporation...........................
Number of Audit & Supervisory
Board Members (including Outside
5 (4)Audit & Supervisory Board
Members) ....................................
Term of office .............................. 4 years

Number of
Independent
Officers

10 (6 Outside Directors and 4 Outside Audit &Supervisory Board Members)

Rights plan andother takeover
defense measures.................................................... None

Other

Issuance of Class A Share to the Minister of
Economy, Trade and Industry

For the details of our “Corporate Governance Guidelines,” please refer to the Company’s website:
https://www.inpex.co.jp/english/company/pdf/e-guidelines.pdf
The Company’s Corporate Governance Structure (pattern diagram)40

[Translation for Reference Purposes Only][Reference] Evaluation results of effectiveness of Board of Directors in FY 2021
With the aims of regularly verifying that the Board of
Directors is functioning appropriately and identifying
issues to resolve for continuing improvement, theCompany undertakes an evaluation of the effectivenessof the Board of Directors each year, and discloses thesummary of the evaluation results. Based on this policy,
the seventh evaluation was conducted in fiscal year 2021.
The evaluation method and summary of the results are as
follows.
[Evaluation method](1) The status of efforts to address issues last year and the method of conducting the FY2021 effectivenessassessment were discussed at a meeting of Outside Directors and Audit & Supervisory Board Members.
(2) Adopted the self-evaluation method by the Board of Directors itself, which was confirmed to be appropriateby the third-party evaluation organization in the previous evaluation.
(3) Confirmed that a third party evaluation organization will be appointed approximately every three (3) years
for the purpose of carrying out evaluations and analysis, and confirming the validity of the improvement plan.
Issues for FY2020

 Enhance discussions regarding management strategies further, based onchanges in the business environment
 Further revitalize discussion at Board of Directors meetings
 Deeper discussions regarding the desired state of the Board of Directors
 Secure opportunities for discussion on the desired state of governance in
the Group Self-evaluation by each Director and Audit &Supervisory Board Member

Evaluation results for FY2021

 Composition, operation, roles and responsibilities of
the Board of Directors
 Operation of the Nomination and Compensation
Advisory Committee

Evaluation
results

 Improvement status of issues raised in the previous
evaluation, etc.
The overall effectiveness of the Board of Directors
was confirmed to be sufficient, as in the previous
fiscal year

[Evaluation points] The following initiatives were evaluated and theircontinuation was requested.
 Implementation of online pre-meeting briefings for non-Executive
Officers prior to Board of Directors meetings
 Implementation of discussions on themes that require discussion frommedium- to long-term perspectives as matters to be deliberated
 Lectures and opinion exchange meetings for the Board of Directors byoutside experts, etc.

41

[Translation for Reference Purposes Only]
New issues

 Deepen discussion of management strategies, including plans andprogress for each Net Zero business initiative Further revitalize discussion at Board of Directors meetings
 Deeper discussions regarding the desired state of the Board of Directors
 Enhancement of discussions on portfolio management
Based on these evaluation results, the Company will continue striving to improve theeffectiveness of the Board of Directors.

42

[Translation for Reference Purposes Only](Attachment)

Business Report(January 1, 2021 to December 31, 2021)
1. Present State of the Corporate Group
1) Progress and Results of Operations
During the year ended December 31, 2021, although the global economy continued to face an uncertain outlook
due to the impact of the novel coronavirus (COVID-19), there were signs of a recovery due to economic
measures taken by various countries and progress in vaccinations. Although the Japanese economy is also
expected to recover and normalize with the gradual increase in socioeconomic activities after the lifting of thedeclaration of a state of emergency at the end of September, there are still concerns about the stagnation of
economic activities due to the reemergence of infectious diseases such as mutated strains.
Of the international crude oil price indices, which significantly influence the financial performance of theGroup, Brent crude (on a near-term closing price basis), considered a benchmark index for crude oil, started thefiscal year at US$51.09 per barrel. Although the relaxation of the supply and demand for crude oil due to thegradual reduction in the scale of OPEC+ production cuts and the spread of the new coronavirus variant weighedon the situation, the demand for oil as an alternative fuel for power generation increased due to the sharp rise inglobal natural gas prices, and the acceleration of the normalization of economic activities, among other factors,
caused the upward trend to continue, reaching US$77.78 at the end of the fiscal year.
The foreign exchange market, another important factor that affects the business of the Group, began to trade at¥103 level against the U.S. dollar, and Japanese Yen climbed to ¥110 level against the U.S. dollar in the first halfof the year. In the second half of the year, the yen continued to weaken, and finally, at the end of this period,
TTM closed at ¥115.02 against the U.S. dollar which turned out to be ¥11.50 lower than that of the end of theprevious fiscal year.

Consolidated net sales for the year ended December 31, 2021 increased by ¥473.3 billion, or 61.4%, to ¥1,244.3
billion from the previous fiscal year due to an increase in sales price of crude oil. Net sales of crude oil increasedby ¥399.6 billion, or 79.1%, to ¥905.1 billion, and net sales of natural gas increased by ¥69.9 billion, or 27.9%,
to ¥320.5 billion. Sales volume of crude oil increased by 2,837 thousand barrels, or 2.4%, to 120,118 thousandbarrels. Sales volume of natural gas decreased by 2,661 million cf, or 0.6%, to 464,805 million cf. Sales volume
of overseas natural gas decreased by 12,985 million cf, or 3.3%, to 377,068 million cf, and sales volume ofdomestic natural gas increased by 277 million m3, or 13.3%, to 2,351 million m3 (87,737 million cf).
The average sales price of overseas crude oil increased by US$28.12, or 69.8%, to US$68.43 per barrel. The
average sales price of overseas natural gas increased by US$1.35, or 37.4%, to US$4.96 per thousand cf, and theaverage sales price of domestic natural gas decreased by ¥1.20, or 2.6%, to ¥45.73 per m3. The average exchange
rate of the Japanese yen against the U.S. dollar on consolidated net sales depreciated by ¥3.26, or 3.1%, to¥110.11 per U.S. dollar from the previous fiscal year.
The increase of ¥473.3 billion in net sales was mainly derived from the following factors: regarding net sales ofcrude oil and natural gas, an increase in sales volume contributing ¥25.0 billion to the increase, an increase inunit sales price contributing ¥411.6 billion to the increase, the depreciation of the Japanese yen against the U.S.
dollar contributing ¥33.0 billion to the increase, and an increase in net sales excluding crude oil and natural gas
43[Translation for Reference Purposes Only]of ¥3.6 billion.
Cost of sales for the year ended December 31, 2021 increased by ¥129.0 billion, or 29.3%, to ¥568.9 billion.
Exploration expenses decreased by ¥2.6 billion, or 29.0%, to ¥6.4 billion. Selling, general and administrative
expenses increased by ¥4.6 billion, or 6.4%, to ¥78.3 billion. As a result, operating income increased by ¥342.1
billion, or 137.7%, to ¥590.6 billion.
Other income increased by ¥48.4 billion, or 75.9%, to ¥112.2 billion due to posting equity in earnings of affiliates
and others. Other expenses decreased by ¥9.6 billion, or 17.6%, to ¥45.2 billion. As a result, ordinary income
increased by ¥400.2 billion, or 155.6%, to ¥657.6 billion.
Extraordinary loss was ¥14.1 billion as a result of posting impairment loss for certain projects due to the decline
in forecasted production volume and others. Total amount of current income taxes and deferred income taxes
increased by ¥258.3 billion, or 150.9%, to ¥429.5 billion, and net loss attributable to non-controlling interests
was ¥9.1 billion. As a result of the above effects, net income attributable to owners of parent for the year
ended December 31, 2021 was ¥223.0 billion compared with ¥111.6 billion of net loss attributable to ownersof parent for the previous fiscal year. In addition, net cash provided by operating activities was ¥445.4 billion,
and ROE was 7.6%.

*The fiscal year 2019 comprises nine months from April 1, 2019 to December 31, 2019 due to a change in the structure of thebusiness year.

44[Translation for Reference Purposes Only]

45

[Translation for Reference Purposes Only]
First large-scale LNG project where a Japanese company acts as the operator
Ichthys LNG ProjectIn Australia, we have been working for the development
and production in the Ichthys Gas-Condensate Field (theIchthys LNG Project), located offshore Western Australia.
This project is the first large-scale LNG project handled bya Japanese company as the operator. After gas production
started at the end of July 2018, shipments of LNG, LPG andcondensate subsequently started, beginning in October ofthe same year. We are now in a position where we cangenerally continue our production volume as planned.
In the midst of stable operations during the year ended
December 31, 2021, we successfully completed the planned
shutdown maintenance from May to June to improve the health and availability of the facilities. In July, a total of
500 cargoes of all products were shipped, and in August, a total of 300 LNG cargoes were shipped. Going forward,
we will carry out safe and stable production operations and product supply throughout the year, maintaining capacity
to ship around 10 tankers of LNG cargo per month.
In addition, to reduce greenhouse gas emissions, we are studying the possibility of capturing and storing (CCS) CO2
emitted from the onshore gas liquefaction plant in Darwin, and are in the process of selecting and evaluating suitable
candidate sites.
In addition, at offshore exploration areas near the Ichthys Gas-Condensate Field, we have continued geological andgeophysical evaluation of the potential in discovered and untested structures. We are also studying the possibilityof expanding development in the future, including the Ichthys LNG Project.
Overview of Project
Production capacity

Depth of gas reservoir
Offshore production facilities
Subsea pipeline
Onshore gas liquefaction plant

Onshore gas liquefaction plant

Around 8.9 mtpa of LNG (productivity),around 1.65 mtpa of LPG (productivity),around 0.1 million barrels per day ofcondensate (peak levels)
Around 4,000 m to 4,500 m
CPF, FPSO, subsea production systems, etc.
42-inch subsea pipeline of around 890 km
Two LNG liquefaction trains, LNG tank, LPG
tank, condensate tank, shipment facility, etc.

Darwin LNG Plant Office46

Darwin LNG Plant and LNG vessels

[Translation for Reference Purposes Only]Japan
Net sales¥130.0 billion Up 12.3% from the previous fiscal year
Segment operating income¥11.4 billion Down 20.1% from the previous fiscal year
We provide a stable supply of natural gas through our pipeline network by combining natural gas from the MinamiNagaoka Gas Field, one of the largest in Japan, and overseas LNG received at the Naoetsu LNG Terminal as productgas. In this fiscal year, we are extending and reinforcing the existing lines.
In addition, with a view to achieving a net-zero-carbon society, we are promoting sales of carbon-neutral gas,hydrogen and ammonia businesses, development of methanation technology, and demonstration tests of enhanced
oil recovery technology (EOR) using carbon dioxide at the Minamiaga Oil Field. We are also actively involved invarious renewable energy projects, such as being selected as the operator of a floating offshore wind farm off Gotoin Nagasaki Prefecture.

Naoetsu LNG Terminal47

[Translation for Reference Purposes Only]
Asia/Oceania
Net sales¥354.9 billion Up 60.6% from the previous fiscal year
Segment operating income¥175.5 billion Up 210.6% from the previous fiscal year
The Ichthys LNG Project in Australia, one of the two large LNG projects where the Company acts as an operator,
is running smoothly. In addition, preparatory work for the development of the Abadi LNG Project in Indonesia isunderway with the aim of commencing production in the early 2030s. Furthermore, we are continuing production
and development at the Tangguh LNG Project (Indonesia), the Prelude FLNG Project (Australia), the Bayu-Undan
Project (Timor-Leste), and the Con Son Project (Vietnam). In addition to the Sarulla Geothermal Power Project, wehave joined the Muara Laboh Geothermal Power Project and are promoting large-scale geothermal power generation
projects in Indonesia.

Muara Laboh Geothermal Power Plant

48

[Translation for Reference Purposes Only]
Eurasia (Europe/NIS)Net sales¥116.9 billion Up 71.1% from the previous fiscal year
Segment operating income¥30.9 billion Up 589.8% from the previous fiscal year
In Norway, which is making advanced efforts for low-carbonization and decarbonization, we will secure profits
from production assets such as the newly acquired Snorre Oil Field, promote the development of existing
undeveloped oil and gas fields in the surrounding area, and pursue exploration opportunities in the surrounding
areas including offshore areas. At the Snorre Oil Field, we are promoting initiatives such as the use of wind andhydro power for operations, and we will promote replacement with assets with low greenhouse gas emissions andthe low-carbonization of existing businesses. In addition, we have agreed to acquire shares in the Luchterduinen
and Borssele III/IV offshore wind farms, which are currently operating off the coast of the Netherlands. We are also
continuing stable production at the Kashagan Oil Field in Kazakhstan and the Azeri-Chirag-Gunashli (ACG) Oil
Fields in Azerbaijan, which are among the largest oil fields in the world.

Luchterduinen (Q10) offshore wind farm49

[Translation for Reference Purposes Only]
Middle East and Africa
Net sales¥618.1 billion Up 75.4% from the previous fiscal year
Segment operating income¥376.0 billion Up 101.7% from the previous fiscal year
Abu Dhabi is the area where the Company is focused on investing in its human resources and technologies, asevidenced by the Lower Zakum Oil Field project where the Company has been appointed as the asset leader,
contributing significantly to the steady energy supply in Japan. At onshore Block 4, where we are the operator,
several oil and gas reservoirs have been discovered. We will continue to promote evaluation work and exploration
activities with the aim of commencing production at an early stage. In addition, as part of our efforts to make ourbusiness more low-carbon, we are conducting studies and discussions with the Abu Dhabi National Oil Company
Group on the commercialization of LNG fuel supply to ships and the commercialization of clean ammonia
production with significantly reduced CO2 emissions. In addition, we are conducting studies for commercial
development in Iraq’s exploration block where potential large-scale oil production is anticipated.

Abu Dhabi Block 4

50

[Translation for Reference Purposes Only]
The Americas
Net sales¥24.2 billion Up 79.8% from the previous fiscal year
Segment operating income¥10.2 billion –Besides producing and selling crude oil and gas from its shale oil project in Texas, the U.S., the Company iscontinuing steady production as an operator at the Lucius Oil Field and Hadrian North Oil Field, located in the
deepwater U.S. Gulf of Mexico. In addition, the Company is working on exploration in large deepwater regions in
the Gulf of Mexico.
In May, we withdrew from the Venezuela project, in which we had participated as an operator for about 30 years
since 1992. We will continue to make effective use of the knowledge gained from this project.

Eagle Ford shale play51

[Translation for Reference Purposes Only]
Five Net-Zero Businesses and Net-Zero Fields
HydrogenAmmonia

Start of verification of effectiveness of solar hydrogen generation in Darwin,
Australia
Signed purchase agreement with ADNOC to demonstrate a clean ammonia supply
chain

CCUS

Commencement of joint research for demonstration test of CO2 EOR (crude oil
refining acceleration technology) in Agano City, Niigata Prefecture
Approval of the development plan for the Tangguh LNG Project, including the
CCUS project

Renewable energy

Became the first Japanese company to be selected as the operator of the promotion
zones for the development of marine renewable energy power generation facilities
off Goto City, Nagasaki Prefecture
Joined the Muara Laboh Geothermal Power Project

Carbon recycling
New businessStart of one of the world’s largest projects to develop technology for reducing CO2
emissions and effectively using methanation at the Koshijihara Plant at the Nagaoka
Field

Forest conservation

Acquisition of carbon credits in support of the Rimba Raya REDD+ Business** Initiatives to control deforestation and forest deterioration through forest
management and actively increasing carbon stock through afforestation.

Rimba Raya REDD+ Business52

[Translation for Reference Purposes Only]
The following information concerns production and sales by the Group’s main business divisions for the year
ended December 31, 2021.
(1) Production
The following table shows actual production of crude oil, natural gas, etc. by the Group for the year ended December
31, 2021.
Production for the year
Changes from
Category
ended December 31, 2021
the previous fiscal year
Crude oil
125.4 MMbbls (343.5 Mbbls per day)
3.5%
Natural gas
456.7 Bcf (1,251.3 MMcf per day)
(1.3%)
Subtotal
213.3 MMboe (584.3 Mboe per day)
1.6%
Iodine556.5 tons
(0.4%)
Electric power generation
600.0 million kWh
9.7%
Sulfur
94.0 Mtons
6.4%
Notes: 1. The volume of LPG produced overseas is included in “Crude oil.”
2. A portion of crude oil and natural gas production volume is consumed as fuel to generate electricity.
3. The production by the Company’s affiliates accounted for by the equity method is included in the figures
above.
4. The production volume of crude oil and natural gas under the production sharing contracts entered intoby the Group corresponds to the net economic take of the Group. Figures calculated by multiplying thegross production volume by the Company’s interest share are 131.1 MMbbls (358.3 Mbbls per day) of
crude oil, 472.1 Bcf (1,290.0 MMcf per day) of natural gas, and in total 221.5 MMboe (605.1 Mboe perday) for the year ended December 31, 2020, and 136.1 MMbbls (373.0 Mbbls per day) of crude oil,472.9 Bcf (1,295.7 MMcf per day) of natural gas, and in total 226.8 MMboe (621.5 Mboe per day) for
the year ended December 31, 2021.
5. “Boe” means barrels of oil equivalent.
6. “Iodine” is refined by other company on consignment.
7. Figures are rounded to the first decimal place.

53

[Translation for Reference Purposes Only](2) Sales
The following table shows sales for the year ended December 31, 2021.
For the year ended December 31, 2021
(January 1, 2021 to
December 31, 2021)
Segment
Category
Net sales
Sales volume(Billions of yen)
Crude oil
547 Mbbls
4.3
Natural gas
87,737 MMcf
107.5
(excluding LPG)
Japan
LPG
2 Mbbls
0.0
Other
18.2
Subtotal
130.0
Crude oil
18,508 Mbbls
143.4
Natural gas
357,227 MMcf
204.5
Asia &(excluding LPG)
Oceania
LPG
707 Mbbls
6.8
Subtotal
354.9
Crude oil
15,528 Mbbls
117.6
Natural gas
Eurasia
9,628 MMcf
(1.0)(Europe & (excluding LPG)
NIS)
Other
0.3
Subtotal
116.9
MiddleEast &
Crude oil
82,261 Mbbls
618.1
AfricaCrude oil
3,275 Mbbls
21.6
Natural gas
10,213 MMcf
2.6
Americas(excluding LPG)
Subtotal
24.2
Crude oil
120,118 Mbbls
905.1
Natural gas
464,805 MMcf
313.6
(excluding LPG)
Total
LPG
710 Mbbls
6.8
Other
18.5
Total
1,244.3
Notes: 1. The above amounts do not include the related consumption tax.
2. Sales volumes are rounded to the nearest whole number.

54

Changes fromthe previous fiscal year
Sales volume

Net sales(11.9%)

42.2%

13.3%

10.4%

(2.8%)

18.8%

42.9%
18.1%
12.3%
101.2%(1.3%)

39.2%

178.4%(8.2%)

152.3%
60.6%
75.1%

6.0%

–
–
71.1%

1.5%

75.4%

4.3%

86.4%

(46.5%)

39.4%

2.4%

79.8%
79.1%

(0.6%)

26.6%

176.6%

151.7%
24.5%
61.4%

[Translation for Reference Purposes Only]
2. Investments
The Company’s investments during the year ended December 31, 2021 totaled ¥197.5 billion. They comprise
exploration expenditures of ¥7.4 billion, and investments of ¥190.0 billion including oil and natural gas
development expenditures on production facilities, among others, and other capital expenditures, etc. (including
payments for acquisitions of participating interests, etc.) on construction of natural gas infrastructure and otherinvestments.
The above development expenditures include ¥34.5 billion corresponding to the amount of development
expenditures capitalized within “Recoverable accounts under production sharing” under production sharing
contracts and others.
The above development expenditures also include the Company’s portion of investments in major affiliates
accounted for by the equity method, such as Ichthys LNG Pty Ltd.
3. Funding
During the year ended December 31, 2021, the Company took out bank loans for development expenditures,etc., in addition to issuing the Group’s first bonds (straight bonds and environmental loans), and diversifying
funding. Additionally, the Company received financing from Japan Oil, Gas and Metals National Corporation
for development expenditures, exploration expenditures, etc.
4. Assets and Profit/Loss

Category

13th fiscal year
As of March 31,
2019

14th fiscal year
As of December
31, 2019

15th fiscal year
As of December
31, 2020

16th fiscal year
(This fiscal
year)
As of December
31, 2021
1,244.3
657.6

Net sales (Billions of yen)
971.3
1,000.0
771.0
Ordinary income (Billions of yen)
519.2
511.0
257.3
Net income (loss) attributable to
96.1
123.5
(111.6)223.0
owners of parent (Billions of yen)
Net income (loss) per share (Yen)
65.81
84.61
(76.50)153.87
Net assets (Billions of yen)
3,257.5
3,297.1
3,001.3
3,346.4
Total assets (Billions of yen)
4,793.5
4,849.9
4,634.5
5,158.1
Notes: 1. Amounts under ¥0.1 billion are rounded down. Net income (loss) per share figures are rounded off to
two decimal places.
2. In accordance with the change of the fiscal year, the 14th fiscal year comprises the nine months from
April 1, 2019 to December 31, 2019.

55

[Translation for Reference Purposes Only]
5) Management Initiatives
Business Environment
Amid the prolonged impact of COVID-19 that occurred in 2019, the global economy is finally showing signs ofrecovery. With this, there was a trend of recovery in energy demand in fiscal year 2021, and this is forecast to
increase further for the year ended December 31, 2021. Furthermore, energy demand is anticipated to continually
increase in the medium to long term due to growth of the global population and economic growth centered on
emerging economies. With the recovery in the global economy, demand for oil and natural gas accounting for the
majority of this energy is also expected to increase, and demand is predicted to remain fundamentally steady,particularly in Asia, in the medium to long term. Furthermore, we regard oil and natural gas as continuing to beenergy sources essential for people’s lives and economic activity in terms of contributing to fuel supply not only
under normal circumstances but also in emergencies.
Japan’s priorities are in securing stable energy supplies and, to this end, improving the independent development
ratio of oil and natural gas. In the Sixth Strategic Energy Plan decided upon last year, the Japanese government
raised the target for the independent development ratio (the actual level in fiscal year 2020 was approximately 40%)
to 50% or more in 2030 and 60% or more in 2040 based on the view that the development, production andtransportation of oil and natural gas will continue to have a very important position in energy security.
Meanwhile, the 26th session of the Conference of the Parties to the United Nations Framework Convention on
Climate Change (COP26) was held 2021, and discussions were held on limiting the average temperature increasesince the industrial revolution to less than 2°C for responding to climate change, and strengthening initiatives aimed
at the realization of the long-term goal of making efforts to limit this increase to 1.5°C. Major regions and countries
such as the European Union, the United Kingdom and Japan have also declared “net zero” goals, aiming toeffectively reduce greenhouse gas emissions to zero by 2050. Governments are developing policies tosimultaneously promote economic recovery from the impact of COVID-19 and climate change response, andpolicies for a more energy-efficient, cleaner social structure. With the progress of discussions aimed at achieving a
net zero carbon society, the urgency of a response to carbon neutrality will grow. The Japanese government has alsodeclared that Japan will become carbon neutral by 2050, has set targets to reduce greenhouse gases, and intends tosignificantly accelerate initiatives with a view to carbon neutrality such as cleaner upstream oil and natural gas
operations, including hydrogen, ammonia and CCUS, and the promotion of the introduction of renewable energy.
Management Policies
The Company announced its “Long-term Strategy and Medium-term Business Plan (INPEX Vision @2022)”(hereinafter “INPEX Vision @2022”) this February. INPEX Vision @2022 indicates the Company’s long-term
strategy for 2030 and 2050 based on the above changes in the management environment, and also establishes athree-year Medium-term Business Plan from 2022 to 2024 indicating specific initiatives and targets for theimmediate future.
INPEX considers the various shifts towards a net zero carbon society seen in Japan and around the world as newchallenges as well as opportunities to further expand its business. Based on INPEX Vision @2022, the company
will proactively engage in energy structure reforms towards the realization of a net zero carbon society by 2050
while responding to the energy demands of Japan and other countries around the world under the management
policies shown below.
1.

Oil and Natural Gas business

The Company will continue to position the area of oil and natural gas as a core business with the three basic
strategies of selection and concentration on core areas, the shift to natural gas and making business more resilientand cleaner, and will work to fulfill its two social responsibilities of providing a stable supply of energy andresponding to climate change by integrally implementing these. In the past, the Company had selected core areas
for oil and natural gas, but has re-established core areas for oil and natural gas along with five net-zero fields using
the Company’s assets, networks and technological capabilities in each region as a base to seek synergies between
the two.
Firstly, resources such as funding and personnel will be concentrated in the five newly selected core areas ofAustralia, Abu Dhabi, Southeast Asia, Japan and Europe with the aim of improving operational efficiency andproducing synergies. The Company will consider all options including the sale of non-core assets to build a wellbalanced portfolio.
56

[Translation for Reference Purposes Only]
Secondly, it is the Company’s view that natural gas will continue to have a high level of importance even during
the energy transition, and aims to increase the percentage of gas in its portfolio. For this reason, the investment ratio
into natural gas will be raised from the current level of around 50% to around 70% in the future, expanding in scale
mainly in Asia and Oceania. In addition, consideration will also be given to the shift and expansion of businesstoward future hydrogen and ammonia projects. Oil field development will be carefully selected with emphasis on
early production, early cost recovery and low CO2 emissions.
Thirdly, with regard to making the business more resilient, the Company aims to have a competitive project portfolio
capable of securing earnings even during reduced demand and in an environment with low oil prices, thoroughly
reducing costs and also promoting the improvement of productivity through the utilization of digital technology,
etc. Furthermore, with regard to making the business cleaner, the Company will proceed to thoroughly reducecarbon emissions from projects through initiatives such as the introduction of CCS and CCUS, realization of zeroflares, utilization of electrical power from renewables and utilization of forest credits.
Australia

Abu Dhabi

Southeast Asia

Japan

EuropeAt our Ichthys Project, where we act as the operator, we have achieved continuing
production at roughly the planned level earlier than originally anticipated. The
production process will be improved to create a system enabling the continuation of
stable production while raising annual LNG production capacity from the current levelof 8.9 million tons to 9.3 million tons by 2024. Furthermore, to maintain long-term
production volume, we will perform additional development through exploration ofsurrounding blocks and entry into discovered assets, and accelerate connection toexisting Ichthys production facilities. Based on the progress made there, we willconsider further expansion of production capacity from around 2030 in the long term.
Based on the overall plan to increase crude oil production capacity to 5 million barrels
per day in 2030, the Group aims to quickly realize the enhancement of production
capacity of oil fields in which it participates in Abu Dhabi. In the Onshore Block 4
project for new exploration, we are proceeding with the assessment of several oil andgas reservoirs discovered in the first exploratory well drilled in 2021, and will work
toward early production. In addition, we aim to further reduce production costs alongwith the plan to increase production, and will promote the introduction of digitaltransformation and proceed to strengthen CO2EOR capacity along with ADNOC to
reduce greenhouse gas emission intensity.
We are continuing negotiations with the Indonesian government and concerned parties
for the plan of development re-revision incorporating changes centered on making the
project more economically resilient and cleaner in order to bring the project to fruitionin an optimal format based on changes in the business environment, and aim to obtainapproval in 2023. With this, we are aiming for FID in the late 2020s and thecommencement of production at the start of the 2030s. Furthermore, in order to obtain
additional natural gas resources for the purpose of promoting the energy transition in
Asia, we will conduct exploration and M&A in areas such as Vietnam and Malaysia.
In fiscal year 2022, we will conduct natural gas exploration offshore from Shimane andYamaguchi prefectures, and in Minami-Sekihara, and are aiming for the early
development of natural gas resources based on the results. With regard to gas supply
infrastructure, we will extend the Shin Tokyo Line with the aim of making the supply
system using approximately 1,500 km of pipeline more resilient. Furthermore, we willconsider the expansion of facilities at the Naoetsu LNG Terminal to respond toincreasing demand caused by the promotion of the gas shift and also keep pace with thepromotion of hydrogen and ammonia projects.
Using Norwegian assets including production blocks such as the newly acquired Snorre
Oil Field as a platform, we aim to expand business and further increase value by
developing existing undeveloped oil and gas fields in the blocks held, and also seeking
surrounding exploration opportunities. Norway is a pioneering region in initiatives
aimed at lowering carbon emissions in oil and natural gas projects, and we will reduce
the use of fuel such as natural gas required for operations and promote lower carbon
emissions from operations by using renewable energy in plants, such as proceeding to
the construction of floating offshore wind power generation facilities in the Snorre Oil
Field.

57

[Translation for Reference Purposes Only]2.

Five Net-Zero businesses

We have established climate change goals, and will strongly promote the following five businesses to achieve a net
zero carbon society.
Climate Change Response Goals and Progress
INPEX will set its climate change response goals, aiming to achieve our own net zero carbon emissions by 2050,
to contribute to the realization of the Paris Agreement objectives in relation to climate change. Specifically, ourgoals include “net zero in absolute emissions (Scope 1+2) by 2050,” “30% or more reduction of net carbon
intensity (Scope 1+2, compared to 2019) by 2030,” and “reduction in Scope 3 emissions.”*1 We are engaged ininitiatives such as CO2 capture, utilization and storage (CCUS) and CO2 capture through forest conservation, andstrongly promote the reduction in CO2 emissions across our oil and natural gas operations, in order to achievethese goals.
Emission intensity in 2021 decreased by 20% compared to 2019 (provisional figure that could be confirmed asof December 2021), and results are being steadily produced. Furthermore, we have established the business targetof further reducing emission intensity by 4.1 kg/boe or more in the “Medium-Term Business Plan 2022-2024.”*1

The definitions of Scopes 1 to 3 are shown below:
Scope 1: Direct emissions from sources owned or operated by the reporting company
Scope 2: Indirect emissions from electrical power, steam, heating or cooling purchased and consumed by the reporting
company
Scope 3: All other indirect emissions along the reporting company’s value chain

58

[Translation for Reference Purposes Only]
Five Net-Zero Businesses(1) Develop a hydrogen business•We will set goals to implement three or more projects by around 2030, and achieve annual production andsupply of 100 thousand tons or more, and implement initiatives aimed at the achievement of these goals.
•

Within Japan, we will promote the concept of an integrated hydrogen and ammonia production anduse test project in Kashiwazaki City, Niigata Prefecture with the aim of commencing operation in
2024, and aim to achieve commercial-scale blue hydrogen production in Niigata Prefecture by around2030 based on the results of the test project.

•

Overseas, we will continue to promote the clean ammonia production project in Abu Dhabi, and aim
to achieve large-scale clean ammonia supply from the late 2020s.

•

In Australia, Abu Dhabi, Indonesia and other areas, we will promote the expansion of businessthrough business viability reviews and collaboration with other companies, and aim to launch andparticipate in additional clean hydrogen projects.

(2) CO2 reduction in oil and natural gas (promotion of CCUS)•

We have set the goal of compressing 2.5 million tons of CO2 per year in around 2030, and aim to becomea leading company in CCUS by promoting technological development and operations aimed at therealization of this goal.
•

Within Japan, we will commence a CO2-EOR demonstration test in the Minamiaga Oil Field by 2023
and aim to establish technology for improving the EOR efficiency currently under development, andwill also promote the expansion of CCUS technology and the implementation of EOR technology inoverseas oil fields.

•

Overseas, we will implement CCS in the Ichthys LNG Project in Australia by the late 2020s, and aim
to commence CO2 compression totaling 2 million tons per year or more as the first stage, in addition
to playing a leading role in the CCS hub project in the Darwin region. Furthermore, we aim to workwith ADNOC to strengthen the CCUS capacity of 800 thousand tons per year in Abu Dhabi.

(3) Enhance and emphasize renewable energy initiatives•

With the goal of securing 1-2 GW scale capacity centered on offshore wind power and geothermal power
generation business, we aim to become a major player by accelerating expansion of business as a platformusing assets acquired through M&A, etc.
•

In the wind power business, we have agreed to acquire shares in Luchterduinen and Borssele III/IV
offshore wind power farms in the Netherlands in December 2021. Furthermore, we were selected as
the operator of Japan’s first floating offshore wind power farm off Goto in Nagasaki Prefecture inJune 2021. We will use participation in these projects as opportunities to accumulate knowledge on
the wind power business and become the main player in floating offshore wind power in Japan andoverseas.

•

In the geothermal business, we will proceed with development in Indonesia, and proceed to consider
additional development in the Muara Laboh Geothermal Power Project, which we joined lastDecember. Also, in Japan, we conduct business reviews aimed at development at Oyasu andAmemasudake. In addition, we will actively conduct various business reviews not only of power
generation projects, but also development of next-generation geothermal development technology.

59

[Translation for Reference Purposes Only](4) Promote carbon recycling and cultivate new business opportunities•

We will promote the social implementation of methanation*2 and aim to supply around 60 thousand tonsof synthetic methane per year by 2030 using our pipelines, and also seek further development.
•

Until last year, we have conducted demonstration tests of methanation by installing a small-scale
methanation facility in the Company’s Koshijihara Plant in Nagaoka City, Niigata Prefecture. Goingforward, we will install a larger scale demonstration facility, and intend to supply users via the
Company’s gas pipelines by 2025. Furthermore, as an extension of this, we plan to build acommercial-scale methanation facility in Australia in around 2030, and deliver synthetic methane todomestic users through the Company’s gas pipelines using the Company’s LNG value chain.

•With regard to artificial photosynthesis technology*3, as a member of the Japan TechnologicalResearch Association of Artificial Photosynthetic Chemical Process (ARPChem), we have handled thetechnical development of direct decomposition technology for water using sunlight called solarhydrogen, installed a test plant at the test site in Darwin, Australia, and conducted test operation for
approximately 12 months in 2021. This is the world’s first solar hydrogen generation plant in a sunbelt
region with much sunlight, and we aim to practically implement the technology by increasing
efficiency and prolonging its lifetime.

•

We are also engaged in new areas of business by focusing on areas such as methane pyrolysis anddrone technology.

*2

Production of hydrogen through electrolysis and conversion to CH₄ using high concentrations of CO₂ and CO₂
generated during natural gas production.

*3

A technology to split hydrogen from oxygen in water using a photocatalyst installed on the surface of an artificial
photosynthetic panel; the hydrogen is then used for fuel and raw materials, etc.

(5) Promote forest conservation•

We will strengthen and expand efforts ranging from support for projects to participation in projects withthe objective of absorbing CO2 through forest conservation.
•

In addition to commencing support for a project in Rimba Raya in 2021, we are proceeding with thesale of carbon-neutral LNG (LNG that effectively has zero CO2 emissions from production to
consumption) to customers, etc.

•

We consider stably securing forest credits in the long term to be important, and in addition to securingcredits by supporting excellent REDD+ projects like Rimba Raya, we aim to participate in projects
themselves as a partner.

Through the above initiatives, the Company will contribute to the development of the economy and society bypromoting stable energy supply and the realization of a net-zero carbon society.

60[Translation for Reference Purposes Only][Reference]■ Overview of Medium-Term Business Plan 2018-2022■ We have strengthened our oil and natural gas business and increased production efficiency by achieving
stable operation of Ichthys. In addition, we have made progress in responding to the energy transition
including renewable energy, and made significant advances toward business targets through steps such as
the acquisition of offshore wind power farms in the Netherlands.
■ As a result, we have posted the highest earnings on record, and generally achieved the targets, such as
operating cash flow approaching ¥450.0 billion and current production growing to the level of 640,000
barrels per day during the second half of the fiscal year (annual average of 584,000 barrels per day).
■ We have also provided shareholder returns in response to the expectations and ongoing support ofshareholders, significantly raising the level of dividends in line with our policy on shareholder returns,
and also implementing the Company’s first share buyback.

¥1,244.3 bn

Targets for the year ending 2022/12 inMedium-Term Business Plan 20182022
Around ¥1,300.0 bn

Net income attributable toowners of parent¥223.0 bn

Around ¥150.0 bn

Operating cash flow
(financial accounting)¥445.4 bn

Around ¥450.0 bn

ROE

7.6%

5% or higher

Annual dividend per share¥48

584K BOED• Stably implement dividends to ensure
they do not fall below ¥24 per share• Enhance shareholder returns byincreasing the dividend per share instages in accordance with the growthof the Company’s financial results• Payout ratio: 30% or higher
700K BOED

37%

Maintain 100% throughout period

US$5.4/BOE

Reduction toward US$5/BOE

Results for the year ended
2021/12Net sales
Financial targets
Shareholder
returns

Payout ratio

Net production (BOED)

31.2% (Total payout ratio:
61.9%)

Businesstargets

RRR (3-year average)
Production cost per BOE(excluding royalties)

61

[Translation for Reference Purposes Only][Reference]■ Long term Strategy and Medium-Term Business Plan (INPEX Vision @2022)*Disclosed on February 9, 2022
- Long term Strategy Vision for around 2030
We will secure an operating cash flow before exploration of approximately 5-6 trillion JPY in the nine
years from 2022 to 2030, and allocate 3.8-4.4 trillion JPY of this stable cashflow to growth investment, ofwhich 700 billion JPY to 1 trillion JPY, or about 20% of the total, to be invested in the five net zero fields.

62

[Translation for Reference Purposes Only][Reference]■ Long term Strategy and Medium-Term Business Plan (INPEX Vision @2022)*Disclosed on February 9, 2022
- Long term Strategy Vision for around 2030
Regarding the 5 net zero businesses, except for the renewable power business, because we are in the earlystages of commercialization, steadily promote research and verification during the period of the mediumterm business plan, and promote commercialization by around 2030. In the renewable power business,
aim to achieve a power generation capacity of 1 to 2 GW by around 2030.

63

[Translation for Reference Purposes Only][Reference]■ Long term Strategy and Medium-Term Business Plan (INPEX Vision @2022)*Disclosed on February 9, 2022
- Medium term Business Plan 2022-2024 The management targets, business targets, and shareholder returns set forth in the medium-term businessplan are as follows.

Management targets
Index

Targets for FY 20241
USD 60 basis

USD 70 basis

Net income
attributable to owners of parent

170 billion JPY

240 billion JPY

Operating CF before
exploration2

600 billion JPY

700 billion JPY

ROEAround 6.0%

Around 8.0%
50% or less

Net debt/equity ratio2

1: Exchange rate assumption: 110 JPY/USD
2: Includes Ichthys downstream Incorporated Joint Venture and differs from financial accounting basis

64[Translation for Reference Purposes Only]

Business targets
Index

Targets for FY 2024

Net production volume

Level exceeding 700 thousand BOED

Production cost per barrel

Reduction towards 5 USD per barrel or below

Net carbon intensity3

Reduction of 10% (4.1kg/boe4) or more
over a 3-year period towards 2030 target

SafetyZero major accidents

3: Net carbon intensity = (equity share emissions volume (Scope 1+2) - offset) / net production volume
4: Reduction of 2019 net carbon intensity (41.1kg/boe) by over 30%

65

[Translation for Reference Purposes Only]
6. Important Subsidiaries, etc.
(1) Important Subsidiaries
As of December 31, 2021, the Company had 64 subsidiaries (as defined under Article 2, Item 3, of the Companies
Act). Compared with the end of the previous fiscal year, two (2) subsidiaries were established, four (4)subsidiaries were eliminated due to the completion of liquidation, and four (4) subsidiaries were eliminated due
to sales. The operations of the Company’s subsidiaries are generally administered by the Company throughconcurrent posts and the secondment of directors and employees. Details of important subsidiaries are shown in
the table below.
Area

Company name
(Project name)Indonesia

INPEX Masela, Ltd.
(Abadi LNG)
INPEX Geothermal
Sarulla, Ltd.
(Sarulla geothermal
power generation)

Australia

East Timor

Kazakhstan

Azerbaijan

United ArabEmiratesIssued capital(Millions of yen,unless otherwise
stated)Ownership (%)

65,53851.93

Exploration and developmentof oil and natural gas

10

100

Geothermal power generation
business

INPEX Browse,
Ltd.
(Ichthys LNG)

427,790

INPEX Holdings
Australia Pty Ltd(Ichthys LNG)

US$9,681,023
thousand

INPEX Ichthys Pty
Ltd(Ichthys LNG)
INPEX Oil & Gas
Australia Pty Ltd.
(Prelude LNG, etc.)
INPEX Sahul, Ltd.
(Bayu-Undan Gas
Condensate Field)
INPEX North
Caspian Sea, Ltd.
(Kashagan Oil
Field, etc.)
INPEX Southwest
Caspian Sea, Ltd.
(ACG Oil Field)
Japan Oil
Development Co.,
Ltd.
(Abu Dhabi
Offshore Oil Fields)
JODCO Lower
Zakum Limited(Abu Dhabi
Offshore Oil Fields)

US$804,456
thousand
US$1,011,000
thousand
4,600

Main business

Financing, etc. for the
exploration and development
100 of oil and natural gas anddevelopment work at theIchthys LNG Project, etc.
Financing, etc. for the
exploration, development,
production, and sale of oil and100
natural gas, and construction
and operation, etc. of LNG
plantsExploration, development,
100 production, and sale of oil andnatural gas
Exploration, development,
100 production, and sale of oil andnatural gas
Exploration, development,
100 production, and sale of oil andnatural gas

105,532

51

Exploration, development,
production, and sale of oil

53,59451

Exploration, development,
production, and sale of oil

5,532

100

Exploration, development,
production, and sale of oil

US$600,000
thousand100

Exploration, development,
production, and sale of oil

66

[Translation for Reference Purposes Only]

Area

Singapore

Company name
(Project name)
JODCO Onshore
Limited(Abu Dhabi
Onshore Oil Fields)
INPEX
FINANCIALSERVICESSINGAPORE PTE.
LTD.
INPEX ENERGYTRADINGSINGAPORE PTE.
LTD.

Issued capital(Millions of yen,unless otherwise
stated)Ownership (%)

US$111
thousand

65.76

Exploration, development,
production, and sale of oil

US$3,706,000
thousand100

The Group’s intercompany
finance operations andsupport for financial
administration of projects

S$101,738
thousand

100

Sale and purchase of oil andnatural gas, etc.

Main business

Others: 50 companies(2) Items related to a specified wholly-owned subsidiary
Company name

Address

INPEX Browse, Ltd.

5-3-1, Akasaka, Minato-ku, Tokyo

67

Total book value(Millions of yen)

INPEX’s total
assets(Millions of yen)

831,590

2,992,411

[Translation for Reference Purposes Only]
7. Primary Business Surveys, exploration, development and production of oil, natural gas, and other mineral resources Surveys, development and production of geothermal, wind, solar and other energy resources Refinery, processing, storage, trading, consignment sale and transportation of resources defined above as
well as their by-products
 Supply of electricity, heat, etc.
8. Principal Business Sites
Name
Location
Head Office
5-3-1, Akasaka, Minato-ku, Tokyo
Technical Research Center
Setagaya-ku, Tokyo
Naoetsu LNG Terminal
Joetsu City, Niigata Prefecture
East Japan Regional OfficeNiigata City, Niigata Prefecture
East Japan Regional Office, Akita Field Office
Akita City, Akita Prefecture
East Japan Regional Office, Chiba Field Office
Sammu City, Chiba Prefecture
East Japan Regional Office, Minamiaga Field OfficeAgano City, Niigata Prefecture
East Japan Regional Office, Nagaoka Field Office
Nagaoka City, Niigata Prefecture
Jakarta Office
Indonesia
Perth Office
Australia
Darwin Office
Australia
Singapore Office
Singapore
London Office
The United Kingdom
Oslo Office
NorwayNur-Sultan Office
Kazakhstan
Abu Dhabi Office
United Arab Emirates
Houston Office
The United States of America
San Antonio Office
The United States of America
Rio de Janeiro OfficeBrazilNote: The above includes operational bases of the Company’s subsidiaries.
9. Employees
Number of employees Year-on-year change
3,189 [469]+26
Notes: 1. The number of employees shown above excludes the Group (the Company and its consolidated
subsidiaries) employees seconded to other companies outside the Group, but includes employees
seconded from other companies to the Group.
2. The figure in square brackets is the average number of temporary employees during the year ended
December 31, 2021 and is indicated separately. It includes local contract employees working undercontracts on overseas development projects and domestic contract employees, non-regular contract
staff and temporary staff, etc. who are employed in operations relating to oil and natural gas in Japan.
10. Primary Lenders
LenderJapan Bank for International Cooperation
Sumitomo Mitsui Banking Corporation
Mizuho Bank, Ltd.
Development Bank of Japan Inc.
MUFG Bank, Ltd.
Sumitomo Mitsui Trust Bank, Limited

Outstanding borrowings (Billions of yen)
261.1
197.3
185.1
175.1
161.5
57.5

11. Other Significant Matters Concerning the Present State of the Corporate GroupIn regard to a legal dispute over construction cost, etc. between the Company’s affiliate Ichthys LNG Pty Ltd(hereinafter “ILNG”) and JKC Australia LNG Pty Ltd. (hereinafter “JKC”), which is a consortium of threecompanies, the former JGC Corporation (currently JGC HOLDINGS CORPORATION or JGC
CORPORATION), KBR of the United States, and Chiyoda Corporation, and which previously took on the68[Translation for Reference Purposes Only]
engineering, procurement and construction (hereinafter “EPC”), etc. of the onshore LNG liquefaction plant of
the Company’s Ichthys LNG project, ILNG and JKC concluded a settlement deed between each other on thecomplete withdrawal of the claims pertaining to the EPC contract (including litigation instigated in the
Yokohama Regional Court on April 16, 2021 by ILNG against JGC HOLDINGS CORPORATION and JGC
CORPORATION, the leading shareholders of JKC) on October 15, 2021.

69

[Translation for Reference Purposes Only]
II. Items Related to Shares
1.

Total Number of Shares Authorized to Be Issued(Common Share)(Class A Share)

2.

Type and Total Number of Issued Shares(Common Share) 1,462,323,600(Including 75,656,400 Treasury Shares)(Class A Share)
1

3.

Number of Shareholders(Common Share)(Class A Share)

4.

Major Shareholders
Name

3,600,000,000
1136,935
1

Number of Shares
Shareholding
CommonClass A
Ratio (%)
Total Share
Share
Share
276,922,800
1 276,922,801
19.97

Minister of Economy, Trade and Industry
The Master Trust Bank of Japan, Ltd. (Trust
179,995,000– 179,995,000
Account)
Custody Bank of Japan, Ltd. (Trust Account)60,301,600–
60,301,600
Japan Petroleum Exploration Co., Ltd.
53,446,600–
53,446,600
ENEOS Holdings, Inc.
43,810,800–
43,810,800
JAPAN SECURITIES FINANCE CO., LTD.
29,420,000–
29,420,000
SMBC Nikko Securities Inc.
21,982,400–
21,982,400
Mitsubishi UFJ Morgan Stanley Securities Co.,
21,348,326–
21,348,326
Ltd.
STATE STREET BANK WEST CLIENT 19,837,543–
19,837,543
TREATY 505234
THE BANK OF NEW YORK MELLON 140051
18,871,100–
18,871,100
Notes: 1. The shareholding ratio is calculated after subtracting treasury shares (75,656,400 shares).
2. The shareholding ratio is rounded off to the nearest whole number.
5.

12.98
4.35
3.85
3.16
2.12
1.59
1.54
1.43
1.36

Other significant matters regarding shares
At a meeting of the Board of Directors held on November 5, 2021, the Company resolved to acquire treasury
stock to improve capital efficiency and enhance shareholder return, and during the period from November 8,2021 until December 23, 2021, the Company acquired 73,689,900 shares of common stock for a totalacquisition price of ¥69,999,947,000.

70

[Translation for Reference Purposes Only]
III. Items Related to Officers and Audit & Supervisory Board Members
1.

Members of the Board and Audit & Supervisory Board Members (As of December 31, 2021)
Name

Toshiaki Kitamura
Takayuki Ueda

Representative Director, Chairman
Representative Director, President & CEO

Seiya Ito

Director, Senior Executive Vice President

Takahiko Ikeda

Director, Senior Executive Vice President

Shigeharu Yajima

Director, Senior Managing Executive Officer

Kimihisa Kittaka

Director, Senior Managing Executive Officer

Nobuharu Sase

Director, Managing Executive Officer

Daisuke Yamada

Director, Managing Executive Officer

Jun Yanai

Director (Outside)

Norinao Iio

Director (Outside)

Atsuko Nishimura

Director (Outside)

Yasushi Kimura

Director (Outside)

Kiyoshi Ogino

Director (Outside)

Tomoo Nishikawa
Noboru Himata

Director (Outside)
Full-time Audit & Supervisory Board Member
Full-time Audit & Supervisory Board Member(Outside)
Full-time Audit & Supervisory Board Member(Outside)

Hideyuki Toyama
Shinya Miyake
Mitsuru Akiyoshi

Audit & Supervisory Board Member(Outside)––
Senior Vice President, Oceania
Projects
Head of Overseas Projects
Senior Vice President, Technical
Headquarters,
Hydrogen & CCUS Development
OfficeHSE and Compliance
Senior Vice President, Global Energy
MarketingSenior Vice President, Corporate
Strategy & Planning
Legal Affairs
Senior Vice President, General
Administration
Senior Vice President, Finance &Accounting
Outside Director, Kintetsu World
Express, Inc.
–
Outside Director, TAISEICORPORATION
Senior Corporate Advisor, ENEOS
Holdings, Inc.
Outside Director, Nissan Motor Co.,
Ltd.
Advisor, Japan Petroleum Exploration
Co., Ltd. (JAPEX)––––
President & CEO, Mizuho Marubeni
Leasing Corporation
Outside Director, Concordia Financial
Group, Ltd.

Audit & Supervisory Board Member–(Outside)
The following changes occurred in Directors’ positions and responsible areas of duties during the year
ended December 31, 2021. Inside the parentheses are their positions and areas of responsibility before
the change.

Hiroko Kiba
Notes: 1.

Responsibility & Significant
Concurrently Held Positions

Company Position

71

[Translation for Reference Purposes Only]
Name

Takahiko Ikeda

Date

March 1, 2021

Company Position & Responsibility
Director, Senior Executive Vice President,
Senior Vice President, Technical Headquarters,
Hydrogen & CCUS Development Office,
HSE and Compliance(Director, Senior Executive Vice President
Senior Vice President, Technical Headquarters
HSE and Compliance)

2.

The Company reported all the Outside Directors and Outside Audit & Supervisory Board Members as
Independent Officers as stipulated by Tokyo Stock Exchange, Inc.
3. ENEOS Holdings, Inc. is one of the top 10 shareholders of the Company. Some of the ENEOS
Holdings Group’s businesses belong to the same categories as those of the Group. The Group has had
transactions related to crude oil, natural gas, etc., with the ENEOS Holdings Group, and the Group’s
sales to the ENEOS Holdings Group for the year ended December 31, 2021 are less than 6.4% of theCompany’s consolidated net sales for the same period. Meanwhile, the Group’s purchase from the
ENEOS Holdings Group for the year ended December 31, 2021 is less than 0.1% of the Company’s
consolidated cost of sales for the same period.
4. Japan Petroleum Exploration Co., Ltd. is one of the top 10 shareholders of the Company. Some of its
businesses belong to the same categories as those of the Company. The Group has had transactions
related to crude oil, natural gas, etc., with the Japan Petroleum Exploration Group, and the Group’s
sales to the Japan Petroleum Exploration Group for the year ended December 31, 2021 are less than
0.1% of the Company’s consolidated net sales for the same period. Meanwhile, the Group’s purchasefrom the Japan Petroleum Exploration Group for the year ended December 31, 2021 is less than 0.1%of the Company’s consolidated cost of sales for the same period.
5. There are no business relationships with Mizuho Marubeni Leasing Corporation.
6. There are no special relationships between the Company and Kintetsu World Express, Inc., TAISEICORPORATION, Nissan Motor Co., Ltd., or Concordia Financial Group, Ltd. Since the Outside
Directors and Outside Audit & Supervisory Board Members do not execute business operations at thecompanies they are concurrently serving, their independence is not affected.
7. Audit & Supervisory Board Member Noboru Himata possesses extensive knowledge of finance,accounting and their related matters.
8. Audit & Supervisory Board Member Hideyuki Toyama possesses extensive knowledge of finance,
legal affairs and their related matters.
9. Audit & Supervisory Board Member Shinya Miyake possesses extensive knowledge of international
financing, finance and their related matters.
10. Audit & Supervisory Board Member Mitsuru Akiyoshi possesses extensive knowledge of finance andits related matters.
11. Mr. Shinya Miyake’s name on the family register is Shinya Inoue.
12. Ms. Hiroko Kiba’s name on the family register is Hiroko Yoda.

72

[Translation for Reference Purposes Only]
2.

Executive Officers (As of January 1, 2022)
Name*Takayuki Ueda
*Takahiko Ikeda
Kenji Kawano*Kimihisa Kittaka*Nobuharu Sase
Hiroshi Fujii*Daisuke Yamada
Yoshiro Ishii
Toshiaki Takimoto
Nobusuke Shimada
Hitoshi Okawa
Kazuyoshi Miura
Yuzo Sengoku
Yosuke Happo
Hideki Kurimura
Hiromi Sugiyama

Company Position & Responsibility
President & CEO
Senior Executive Vice
President

Senior Vice President, Hydrogen & CCUS
Development
HSE and Compliance
Americas Projects Unit
Strategic Projects Office
Head of Overseas Projects
Senior Vice President, Corporate Strategy &Planning,
Legal Affairs

Senior Executive Vice
President
Senior Managing
Executive Officer
Senior Managing
Executive Officer
Senior Managing
Executive Officer
Managing Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
OfficerManaging Executive
Officer

Koichi Ogino

Executive Officer

Akihiro Watanabe

Executive Officer

Munehiro Hosono

Executive Officer

Akio Kawamura
Yukiyo Ikeda

Executive Officer
Executive Officer

Hiroshi Kato

Executive Officer

Shinichi Takada

Executive Officer

Shoichi Kaganoi

Executive Officer

Tetsuhiro Murayama

Executive Officer

Wataru Nojiri

Executive Officer

Kei Fukui

Executive Officer

Koichi Okamoto

Executive Officer

Senior Vice President, General Administration
Senior Vice President, Abu Dhabi Projects
Senior Vice President, Finance & Accounting
Senior Vice President, Renewable Energy &New Business
Senior Vice President, New Ventures & Global
Exploration
Senior Vice President, Asia Projects
Senior Vice President, Oceania Projects
General Manager, Perth Office
President Director Australia
Senior Vice President, Domestic Energy
Supply & Marketing
Senior Vice President, Europe & Middle East
Projects
Senior Vice President, Logistics & IMT
Senior Vice President, Technical Headquarters
General Manager, Technical Planning Unit
Senior Vice President, Domestic Exploration &Production
Vice President, Domestic Energy Supply &MarketingGeneral Manager, Gas Supplying Unit
Vice President, Asia Projects
Vice President, Corporate Strategy & Planning
General Manager, Corporate Communications
Unit
Vice President, Finance & Accounting
Vice President, Europe & Middle East Projects
Senior Vice President, Global Energy
MarketingVice President, Oceania Projects
Vice President Ichthys Phase 2
Vice President, Hydrogen & CCUS
Development
General Manager, Technology Development
Unit
Vice President, Oceania Projects
Deputy General Manager, Perth OfficeSenior Vice President Corporate
General Manager, HSE Unit
Vice President, General Administration
General Manager, General Administration Unit
Vice President, Global Energy Marketing
General Manager, Gas Business Unit73

[Translation for Reference Purposes Only]
Name

Company Position & Responsibility
Vice President, Domestic Energy Supply &Masaru Miyanaga
Executive Officer
MarketingVice President, Abu Dhabi Projects
Isao Takahashi
Executive Officer
General Manager, Abu Dhabi Office
Note: The above Executive Officers marked * concurrently serve as Directors.
3.

Outline of Liability Limitation Agreement
Based on Article 427, Paragraph 1, of the Companies Act, the Company has entered into a liability limitationagreement with each Outside Director and Audit & Supervisory Board Member to limit liabilities to theCompany stipulated in Article 423, Paragraph 1, of the Companies Act to the total of the amounts stipulated ineach Item under Paragraph 1, of Article 425 of the Companies Act.

4.

Outline of the content of the indemnity agreements
The Company intends to conclude indemnity agreements with Mr. Toshiaki Kitamura, Mr. Takayuki Ueda, Mr.
Seiya Ito, Mr. Takahiko Ikeda, Mr. Shigeharu Yajima, Mr. Kimihisa Kittaka, Mr. Nobuharu Sase, Mr. Daisuke
Yamada, Mr. Jun Yanai, Mr. Norinao Iio, Ms. Atsuko Nishimura, Mr. Yasushi Kimura, Mr. Kiyoshi Ogino and
Mr. Tomoo Nishikawa as Directors and Mr. Noboru Himata, Mr. Hideyuki Toyama, Mr. Shinya Miyake, Mr.
Mitsuru Akiyoshi and Ms. Hiroko Kiba as Audit & Supervisory Board Members in accordance with theprovisions of Article 430-2, Paragraph 1, of the Companies Act, indemnifying them for expenses and losses
under Items 1 and 2 of the same Paragraph, respectively, within the limits prescribed by laws and regulations.
Under this agreement, the Company shall require the return by a Director or an Audit & Supervisory Board
Member of any indemnification for expenses, etc. received, if it is ascertained that the Director or Audit &Supervisory Board Member executed his/her duties with the aim of unfairly benefiting him/herself or a third
party, or of damaging the Company’s interests.

5.

Outline of the content of the liability insurance contracts for officers, etc.
The Company has concluded liability insurance contracts for officers, etc., with Directors and Audit &Supervisory Board Members of the Company and its 61 subsidiaries as well as Executive Officers of theCompany as the insured parties, providing compensation for damage arising as a result of the responsibilities
assumed by insured officers in their execution of duties, or any claims made against them with regard to these
responsibilities. The contract contains exemptions, including the case that compensation will not be made forliability arising as a result of intentional acts or gross negligence. In addition, the full amount of the insurance
premiums is borne by the Company.

6.

Compensation for Directors and Audit & Supervisory Board Members during the Year Ended December
31, 2021(1) Policy on Determining Compensation Amounts for Directors and Audit & Supervisory Board Members andCalculation Methods and Determination Methods
In order to strengthen the independence, objectivity and accountability of the functions of the Board of
Directors in relation to Directors’ compensation, the Company has established the Nomination andCompensation Advisory Committee, which is composed of a majority of Outside Directors, as an advisory
body to the Board of Directors. The Board of Directors establishes the policy for determining the content ofcompensation, etc. for each individual Director, upon report by the Committee. The outline is as follows, andin determining the content of compensation, etc. for each individual Director, as the Committee conducts a
multifaceted review, including consistency between the draft and the decision policy, the Board of Directors
respects the report of the Committee and judges that it is in line with the decision policy.

74

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Compensation, etc. for Directors
Composition ofcompensation, etc.

Basic policy ofcompensation, etc.

Contents of the bonus

Details of stock-based
compensation

Compensation for Directors (excluding Outside Directors) consists of three types ofcompensation: a fixed basic compensation, bonuses (performance-based
compensation), and stock-based compensation.
Outside Directors’ compensation shall consist solely of a basic compensation.
Basic compensation is paid based on the duties of each Director and the bonus shallbe paid based on the Company’s performance from the medium- to long-term
perspective and other factors. As to the stock-based compensation, the Company’s
shares, etc. will be delivered, etc. based on the position, etc. of each Director, aiming
to raise the awareness of Directors towards increasing corporate value of the Company
and further increase their willingness to contribute to maximizing shareholder value,by making clear the linkage between the remuneration of Directors and the Company’s
medium- to long-term stock price.
For the performance-based bonus, in order to enhance the linkage with the Company’sbusiness performance, net income attributable to owners of parent and cash flows fromoperating activities are adopted as the most important indicators, and other major
indicators such as net production volume, progress of major projects, and other major
business operations as an oil and gas exploration and development company are taken
into account. In addition to the above, we will take into account ESG assessments
including climate change responses, HSE performance, and data on compensationlevels in energy-related companies obtained from multiple external researchorganizations.
The actual results of key management indicators related to performance-based
compensation for this fiscal year are as follows: net income attributable to owners ofparent: ¥223.0 billion; net cash provided by operating activities: ¥445.4 billion.
Based on the resolution made at the 12th Ordinary General Meeting of Shareholders
on June 26, 2018, the Company has introduced a stock-based compensation system
for Directors (excluding Outside Directors and non-residents of Japan) and Executive
Officers of the Company.
The policy adopts a system called BIP (Board Incentive Plan) Trust.
Directors (excluding Outside Directors
and non-residents in Japan) of the(1) Entitled persons ofCompany
the SystemExecutive Officers (excluding nonresidents in Japan) of the Company(2) Effect to total number of shares issued by the Company due to theimplementation of the System
Total of ¥0.2 billion over five years of theMaximum contributed
period of execution of duties by Directors,
amount by theetc.
CompanyMaximum number of points allocated to
Directors, etc. shall be 40,000 points in a
Maximum number ofyear (40,000 shares) (Total of 200,000
the Company’s sharespoints in five years (200,000 shares))to be issued toMaximum number of points allocated to
Directors, etc.
Directors, etc. in a year is around 0.003%(including the number(as of March 31, 2018, after subtractingof shares that will betreasury share) of total number of issued
converted into cash)
shares of the Company
and acquisition methodAs the Company’s shares will be acquiredof the Company’sfrom the stock market, the System will notsharescause share dilution(3) Timing of delivery,
etc. of the
After the retirement
Company’s shares,
etc. to Directors,
etc.
In addition, the Company has established a guideline for Directors (excluding Outside
Directors) and Executive Officers to purchase shares in the Company as an incentive
to strive for the continuous enhancement of corporate value over the medium- to longterm. Based on the guideline, Directors (excluding Outside Directors) and Executive
Officers purchase shares in the Company in exchange for a certain portion of theirmonthly remuneration. These shares shall not be redeemed until their retirement.

75

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Determination
procedures ofcompensation, etc.

The Board of Directors has delegated to Representative Director, President & CEO
Takayuki Ueda, the authority to decide the details of individual compensation, etc. for
Directors, within the framework of the details and amounts approved by the General
Meeting of Shareholders. The reason for delegating the authority to the Representative
Director, President & CEO is that the Representative Director, President & CEO isconsidered to be the most appropriate person to evaluate the business, etc. for which
each Director is in charge while overlooking the performance of the entire Company.
In order to ensure that the authority is delegated to the Representative Director,
President & CEO appropriately, the Nomination and Compensation Advisory
Committee deliberates on specific matters related to compensation, such as individual
evaluation and the amount of compensation to be paid by type.

76

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Compensation for Audit & Supervisory Board Members
Composition anddetermination
procedures ofcompensation, etc.

The compensation for the Audit & Supervisory Board Members consists solely of a
fixed basic compensation and is determined through consultation among the Audit &Supervisory Board Members within the limits approved at the General Meeting of
Shareholders.

(2) Compensation for Directors and Audit & Supervisory Board Members during the Year Ended December 31,
2021
Total Compensation by Type (Millions of yen)
PerformanceNon-monetary
No. ofTotal
based
Compensation
Category
Compensation
Eligible
Basic
Compensation(Millions of yen) Compensation
Officers
Stock-based
BonusesCompensation
668
456
200
11
14
Directors
596
384
200
11
8
InsideOutside72
72––
6
Audit & Supervisory
119
119
–
–
5
Board Members
31
31
–
–
1
Inside87
87––
4OutsideNotes: 1. Salaries for Directors who are also employees do not include the portion of salary for an employee
in the above compensation amount.
2. The basic compensation for Directors was set at ¥47 million per month (including ¥6 million permonth for Outside Directors) at the 11th Ordinary General Meeting of Shareholders held on June 27,
2017, and the number of Directors as of the date of such resolution was fifteen (15) (including six(6) Outside Directors).
3. The basic compensation for Audit & Supervisory Board Members was resolved at the 13th Ordinary
General Meeting of Shareholders held on June 25, 2019 to be within ¥10 million per month, and thenumber of Audit & Supervisory Board Members as of the date of such resolution is five (5).
4. Bonuses for Directors are stated as scheduled amounts, which are recorded as accrued bonuses to
officers based on the projected business performance.
5. The Company resolved to introduce stock-based compensation system for Directors and Executive
Officers (the Board Incentive Plan Trust) at the 12th Ordinary General Meeting of Shareholders heldon June 26, 2018. Under the System, the Company will contribute up to ¥200 million in total for the
five-year period from 2018 to 2023, and deliver the Company's shares, etc. through the Trust. The
number of eligible Directors for the System as of the date of the resolution is seven (7). The stockbased compensation figures in the table above represent the fees incurred with regard to the stockbased points assigned to Directors in the year ended December 31, 2021 concerning the Board
Incentive Plan Trust.

77[Translation for Reference Purposes Only]
7.

Items Related to Outside Directors and Audit & Supervisory Board Members
Major activities of Outside Directors and Audit & Supervisory Board Members

1)

Outside Directors
Name

Jun Yanai

Norinao Iio

Atsuko Nishimura

Yasushi Kimura

Kiyoshi Ogino

Main activities, etc.
He is expected to play a role in supervising and advising on theexecution of business operations from an international
perspective by leveraging his experience as a corporate manager
and his extensive experience and insight in the resources andenergy industries. He has made necessary statements andproposals at meetings of the Board of Directors and meetings forexchanging opinions with the Representative Director.
In addition, as a member of the voluntary Nomination andCompensation Advisory Committee, he participates in the
deliberations of the committee and contributes to strengthening
the transparency and objectivity of the nomination andcompensation of Directors.
He is expected to play a role in supervising and advising on theexecution of business operations from an international
perspective by leveraging his experience as a corporate manager
and his extensive experience and insight in the resources andenergy industries. He has made necessary statements andproposals at meetings of the Board of Directors and meetings forexchanging opinions with the Representative Director.
In addition, as a member of the voluntary Nomination andCompensation Advisory Committee, he participates in the
deliberations of the committee and contributes to strengthening
the transparency and objectivity of the nomination andcompensation of Directors.
She is expected to play a role in supervising and advising on theexecution of business operations from a diverse and global
perspective by leveraging her extensive experience as a
diplomat and broad insight into international affairs as well as
her expertise as a university professor. She has made necessary
statements and proposals at meetings of the Board of Directors
and meetings for exchanging opinions with the Representative
Director.
In addition, as a member of the voluntary Nomination andCompensation Advisory Committee, she participates in the
deliberations of the committee and contributes to strengthening
the transparency and objectivity of the nomination andcompensation of Directors.
He is expected to play a role in supervising and advising on theexecution of business operations from the perspective ofgovernance and marketing by leveraging his experience as acorporate manager and his extensive experience and insight in
the resources and energy industries. He has made necessary
statements and proposals at meetings of the Board of Directors
and meetings for exchanging opinions with the Representative
Director.
He is expected to play a role in supervising and advising on theexecution of business operations from the perspective ofspecialized technology by leveraging his experience as acorporate manager and his extensive experience and insight in
the petroleum gas development industry. He has made necessary
statements and proposals at meetings of the Board of Directors
and meetings for exchanging opinions with the Representative
Director.

78

Attendance at Boardof Directors meetings

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

[Translation for Reference Purposes Only]

Tomoo Nishikawa

2)

He is expected to play a role in supervising and advising on theexecution of business operations from a diverse and global
perspective by leveraging his extensive experience and insightas an international lawyer as well as his knowledge in a variety
of fields such as expert knowledge as a university professor. He
has made necessary statements and proposals, etc. at meetingsof the Board of Directors and meetings for exchanging opinionswith the Representative Director.

16 out of 16(100%)

Outside Audit & Supervisory Board Members
Name

Hideyuki Toyama

Shinya Miyake

Mitsuru Akiyoshi

Hiroko Kiba

Comments made, etc. in Board of Directors
meetings and Audit & Supervisory Board meetings
He appropriately made necessary comments during
deliberations of proposals, etc. based on his extensive
experience and broad range of insights in the field offinance and his expertise and experience as a lawyer.
He appropriately made necessary comments during
deliberations of proposals, etc. based on his extensive
experience and broad range of insights in the field ofinternational financing and finance.
He appropriately made necessary comments during
deliberations of proposals, etc. based on his extensive
experience and broad range of insights in the field offinance and management.
She appropriately made necessary comments during
deliberations of proposals, etc. based on her wide anddiverse range of knowledge created through herabundant experience as a freelance newscaster, auniversity instructor, and a member of the Advisory
Committee for Natural Resources and Energy andIndustrial Structure Council.

Attendanceat Board of
Directors
meetings

Attendanceat Audit &Supervisory
Board
meetings

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

16 out of 16(100%)

Note: Fractions less than the indicated units are truncated for amounts shown in the business report except for
amounts with other notes.

79[Translation for Reference Purposes Only][Reference]
Major External ESG Evaluations
The Company has been selected for inclusion in several ESG investment indices within Japan and overseas,
including the ESG index designated by the Government Pension Investment Fund (GPIF), and has also beenassessed by major ESG evaluators.
FTSE 4Good Developed Index
FTSE 4Good Japan Index
FTSE Blossom Japan Index

MSCI ESG Leaders Indexes
MSCI Japan ESG Select Leaders Index
MSCI Japan Empowering Women (WIN) Select Index

S&P/JPX Carbon Efficient Index

S&P Sustainability Yearbook Member

STOXX® Global ESG Leaders Index

CDP Climate Change 2021 Score: A-“PRIDE Index” Gold Certification and Best PracticeAward

Ministry of Economy, Trade and Industry of Japan“2021 Health & Productivity Stock Selection” and“2021 Certified Health & Productivity Management
Organization (White 500)”80

[Translation for Reference Purposes Only]

Consolidated Balance Sheet
Unit: millions of yen (Amounts truncated to millions of yen)Accounts(Assets)
Current assets
Cash and deposits
Accounts receivable-trade
Inventories
Accounts receivable-other
Other
Less allowance for doubtful
accounts
Fixed assets
Tangible fixed assets
Buildings and structures
Wells
Machinery, equipment andvehiclesLand
Construction in progress
Other

As of
December31, 2020(Reference)

As ofDecember31, 2021

387,093
182,978
83,81034,29940,74857,481(12,225)

518,864
201,765
168,224
47,81742,30970,852(12,104)

4,247,424
2,069,783
168,002265,337
1,207,911

4,639,332
2,259,849
163,165
345,946
1,418,656

18,591
385,405
24,533

18,666
292,836
20,578Intangible assets
Goodwill
Exploration and development
rightsMining rights
Other

441,837
35,445
156,787446,660
29,550150,902245,016
4,587

260,182
6,025

Investments and other assets
Investment securities
Long-term loans receivable
Recoverable accounts under
production sharing
Deferred tax assets
Other
Less allowance for doubtful
accounts
Less allowance for recoverable
accounts under production
sharing
Less allowance for investments
in exploration

1,735,804
297,867
911,424575,544

1,932,821
403,356
1,011,801
548,170

10,237
13,231(600)

21,713
11,704(652)(69,441)(61,871)(2,460)(1,400)Accounts(Liabilities)
Current liabilities
Accounts payable-trade
Short-term loans
Income taxes payable
Accounts payable-other
Provision for bonuses
Provision for bonuses to
officers
Provision for loss on business
Provision for exploration
projects
Asset retirement obligations
Other
Long-term liabilities
Bonds payable
Long-term debt
Deferred tax liabilities
Provision for stocks payment
Provision for special repair andmaintenance
Liability for retirement benefits
Asset retirement obligations
Other
Total liabilities(Net assets)
Shareholders’ equity
Common stock
Capital surplus
Retained earnings
Treasury stock
Accumulated othercomprehensive income
Unrealized holding gain (loss)
on securities
Deferred gain (loss) onhedgesTranslation adjustments
Non-controlling interests

Total net assets
Total assets
4,634,518
5,158,196
Total liabilities and net assets
Note: The figures in “As of December 31, 2020 (Reference)” are outside the scope of audits.

81

As of
December31, 2020(Reference)

As ofDecember31, 2021

339,288
15,090175,133
12,67670,4781,415
54348,888
14,88880,49351,35098,518
1,386
200

9,351
9,496

9,400
9,444

1,475
44,116
1,293,890–
1,059,713
32,59471
577

672
82,533
1,462,897
30,0001,069,721
81,192
100
650

8,158
172,147
20,627

7,048
258,339
15,845

1,633,178

1,811,786

2,567,279
290,809674,374
1,607,524(5,428)169,261

2,680,624
290,809681,398
1,783,841(75,425)
443,441

2,091

2,640

(54,054)(16,171)

221,224
264,798

456,972
222,3443,001,339
4,634,518

3,346,409
5,158,196

[Translation for Reference Purposes Only]

Consolidated Statement of Income
Unit: millions of yen (Amounts truncated to millions of yen)Accounts

For the year ended December 31, 2020
(Reference)(January 1, 2020 to December 31,
2020)
771,046
439,852
331,194
9,074
73,648248,471

For the year ended December 31, 2021
(January 1, 2021 to December 31, 2021)

Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating income
Other income
Interest income
33,480
Dividend income
6,733
Equity in earnings of affiliates–
Gain on reversal of allowance for recoverable–
accounts under production sharing
Other
23,58863,803
Other expenses
Interest expense
19,092Equity in losses of affiliates
12,999Provision for allowance for recoverable accounts
2,566
under production sharing
Provision for exploration projects
2
Foreign exchange loss
8,209
Loss on disposal of fixed assets
99
Other11,97054,939Ordinary income
257,335
Extraordinary loss
Impairment loss
189,940
189,940
Income before income taxes
67,394
Income taxes-current
184,127
Income taxes-deferred(12,926)
171,200
Net income (loss)(103,806)
Net income (loss) attributable to non7,893
controlling interests
Net income (loss) attributable to owners of(111,699)
parentNote: The figures in “For the year ended December 31, 2020 (Reference)” are outside the scope of audits.

82

1,244,369
568,921675,448
6,445
78,346590,657
31,115
7,456
38,834
7,572
27,268112,246

13,747
–
–
–
6,709
5,966
18,852

14,170395,437
34,09445,276657,627
14,170643,457
429,532
213,924(9,123)223,048

[Translation for Reference Purposes Only]

Non-Consolidated Balance Sheet
Unit: millions of yen (Amounts truncated to millions of yen)
As ofDecember31, 2020(Reference)

As ofDecember31, 2021

763,070431
16,552
1,906
100

758,260
445
27,161
6,988
288

6,001
702
1,042
171,686

10,652
1,596
1,178
181,468

582,236

549,116(Liabilities)
Current liabilities
Accounts payable-trade
Short-term debt
Current portion of long-term debt
Lease obligations
Accounts payable-otherAccrued expenses
Income taxes payable
Advances received
Deposits payable
Deposits received fromsubsidiaries and affiliates
Provision for bonuses

26,890(44,479)

28,548(49,184)

As ofDecember31, 2020(Reference)

As ofDecember31, 2021

171,747753
89,02745,83926
14,927
2,501
685
–
820
4,952

93,293
3,549–
36,18024
15,586
2,359
1,587
0
14,743
7,502

1,200

1,168

Provision for bonuses to officers
Provision for loss on business

54
9,351

200
9,400

Asset retirement obligations
Other
Long-term liabilities
Bonds payable
Long-term debt
Lease obligations
Deferred tax liabilities
Accrued retirement benefits toemployees
Provision for stocks payment
Provision for loss on business of
subsidiaries and affiliates
Provision for loss on guaranteesof subsidiaries and affiliates
Asset retirement obligations
35,391
29,550Other
5Total liabilities
1,309(Net assets)
4,526 Shareholders’ equity
Common stock
Capital surplus
Legal capital surplus
1,979,794
Retained earnings
37,930
Other retained earnings
1,910,324
Reserve for advanced
depreciation of non-current assets
121,240
Reserve for special
depreciation
190
Mine prospecting reserve
Retained earnings brought
forward
8,992
Treasury stock
8,117 Valuation, translation(652) adjustments and others

1,171
437
770,829–708,084
118
1,063
7,375

27
961
823,591
30,000724,981
180
1,181
6,268

71
15,212100
15,602

34,89139,7983,816
195942,577

5,118
358
916,885

2,178,389
290,809
1,023,802
1,023,802
869,205
869,205
2,105

2,074,934
290,809
1,023,802
1,023,802
835,747
835,747
2,105

1,418

–

8,204
857,4778,108825,533(5,428)
1,808(75,425)
591

Unrealized holding gain on
securities
Deferred gain (loss) on hedges

2,001

2,566

(192)

(1,974)

Total net assets
Total assets
3,122,776
2,992,411
Total liabilities and net assets
Note: The figures in “As of December 31, 2020 (Reference)” are outside the scope of audits.

2,180,198
3,122,776

2,075,526
2,992,411

Accounts(Assets)
Current assets
Cash and deposits
Accounts receivable-tradeFinished goods
Work in process and partlyfinished construction
Raw materials and supplies
Advance payments-trade
Prepaid expenses
Short-term loans receivablefrom subsidiaries and affiliates
Deposit paid in subsidiaries andaffiliates
Other
Allowance for doubtful
accounts
Fixed assets
Tangible fixed assets
Buildings
Structures
Wells
Machinery and equipment
VehiclesTools, furniture and fixtures
Land
Leased assets
Construction in progress
Intangible assets
Goodwill
Mining right
SoftwareOther

2,359,705
224,872
13,762
147,800
64
44,04823876
16,396136
1,763
40,94536,502
5
1,114
3,323

Investments and other assets
Investment securities
Investments in stock ofsubsidiaries and affiliates
Long-term loans receivablefrom subsidiaries and affiliates
Long-term prepaid expenses

2,093,887
53,3892,021,540

Deferred tax assets
Other
Allowance for doubtful
accounts
Allowance for investments in
exploration

4,343
8,247
(600)

117,124
118(110,276)

Accounts

2,234,151
218,964
15,677
141,420455
41,352
16784
16,456190
2,610(106,348)

83

[Translation for Reference Purposes Only]

Non-Consolidated Statement of Income
Unit: millions of yen (Amounts truncated to millions of yen)Accounts

For the year ended December 31, 2020
For the year ended December 31, 2021
(Reference)(January 1, 2021 to December 31, 2021)(January 1, 2020 to December 31, 2020)
127,676
154,773
99,570111,481
28,10643,291486
134
31,39235,249(3,772)
7,907

Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating income (loss)
Other income
Interest Income
13,069Dividend income
32,476
Gain on sales of investment securities–
Gain on sales of stocks of subsidiaries and–affiliates
Guarantee commission received
9,043
Foreign exchange gain
366
Other
3,923
58,879Other expenses
Interest expenses
12,347
Loss on valuation of shares of subsidiaries and161,547
affiliates
Provision of allowance for doubtful accounts–
Provision of allowance for investment loss in
392
exploration
Provision for loss on business of subsidiaries and–affiliates
Provision for loss on guarantees of subsidiaries
6,496
and affiliates
Other
8,645
189,428
Ordinary income (loss)(134,321)
Income (loss) before income taxes(134,321)
Income taxes-current
2,057
Income taxes-deferred(5,719)(3,661)
Net income (loss)(130,660)
Note: The figures in “For the year ended December 31, 2020 (Reference)” are outside the scope of audits.

84

9,248
24,888
6,397
5,715
4,679
472
3,707

55,1108,176
19,948
5,246
551
416
4,881
10,191

4,382(4,049)49,411
13,606
13,606333
13,272

[Translation for Reference Purposes Only]<Copy of the Report of the Accounting Auditors on the Consolidated Financial Statements>

Independent Auditor’s ReportFebruary 14, 2022
The Board of Directors
INPEX CORPORATION
Ernst & Young ShinNihon LLC
Tokyo OfficeHiroaki Kosugi
Certified Public Accountant
Designated and Engagement Partner
Satoshi Takahashi
Certified Public Accountant
Designated and Engagement Partner
Takeshi Yoshida
Certified Public Accountant
Designated and Engagement Partner
Kentaro Moronuki
Certified Public Accountant
Designated and Engagement Partner
OpinionPursuant to Article 444, Paragraph 4 of the Companies Act, we have audited the accompanying consolidated
financial statements, which comprise the consolidated balance sheet, the consolidated statement of income, theconsolidated statement of changes in net assets and the notes to the consolidated financial statements of INPEXCORPORATION (the “Company”) for the fiscal year from January 1, 2021 through December 31, 2021.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, thefinancial position and results of operations of the Group, which consists of the Company and its consolidated
subsidiaries, for the period covered by the consolidated financial statements in conformity with accounting
principles generally accepted in Japan.
Basis for the Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under the auditing standards is stated in “Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements.” We are independent of the Company and its consolidated subsidiaries in accordance with the provisions
related to professional ethics in Japan, and are fulfilling other ethical responsibilities as an auditor. We believe that
we have obtained sufficient and appropriate audit evidence to provide a basis for our audit opinion.
Responsibilities of Management, Audit & Supervisory Board Members and the Audit & Supervisory Board for theConsolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements inaccordance with accounting principles generally accepted in Japan, and for designing and operating such internal
control as management determines is necessary to enable the presentation and fair presentation of the consolidated
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing whether it is appropriate
to prepare the consolidated financial statements in accordance with the premise of a going concern, and fordisclosing matters relating to going concern when it is required to do so in accordance with accounting principles
85

[Translation for Reference Purposes Only]
generally accepted in Japan.
Audit & Supervisory Board Members and the Audit & Supervisory Board are responsible for monitoring theexecution of Directors’ duties related to designing and operating the financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our responsibilities are to obtain reasonable assurance about whether the consolidated financial statements as awhole are free from material misstatement, whether due to fraud or error, and to express an opinion on the
consolidated financial statements from an independent standpoint in an audit report, based on our audit.
Misstatements can occur as a result of fraud or error, and are deemed material if they can be reasonably expected
to, either individually or collectively, influence the decisions of users taken on the basis of the consolidated financial
statements.
We make professional judgment in the audit process in accordance with auditing standards generally accepted inJapan, and perform the following while maintaining professional skepticism.
•
Identify and assess the risks of material misstatement, whether due to fraud or error. Design and implement
audit procedures to address the risks of material misstatement. The audit procedures shall be selected andapplied as determined by the auditor. In addition, sufficient and appropriate audit evidence shall be obtained
to provide a basis for the audit opinion.
•
In making those risk assessments, the auditor considers internal control relevant to the entity’s audit in orderto design audit procedures that are appropriate in the circumstances, although the purpose of the audit of theconsolidated financial statements is not to express an opinion on the effectiveness of the entity’s internal
control.
•
Assess the appropriateness of accounting policies adopted by management and the method of theirapplication, as well as the reasonableness of accounting estimates made by management and the adequacyof related notes.
•
Determine whether it is appropriate for management to prepare the consolidated financial statements on thepremise of a going concern and, based on the audit evidence obtained, determine whether there is asignificant uncertainty in regard to events or conditions that may cast significant doubt on the entity’s ability
to continue as a going concern. If there is a significant uncertainty concerning the premise of a going
concern, the auditor is required to call attention to the notes to the consolidated financial statements in theaudit report, or if the notes to the consolidated financial statements pertaining to the significant uncertainty
are inappropriate, issue a modified opinion on the consolidated financial statements. While the conclusionsof the auditor are based on the audit evidence obtained up to the date of the audit report, depending on
future events or conditions, an entity may be unable to continue as a going concern.
•
Besides assessing whether the presentation of and notes to the consolidated financial statements are inaccordance with accounting principles generally accepted in Japan, assess the presentation, structure, andcontent of the consolidated financial statements including related notes, and whether the consolidated
financial statements fairly present the transactions and accounting events on which they are based.
•
Obtain sufficient and appropriate audit evidence regarding the financial information of the Company and its
consolidated subsidiaries in order to express an opinion on the consolidated financial statements. The
auditor is responsible for instructing, supervising, and implementing the audit of the consolidated financial
statements, and is solely responsible for the audit opinion.
The auditor reports to Audit & Supervisory Board Members and the Audit & Supervisory Board regarding the scope
and timing of implementation of the planned audit, material audit findings including material weaknesses in internal
control identified in the course of the audit, and other matters required under the auditing standards.
The auditor reports to Audit & Supervisory Board Members and the Audit & Supervisory Board regarding theobservance of provisions related to professional ethics in Japan as well as matters that are reasonably considered tohave an impact on the auditor’s independence and any safeguards that are in place to reduce or eliminate obstacles.
Interest
Our firm and engagement partners have no interests in the Company or its consolidated subsidiaries requiring
disclosure under the provisions of the Certified Public Accountants Act of Japan.

86

[Translation for Reference Purposes Only]<Copy of the Report of the Accounting Auditors on the Non-Consolidated Financial Statements>

Independent Auditor’s ReportFebruary 14, 2022
The Board of Directors
INPEX CORPORATION
Ernst & Young ShinNihon LLC
Tokyo OfficeHiroaki Kosugi
Certified Public Accountant
Designated and Engagement Partner
Satoshi Takahashi
Certified Public Accountant
Designated and Engagement Partner
Takeshi Yoshida
Certified Public Accountant
Designated and Engagement Partner
Kentaro Moronuki
Certified Public Accountant
Designated and Engagement Partner
OpinionPursuant to Article 436, Paragraph 2, Item 1 of the Companies Act, we have audited the accompanying financial
statements, which comprise the balance sheet, the statement of income, the statement of changes in net assets, thenotes to the financial statements and the accompanying supplementary schedules of INPEX CORPORATION (the“Company”) for the 16th fiscal year from January 1, 2021 through December 31, 2021.
In our opinion, the financial statements and the accompanying supplementary schedules referred to above present
fairly, in all material respects, the financial position of the Company as of December 31, 2021, and the results of its
operations for the year then ended in conformity with accounting principles generally accepted in Japan.
Basis for the Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under the auditing standards is stated in “Auditor’s Responsibilities for the Audit of the Financial Statements andthe Accompanying Supplementary Schedules.” We are independent of the Company in accordance with theprovisions related to professional ethics in Japan, and are fulfilling other ethical responsibilities as an auditor. We
believe that we have obtained sufficient and appropriate audit evidence to provide a basis for our audit opinion.
Responsibilities of Management, Audit & Supervisory Board Members and the Audit & Supervisory Board for the
Financial Statements and the Accompanying Supplementary Schedules
Management is responsible for the preparation and fair presentation of the financial statements and theaccompanying supplementary schedules in accordance with accounting principles generally accepted in Japan, andfor designing and operating such internal control as management determines is necessary to enable the preparationand fair presentation of the financial statements and the accompanying supplementary schedules that are free frommaterial misstatement, whether due to fraud or error.
In preparing the financial statements and the accompanying supplementary schedules, management is responsible
for assessing whether it is appropriate to prepare the financial statements and the accompanying supplementaryschedules in accordance with the premise of a going concern, and for disclosing matters relating to going concern
87[Translation for Reference Purposes Only]
when it is required to do so in accordance with accounting principles generally accepted in Japan.
Audit & Supervisory Board Members and the Audit & Supervisory Board are responsible for monitoring theexecution of Directors’ duties related to designing and operating the financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements and the Accompanying Supplementary
Schedules
Our responsibilities are to obtain reasonable assurance about whether the financial statements and the accompanying
supplementary schedules as a whole are free from material misstatement, whether due to fraud or error, and to
express an opinion on the financial statements and the accompanying supplementary schedules from an independent
standpoint in an audit report, based on our audit. Misstatements can occur as a result of fraud or error, and are
deemed material if they can be reasonably expected to, either individually or collectively, influence the decisions ofusers taken on the basis of the financial statements and the accompanying supplementary schedules.
We make professional judgment in the audit process in accordance with auditing standards generally accepted inJapan, and perform the following while maintaining professional skepticism.
•
Identify and assess the risks of material misstatement, whether due to fraud or error. Design and implement
audit procedures to address the risks of material misstatement. The audit procedures shall be selected andapplied as determined by the auditor. In addition, sufficient and appropriate audit evidence shall be obtained
to provide a basis for the audit opinion.
•
In making those risk assessments, the auditor considers internal control relevant to the entity’s audit in orderto design audit procedures that are appropriate in the circumstances, although the purpose of the audit of thefinancial statements and the accompanying supplementary schedules is not to express an opinion on theeffectiveness of the entity’s internal control.
•
Assess the appropriateness of accounting policies adopted by management and the method of theirapplication, as well as the reasonableness of accounting estimates made by management and the adequacyof related notes.
•
Determine whether it is appropriate for management to prepare the financial statements and theaccompanying supplementary schedules on the premise of a going concern and, based on the audit evidence
obtained, determine whether there is a significant uncertainty in regard to events or conditions that may castsignificant doubt on the entity’s ability to continue as a going concern. If there is a significant uncertainty
concerning the premise of a going concern, the auditor is required to call attention to the notes to thefinancial statements and the accompanying supplementary schedules in the audit report, or if the notes to thefinancial statements and the accompanying supplementary schedules pertaining to the significant
uncertainty are inappropriate, issue a modified opinion on the financial statements and the accompanying
supplementary schedules. While the conclusions of the auditor are based on the audit evidence obtained up
to the date of the audit report, depending on future events or conditions, an entity may be unable to continue
as a going concern.
•
Besides assessing whether the presentation of and notes to the financial statements and the accompanying
supplementary schedules are in accordance with accounting principles generally accepted in Japan, assess
the presentation, structure, and content of the financial statements and the accompanying supplementaryschedules including related notes, and whether the financial statements and the accompanying
supplementary schedules fairly present the transactions and accounting events on which they are based.
The auditor reports to Audit & Supervisory Board Members and the Audit & Supervisory Board regarding the scope
and timing of implementation of the planned audit, material audit findings including material weaknesses in internal
control identified in the course of the audit, and other matters required under the auditing standards.
The auditor reports to Audit & Supervisory Board Members and the Audit & Supervisory Board regarding theobservance of provisions related to professional ethics in Japan as well as matters that are reasonably considered tohave an impact on the auditor’s independence and any safeguards that are in place to reduce or eliminate obstacles.
Interest
Our firm and engagement partners have no interests in the Company requiring disclosure under the provisions of
the Certified Public Accountants Act of Japan.

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[Translation for Reference Purposes Only]<Certified Copy of the Audit Report of the Audit & Supervisory Board>

Audit Report
With respect to the Directors’ performance of their duties during the 16th business year (from January 1, 2021 to
December 31, 2021), the Audit & Supervisory Board of the Company deliberated based on the audit report madeby each Audit & Supervisory Board Member and has prepared this audit report, and hereby report as follows:
1. Method and Contents of Audit by Audit & Supervisory Board Members and the Audit & Supervisory Board
The Audit & Supervisory Board has established the audit plan including the audit policies, audit method,
assignment of duties, etc., and received a report from each Audit & Supervisory Board Member regarding thestatus of implementation of their audits and results thereof. In addition, the Audit & Supervisory Board hasreceived reports from the Directors, etc., and the accounting auditor regarding the status of performance of theirduties, and requested explanations as necessary.
In conformity with the Audit & Supervisory Board Member auditing standards established by the Audit &Supervisory Board, and in accordance with the audit plan, each Audit & Supervisory Board Member endeavoredto facilitate a mutual understanding with the Directors, the internal audit division and other employees, etc.;
endeavored to collect information and maintain and improve the audit environment; attended the meetings ofthe Board of Directors and other important meetings; received reports on the status of performance of duties
from the Directors and other employees, etc., and requested explanations as necessary; examined important
approval/decision documents; and inspected the status of the corporate affairs and assets at the Head Office andmajor business sites. Also, each Audit & Supervisory Board Member received reports from Directors andemployees, etc. on the status of developments and operations concerning the contents of the Board of Directors’
resolutions regarding the development and maintenance of the system to ensure that the Directors’ performanceof their duties as stated in the business reports complied with all laws, regulations and the Articles ofIncorporation of the company and other systems that are set forth in Article 100, paragraphs 1 and 3 of theOrdinance for Enforcement of the Companies Act of Japan as being necessary for ensuring the appropriatenessof the corporate affairs of a stock company and of a group of companies consisting of the company and its
subsidiaries and/or affiliates, and the systems (internal control systems) based on such resolutions; and, requested
explanations as necessary and expressed its opinion. Furthermore, each Audit & Supervisory Board Member
received periodic reports from the Directors, etc. and Ernst & Young ShinNihon LLC concerning the evaluation
and audit of the internal controls relating to financial reporting, and requested explanations as necessary. The
contents of the basic policies set forth in Article 118, item 3, sub-item (a) of the Ordinance for Enforcement of
the Companies Act of Japan and undertakings set forth in the same item 3, sub-item (b) of said article, as
described in the business report, were also considered in light of the circumstances, etc. of deliberations by the
Board of Directors and other bodies. With respect to the subsidiaries, each Audit & Supervisory Board Member
endeavored to facilitate a mutual understanding and exchanged information with the Directors and Audit &Supervisory Board Members, etc. of each subsidiary and received from subsidiaries reports on their respective
business as necessary. Based on the above-described methods, each Audit & Supervisory Board Member
examined the business report and annexed specifications for the business year under consideration.
In addition, each Audit & Supervisory Board Member monitored and verified whether the accounting auditor
maintained its independence and properly conducted its audit, received a report from the accounting auditor on
the status of its performance of duties, and requested explanations as necessary. Each Audit & Supervisory Board
Member was notified by the accounting auditor that it had established a “system to ensure that the performanceof the duties of the accounting auditor was properly conducted” (the matters listed in the items of Article 131 of
the Company Accounting Regulations) in accordance with the “Quality Control Standards for Audits” (BusinessAccounting Council on October 28, 2005), and requested explanations as necessary. Based on the abovedescribed methods, each Audit & Supervisory Board Member examined the non-consolidated financial
statements (balance sheet, profit and loss statement, shareholders’ equity variation statement, and schedule ofindividual notes) and the annexed specifications thereto, as well as the consolidated financial statements(consolidated balance sheet, consolidated profit and loss statement, consolidated shareholders’ equity variation
statement, and schedule of consolidated notes), for the business year under consideration.

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[Translation for Reference Purposes Only]
2. Results of Audit(1) Results of Audit of Business Report, etc.
(i) 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.
(ii) 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 found with respect to the Directors’ performance of theirduties.
(iii) We acknowledge that the Board of Directors’ resolutions with respect to the internal control systems areappropriate. We did not find any matter to be mentioned with respect to the contents of the statement in thebusiness reports and the Directors’ performance of their duties concerning the internal control systems. In
addition, with respect to internal controls over financial reporting, at the time of preparation of this audit
report, we received a report from both the Directors, etc., and Ernst & Young ShinNihon LLC that statesthat the said controls were effective.
(iv) We did not find any matter to be mentioned with respect to the basic policies, described in the business
report, concerning control of the corporation. Undertakings, described in the business report, set forth in
Article 118, item 3, sub-item (b) of the Ordinance for Enforcement of the Companies Act of Japan are inline with the basic policies, do not impair the common interests of the Company’s shareholders, and are notdirected to the purpose of maintaining the status of the Company’s officers.
(2) Results of Audit of Non-consolidated Financial Statements and their Annexed Specifications
We acknowledge that the methods and results of audit performed by the accounting auditor, Ernst & Young
ShinNihon LLC, are appropriate.
(3) Results of Audit of Consolidated Financial Statements
We acknowledge that the methods and results of audit performed by the accounting auditor, Ernst & Young
ShinNihon LLC, are appropriate.
February 14, 2022
The Audit & Supervisory Board, INPEX Corporation
Full-time Audit & Supervisory Board Member:
Full-time Audit & Supervisory Board Member (Outside):
Full-time Audit & Supervisory Board Member (Outside):
Outside Audit & Supervisory Board Member:
Outside Audit & Supervisory Board Member:

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Noboru Himata (Seal)
Hideyuki Toyama (Seal)
Shinya Miyake (Seal)
Mitsuru Akiyoshi (Seal)
Hiroko Kiba (Seal)