These documents are partial translations of the Japanese originals for reference purposes only.
In the event of any discrepancy between these translated documents and the Japanese originals, the originals
shall prevail. The Bank assumes no responsibility for these translations or for direct, indirect or any otherforms of damage arising from the translations.

(Securities Code: 8358)
June 3, 2024
(Date of commencement of electronic provision measures: May 27, 2024)
To Shareholders:
Kosuke Kato
Director and President
Suruga Bank Ltd.
23 Toriyoko-cho, Numazu City,
Shizuoka, JapanNOTICE OF CONVOCATION OF
THE 213TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
We wish to inform you that the 213th Annual General Meeting of Shareholders of Suruga Bank Ltd. (the“Bank”) will be held as described below.
When convening this General Meeting of Shareholders, the Bank has taken measures for providing
information in electronic format (the “electronic provision measures”) and has posted matters subject to theelectronic provision measures on the Bank’s website as set forth below.
[The Bank’s website]
https://www.surugabank.co.jp/surugabank/common/english/shareholders/
In addition to the above, the Bank also has posted this information on the following website on the Internet.
[Tokyo Stock Exchange (TSE) website (Listed Company Search)]https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
To view the information, please access the above website, input the Bank’s name (Suruga Bank) or securities
code (8358), and click on “Search,” and then click on “Basic information” and select “Documents for public
inspection/PR information.”
There will be sufficient seating capacity at the Meeting venue, but we recommend prior registration forattending the Meeting to alleviate congestion in front of the Meeting venue and for us to know in advance thenumber of shareholders who wish to attend the Meeting. While shareholders without prior registration may
attend the Meeting, shareholders with prior registration will have priority should there be a shortage of seats.
Accordingly, for shareholders who wish to attend this General Meeting of Shareholders, please register inadvance via the Internet.
If you do not attend the Meeting, you may exercise your voting rights via the Internet or in writing. Please
review the Reference Documents for the General Meeting of Shareholders contained in the matters subject tothe electronic provision measures and exercise your voting rights no later than 5:00 p.m. (JST) on Tuesday, June25, 2024.
Exercise of Voting Rights in Writing
Please indicate your approval or disapproval for each of the proposals on the enclosed Voting Rights Exercise
Form and return it so that it will reach the Bank by the aforementioned voting deadline.

1

Exercise of Voting Rights via the Internet, etc.
Please access the Bank’s designated website for the exercise of voting rights (https://www.e-sokai.jp) using
the “Voting Rights Exercise Code” and “Password” shown on the enclosed Voting Rights Exercise Form,follow the on-screen guidance, and enter your approval or disapproval for each of the proposals.
Please refer to the “Information on Exercising Voting Rights via the Internet, etc.” on pages 5 through 6
when voting via the Internet, etc. and exercise your voting rights by the aforementioned deadline.
1. Date and Time:

Wednesday, June 26, 2024 at 10:00 a.m. Japan Standard Time
(Reception opens at 9:00 a.m.)

2. Place:

Convention Hall A, 1F,
Plaza Verde1-1-4 Otemachi, Numazu City, Shizuoka, Japan

3. Meeting Agenda:
Matters to be reported: (1) The Business Report and Consolidated Financial Statements for the Bank’s
213th Fiscal Year (from April 1, 2023 to March 31, 2024) and the results ofaudits of the Consolidated Financial Statements by the Accounting Auditor
and the Audit and Supervisory Committee(2) Non-consolidated Financial Statements for the Bank’s 213th Fiscal Year (from
April 1, 2023 to March 31, 2024)
Proposals to be resolved:<Matters proposed by the Bank (Proposals No. 1 and No. 2)>
Proposal No. 1: Partial Amendment to the Articles of Incorporation
Proposal No. 2: Election of Seven (7) Directors (Excluding Directors Who Are Audit andSupervisory Committee Members)<Matters proposed by shareholders (5 shareholders, number of voting rights: 302) (Proposals No. 3
through No. 12)>
Proposal No. 3: Partial Amendment to the Articles of Incorporation (Regarding Emphasizing
Dialogue with Shareholders)
Proposal No. 4: Partial Amendment to the Articles of Incorporation (Regarding Disclosures ofFees and Setting Deadline for Issues Relating to Fraudulent Loan)
Proposal No. 5: Partial Amendment to the Articles of Incorporation (Regarding Reinvestigationof All Investment Real Estate Loans)
Proposal No. 6: Partial Amendment to the Articles of Incorporation (Regarding Returning the
Kickbacks the Bank’s Employees Received from Real Estate Agents)
Proposal No. 7: Partial Amendment to the Articles of Incorporation (Regarding Mandatory
Verification of Original Financial Asset Verification Documents)
Proposal No. 8: Partial Amendment to the Articles of Incorporation (Regarding theEstablishment of the Third-Party Audit Committee on Business Alliance with
Credit Saison)
Proposal No. 9: Deletion of Article 33 of the Articles of Incorporation (Regarding Decisionmaking Organ for Dividends of Surplus, etc.)
Proposal No. 10: Partial Amendment to the Articles of Incorporation (Regarding Audit andSupervisory Committee's Obligation to Disclose Information)
Proposal No. 11: Partial Amendment to the Articles of Incorporation (Regarding the Individual
Disclosure of Executive Compensation)
Proposal No. 12: Partial Amendment to the Articles of Incorporation (Regarding Disclosure of
Customer Comments)<Matters proposed by shareholders (311 shareholders, number of voting rights: 568) (Proposals No.
13 through No. 22)>
Proposal No. 13: Amendment to Article 4 of the Articles of Incorporation (Regarding theTransition to Company with a Nominating Committee)
Proposal No. 14: Partial Amendment to the Articles of Incorporation (Regarding Live Coverageof the General Meeting of Shareholders and Posting of Video)
Proposal No. 15: Dismissal of Accounting Auditor
Proposal No. 16: Partial Amendment to the Articles of Incorporation (Regarding Temporary
Suspension of a Post-Retirement Delivery-Type Stock Remuneration)2

Proposal No. 17: Partial Amendment to the Articles of Incorporation (Regarding Placing a Cap on
the Collateral Valuation for Investment Real Estate Loans)
Proposal No. 18: Partial Amendment to the Articles of Incorporation (Regarding the Name
Change of “Office to Support Customer Owners of Share Houses and Others”)
Proposal No. 19: Partial Amendment to the Articles of Incorporation (Regarding the Disclosure of
the Reason the Business Improvement Order by the Financial Services Agency
Has Not Been Lifted)
Proposal No. 20: Partial Amendment to the Articles of Incorporation (Regarding the Consistency
between the Results of Third-Party Committee Investigations and the Bank’s
Announcements (IR Materials))
Proposal No. 21: Partial Amendment to the Articles of Incorporation (Regarding Prohibition of
Remittance Requests Based on a Request Form That is Not in the AccountHolder’s Handwriting)
Proposal No. 22: Partial Amendment to the Articles of Incorporation (Regarding theEstablishment of “Fraudulent Loan Reflection Center” and “Business
Improvement Order Day”)
Proposals No. 3 through No. 22 are proposals made by shareholders; the Board of Directors
opposes each of the above shareholder proposals.
4. Information on Convocation:(1) If you choose to exercise your voting rights in writing and do not indicate your approval or disapproval
for each of the proposals on the Voting Rights Exercise Form returned to the Bank, you will be deemed
to have indicated approval for the Bank’s proposals and disapproval of shareholder proposals.
(2) Proposal No. 1, the Bank’s proposal, and Proposal No. 9, the shareholders’ proposal, are at odds witheach other. Please note that voting in favor of both proposals will invalidate the exercise of voting rights
for Proposals No. 1 and No. 9.
(3) If you exercise your voting rights in writing in duplicate, the last Voting Rights Exercise Form to reachthe Bank will be deemed to be valid.
(4) If you exercise your voting rights both in writing and via the Internet, etc., your exercise via the Internet,
etc. will be deemed to be valid. In addition, if you exercise your voting rights multiple times via theInternet, etc., your last exercise will be deemed to be valid.
(5) If you intend to engage in split voting, you are required to notify the Bank indicating your intention to
engage in split voting and the reasons for the split voting at least three days prior to the General Meetingof Shareholders.
◎◎◎

In accordance with laws and regulations and Article 16, Paragraph 2 of the Articles of Incorporation of theBank, the following matters are not included in the documents sent to shareholders who have requested thedelivery of such documents:(1) Matters relating to Subscription Rights to Shares of the Bank, (2) Consolidated Statement of
Shareholders’ Equity, (3) the Notes to the Consolidated Financial Statements, (4) Non-consolidated
Statement of Shareholders’ Equity, and (5) the Notes to the Non-consolidated Financial Statements.
Accordingly, the Business Report, the Consolidated Financial Statements, and the Non-consolidated
Financial Statements, which have been audited by the Accounting Auditor and the Audit and Supervisory
Committee, are comprised of not only the documents referred to in the documents stating the matterssubject to the electronic provision measures, but also the items listed in (1) through (5) above posted oneach website.
Any revisions to the matters subject to the electronic provision measures will be posted on the relevant
website(s).
Exercise of voting rights by proxy is permitted, provided that another shareholder with voting rights isdesignated as a proxy, in accordance with Article 18 of the Articles of Incorporation of the Bank. A
shareholder may designate one proxy. To enable exercise of voting rights by proxy, a document evidencing
the proxy’s power of representation must be submitted.

3

To shareholders attending the meeting◎ When attending the meeting, please submit or present the enclosed Voting Rights Exercise Form and, in

addition, for shareholders with prior registration, either a printed-out copy of the “Notice of Seat Number”
sent by e-mail or such Notice on a smartphone screen at the reception desk.
◎ We would appreciate it if you could bring these reference documents with you to the meeting.
◎ Please refrain from photographing and/or recording using a camera, smartphone, feature phone, etc. Pleasealso refrain from talking or texting on a smartphone, feature phone, etc., including before and after the
opening of the meeting.
◎ Please note that we no longer hand out gifts to shareholders attending the meeting and have not done so sincethe 206th Annual General Meeting of Shareholders.

4Information on Exercising Voting Rights via the Internet, etc.
Voting rights can be exercised via the Internet by accessing the website for the exercise of voting rights
designated by the Bank indicated below. You are cordially requested to exercise your voting rights by the voting
deadline to facilitate the timely recording of votes.
Voting deadline
5:00 p.m. (JST) on Tuesday, June 25, 2024
Website for the exercise of voting rights
https://www.e-sokai.jp
About Smart Exercise
Please scan the “QR Code for Login to the Website for the Exercise of Voting Rights by Smartphone” printed
on the enclosed Voting Rights Exercise Form, and you will be able to access the website without entering the
Voting Rights Exercise Code or the Password.
*You can exercise your voting rights by “Smart Exercise” only once.
For details, please refer to the enclosed leaflet (in Japanese).
Notes> The website for the exercise of voting rights is not accessible via the Internet from mobile phones except
for certain mobile phone terminals (smartphones, etc.).
> All charges required for accessing the website for the exercise of voting rights, such as service charge by
the Internet service provider and communication fees charged by carriers (telephone charges, etc.), shallbe borne by shareholders.
> The Password is a means to identify the voter is the shareholder. You are requested to keep the Password
safely until the closure of this General Meeting of Shareholders. Please note that we are unable to respondto any inquiries about the Voting Rights Exercise Code or the Password.
Procedures to Access the Website for the Exercise of Voting Rights
1. Access the website for the exercise of voting rights
Click “Proceed.”
2. Log inEnter the “Voting Rights Exercise Code” indicated at lower left on the Voting Rights Exercise Form andclick “Log in.”
3. Enter the Password
Enter the “Password” indicated on the Voting Rights Exercise Form and click “Proceed.”
Then, follow the instructions on the screen and indicate your vote for or against each proposal.
Inquiries regarding the Exercise of Voting Rights via the Internet
If you have any inquiries about the exercise of voting rights via the Internet, please call the following
number.
 Transfer agent: Agency Department, JAPAN SECURITIES AGENTS, LTD.
 Web support direct line: 0120-707-743 (toll-free in Japan)
 Business hours: Open from 9:00 a.m. to 9:00 p.m. (including Saturdays, Sundays, and national holidays)
For institutional investors
By applying in advance to use the Electronic Voting Platform for Institutional Investors managed by ICJ
Inc., a company jointly established by the Tokyo Stock Exchange, Inc. and other entities, management trustbanks and other nominee shareholders (including standing proxies) are able to use the platform as analternative to the method for exercising the voting rights via the Internet described above.

5

Reference Documents for the General Meeting of Shareholders
Proposals and References
Matters proposed by the Bank (Proposals No. 1 and No. 2)
Proposal No. 1 and Proposal No. 2 are matters proposed by the Bank.
Proposal No. 1: Partial Amendment to the Articles of Incorporation
1. Reasons for the amendment
This proposal is to amend the Articles of Incorporation regarding the decision-making on dividends ofsurplus, etc., so that while the Board of Directors will continue to have authority over the matter,shareholders may make decisions at the General Meeting of Shareholders if they so propose.
The Bank stipulates in its Articles of Incorporation that decisions pertaining to dividends on surplus
and related matters shall be made by a resolution of the Board of Directors, rather than the General Meetingof Shareholders. This is based on our belief that, given that the Bank is required to comply with financial
regulations, it is in the best interest of shareholders over the medium- to long-term to have the Board of
Directors, with its high level of expertise, decide on the dividends of surplus, etc. to enhance shareholder
returns while increasing its capital adequacy ratio.
On the other hand, when faced with changes in the Bank’s business environment including clearer
regulatory frameworks, better capital adequacy of the Bank, and a deeper interest of shareholders towardsustainable enhancement of corporate value from diverse perspectives, we believe engaging in constructive
dialogue with our shareholders has become more important than ever on topics such as how we use ourcapital, including allocating to increase shareholder returns or for future growth. Our proposal to amend
the Articles of Incorporation takes into account all of these situations.
2. Details of the amendment
The details of the amendments are as follows (underlines indicate amended section).
Current Articles of Incorporation(Decision-Making Organ for Dividends of Surplus,
Etc.)
Article 33.
The Bank shall determine the matters listed in each
item of Article 459, Paragraph 1 of the Companies
Act, including dividends of surplus, by a resolution of
the Board of Directors, without a resolution of theGeneral Meeting of Shareholders, unless otherwise
provided by laws and regulations.

Proposed amendment(Decision-Making Organ for Dividends of Surplus,
Etc.)
Article 33.
The Bank may determine the matters listed in each
item of Article 459, Paragraph 1 of the Companies
Act, including dividends of surplus, by a resolutionof the Board of Directors, unless otherwise provided
by laws and regulations.

6

Proposal No. 2: Election of Seven (7) Directors (Excluding Directors Who Are Audit and Supervisory
Committee Members)
The terms of office of all seven (7) Directors (excluding Directors who are Audit and Supervisory
Committee Members; hereinafter the same applies in this Proposal) will expire at the conclusion of this Annual
General Meeting of Shareholders. Accordingly, the Bank proposes to elect seven (7) Directors.
Nominations of the candidates for Directors were determined by the Board of Directors based on therecommendation by the Nomination and Compensation Committee, an optional committee chaired by an
Independent Outside Director and with Independent Outside Directors constituting a majority of the members.
The Audit and Supervisory Committee examined this proposal, and identified no special matters on which theCommittee should state its opinions at the General Meeting of Shareholders in accordance with the provisionsof the Companies Act.
The candidates for Directors are as follows:
Attendance at
Positions and responsibilities
Board ofNo.
Candidate attributes
Nameat the Bank
Directors’
meetings
Reelection
17/17
1
Representative Director and President
Kosuke Kato
Male
(100%)
Representative Director
Senior Managing Executive Officer
Reelection
17/17
2
Tomoki Toya
General Manager of Community Bank
Male
(100%)
Division
Director
Senior Managing Executive Officer
Reelection
17/17
3
Tomoaki Tsutsumi
General Manager of Credit Division andMale(100%)
CCO
Director
Managing Executive Officer
Reelection
17/17
4
Takeshi Miyajima
General Manager of IT & Operations
Male(100%)
Headquarters
Reelection
10/10
5
Naoki Takahashi Outside Director
Male(100%)
Reelection
Outside Director
17/17
6Outside Director
Yoriyuki Kusaki
Independent Director(100%)
Male
Reelection
Outside Director
13/13
Yukiteru
7
Outside Director
Independent Director(100%)
YamamotoMale

7Candidates for Directors

1 Kosuke Kato

Reelection / Male

Date of birth:
March 15, 1966
Attendance at Board of Directors’ meetings:
17/17 (100%)
Number of shares of the Bank held:– shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1989 Joined Nippon Life Insurance Company
Mar. 1997 Joined Boston Consulting Group
Jul. 2003 Partner, Boston Consulting Group
Jan. 2010 Senior Partner & Managing Director, Boston Consulting Group
Oct. 2013 Vice President, American Family Life Assurance Company of Columbus (currently, Aflac
Life Insurance Japan Ltd.)
Jan. 2016 Senior Vice President, American Family Life Assurance Company of Columbus(currently, Aflac Life Insurance Japan Ltd.)
Aug. 2018 Chief Executive Officer, AEGON Sony Life Insurance Co., Ltd. (currently, Sony Life
Insurance Co., Ltd.)
Jun. 2020 Representative Director and Vice President, CCO of the Bank
Responsible for General Management Planning Headquarters, Compliance Department,
Systems Department, and Market Finance Department
Jun. 2022 Representative Director and Vice President
Responsible for General Management Planning Headquarters, Solution Business
Promotion Division, and Market Finance Department
Apr. 2023 Representative Director and Vice President
Jun. 2023 Representative Director and President (current position)
Jul. 2023 Director, Credit Saison Co., Ltd. (current position)
To present
Reasons for nomination as a candidate for Director
Mr. Kosuke Kato has leveraged his experience as a corporate manager, deep financial sector
knowledge, and extensive network in implementing the second phase of the Mid-term Management
Plan and demonstrated leadership in addressing the Bank’s key management issues. Based on his
performance thus far, the Bank believes that he will continue to be indispensable in enhancing theBank’s corporate value and thus nominated him as a candidate for Director.

8

2 Tomoki Toya
Reelection / Male
Date of birth:
March 11, 1966
Attendance at Board of Directors’ meetings:
17/17 (100%)
Number of shares of the Bank held:
2,400 shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1989 Joined the Bank
Apr. 2006 General Manager of Hatano Branch
Apr. 2015 General Manager of Personal Finance Department, Customer Support DivisionJun. 2016 General Manager of Casting Department, Corporate Planning DivisionSep. 2018 Executive Officer, General Manager of Human Resources Department
Oct. 2018 Executive Officer, General Manager of Sales Division
Apr. 2019 Executive Officer, General Manager of Sales Division and General Manager ofKanagawa Community BankMay 2020 Executive Officer, General Manager of Sales DivisionJun. 2020 Director
Responsible for Sales Division and Business Administration DivisionJun. 2022 Director
Responsible for Sales Division
Apr. 2023 Director
General Manager of Community Bank
Jun. 2023 Director, Managing Executive Officer
General Manager of Community Bank
Apr. 2024 Representative Director, Senior Managing Executive Officer
General Manager of Community Bank Division (current position)
To present
Reasons for nomination as a candidate for Director
Mr. Tomoki Toya, as General Manager of the Community Bank Division, has a proven trackrecord of building quality, long-term relationships with local customers in Shizuoka andKanagawa Prefectures. Based on these achievements, the Bank judges that his customeroriented business operations will continue to be indispensable for the execution of the Bank’s
Mid-term Management Plan, and he has thus been nominated as a candidate for Director.

9

3 Tomoaki Tsutsumi
Reelection / Male
Date of birth:
November 23, 1966
Attendance at Board of Directors’ meetings:
17/17 (100%)
Number of shares of the Bank held:
3,300 shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1990 Joined the Bank
Apr. 2010 General Manager of Integrated Risk Management Department, Corporate
Planning Division
Apr. 2013 General Manager of Ito Branch
Apr. 2014 General Manager of Integrated Risk Department, Corporate Administration
Division
Apr. 2017 Executive Officer, General Manager of Credit Department
Dec. 2018 Senior Executive Officer, General Manager of Credit DivisionJun. 2019 Director, Senior Executive Officer, General Manager of Credit Division
Responsible for Credit Division, Loan Management Division, and Market
Finance Department
Jun. 2020 Managing Director
Responsible for Credit Division and Loan Management DivisionJun. 2022 Managing Director, CCO
Responsible for Credit Division, Loan Management Division, and ComplianceDepartment
Apr. 2023 Managing Director
General Manager of Credit Division and CCO
Jun. 2023 Director, Senior Managing Executive Officer
General Manager of Credit Division and CCO (current position)
To present
Reasons for nomination as a candidate for Director
Mr. Tomoaki Tsutsumi has leveraged his wealth of experience and deep insight in managing
credit risk to execute business that appropriately controls risk and return, and as CCO (Chief
Compliance Officer), he has been working to thoroughly ensure the Bank’s compliance andcustomer-oriented business operations. Based on these achievements, the Bank judges that hewill continue to be indispensable in promoting the Mid-term Management Plan, and thus
nominated him as a candidate for Director.

10

4 Takeshi Miyajima
Reelection / Male
Date of birth:
August 5, 1965
Attendance at Board of Directors’ meetings:
17/17 (100%)
Number of shares of the Bank held:– shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1989 Joined the Bank
Apr. 2005 General Manager of Yokohama Hiyoshi Branch
Apr. 2012 General Manager of Yokosuka Branch
Apr. 2015 General Manager of Quality Support Department, Customer Support Division
Apr. 2016 Executive Officer, General Manager of Quality Support Department, Customer
Support Division
Apr. 2017 Executive Officer, General Manager of Administration Division
Apr. 2018 Executive Officer, General Manager of Corporate Planning Division
Oct. 2018 Executive Officer, General Manager of Corporate Administration DivisionJun. 2021 Senior Executive Officer, General Manager of Corporate Administration
Division
Jun. 2022 Director
Responsible for Corporate Administration Division, Business Administration
Division, and Systems Department
Apr. 2023 Director
General Manager of IT & Operations Headquarters
Jun. 2023 Director, Managing Executive Officer
General Manager of IT & Operations Headquarters (current position)
To present
Reasons for nomination as a candidate for Director
Mr. Takeshi Miyajima has shown great leadership skills as General Manager of IT &Operations Headquarters to create new customer contact points using digital technology andreformed and streamlined business operations. Based on these achievements, the Bank judgesthat he will continue to be indispensable in promoting the Mid-term Management Plan, andthus nominated him as a candidate for Director.

11

5 Naoki Takahashi

Reelection / Male

Date of birth:
August 5, 1950
Attendance at Board of Directors’ meetings:
10/10 (100%)
Number of shares of the Bank held:– shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1974 Joined The Fuji Bank, Limited (currently, Mizuho Financial Group, Inc.)
Apr. 2003 Executive Officer, General Manager, Osaka Corporate Banking Division No. 2 of Mizuho
Corporate Bank, Ltd. (currently, Mizuho Bank, Ltd.)
Apr. 2004 Managing Executive Officer, Business Executive Officer of Mizuho Corporate Bank, Ltd.
Apr. 2005 Joined Credit Saison Co., Ltd. as Advisor
Jun. 2005 Managing Director, Credit Saison Co., Ltd.
Mar. 2007 General Manager, Business Strategy Division, Credit Saison Co., Ltd.
Mar. 2010 Senior Managing Director, Credit Saison Co., Ltd.
Mar. 2011 Representative, Senior Managing Director, Credit Saison Co., Ltd.
Mar. 2016 Representative, Executive Vice President, Credit Saison Co., Ltd.
Mar. 2020 Representative, Executive Vice President and CHO, Credit Saison Co., Ltd. (current
position)
Jun. 2023 Chairman of the Board, Saison Asset Management Co., Ltd. (current position)
Jun. 2023 Outside Director, Broad-minded Co., Ltd. (current position)
Jul. 2023 Outside Director of the Bank (current position)
To present
Reasons for nomination as a candidate for Director
Mr. Naoki Takahashi has a wealth of experience and a high degree of insight as Representative Directorof Credit Saison Co., Ltd., a capital and business alliance partner of the Bank. Having also served as an
executive officer of a bank, he is well-versed in banking operations as well. The Bank judges that his
supervision and advice based on his experiences and knowledge will greatly contribute to enhancing
the Bank’s corporate value, including the creation of a unique retail financial solutions businessthrough collaboration between banks and non-banks, and thus nominated him as a candidate for
Director.
Note

The Bank entered into a capital and business alliance agreement on May 18, 2023 with Credit Saison Co., Ltd. where Mr.
Naoki Takahashi serves as Representative, Executive Vice President and CHO. The ratio of voting rights held by Credit
Saison Co., Ltd. to the total number of the Bank’s voting rights stands at 18.22%. No special interest exists between Mr.
Naoki Takahashi and the Bank.

12

6 Yoriyuki Kusaki

Reelection / Outside Director / Independent Director / Male
Date of birth:
March 31, 1958
Attendance at Board of Directors’ meetings:
17/17 (100%)
Number of shares of the Bank held:– shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1980 Joined Daiwa Securities Co. Ltd.
May 2004 Senior Managing Director, Daiwa Securities SMBC Co. Ltd.
Apr. 2007 Executive Managing Director, Daiwa Securities SMBC Co. Ltd.
Apr. 2009 Senior Executive Managing Director, Head of Sales Division of Daiwa
Securities Co. Ltd.
Apr. 2012 Representative Director and Deputy President, Head of Sales Division of Daiwa
Securities Co. Ltd.;
Corporate Executive Officer, Deputy President, Deputy Head of Retail of Daiwa
Securities Group Inc.
Apr. 2016 President and Representative Director of Daiwa Institute of Research Holdings
Ltd.;
President and Representative Director of Daiwa Institute of Research Ltd.;
President and Representative Director of Daiwa Institute of Research Business
Innovation Ltd.;
Executive Vice President in charge of Thinktanks of Daiwa Securities GroupInc.
Apr. 2020 Adviser of Daiwa Institute of Research Holdings Ltd. (currently, Daiwa Instituteof Research Ltd.)
Jun. 2020 Outside Director of the Bank (current position)
To present
Reasons for nomination as a candidate for Outside Director and a summary of expectedroles
Mr. Yoriyuki Kusaki, as an Outside Director and Chairperson of the Nomination andCompensation Committee, has demonstrated a wealth of experience, deep insight, andprowess as a management executive, and the Bank judges that receiving supervision andadvice based on his knowledge will continue to contribute to enhancing the Bank’s corporate
value, and thus nominated him as a candidate for Outside Director.
Notes

1. No special interest exists between Mr. Yoriyuki Kusaki and the Bank.
2. Mr. Yoriyuki Kusaki is a candidate for Outside Director as provided for in Article 2, Paragraph 3, Item 7 of theOrdinance for Enforcement of the Companies Act and satisfies the Bank’s criteria for independence of outside
directors. Mr. Yoriyuki Kusaki is an independent director as provided for by the Tokyo Stock Exchange, Inc. and the
Bank has registered him as an independent director with the same Exchange. The Bank has no transactions with Mr.
Yoriyuki Kusaki.
3. Mr. Yoriyuki Kusaki will have served as Outside Director of the Bank for four (4) years upon the conclusion of thisAnnual General Meeting of Shareholders.

13

7 Yukiteru Yamamoto

Reelection / Outside Director / Independent Director / Male
Date of birth:
June 3, 1953
Attendance at Board of Directors’ meetings:
13/13 (100%)
Number of shares of the Bank held:– shares
Career summary, positions, responsibilities and significant concurrent positions
Apr. 1977 Joined Mitsui Mutual Life Insurance Company (currently, TAIJU LIFE INSURANCECOMPANY LIMITED)
Apr. 2004 Executive Officer and General Manager of General Affairs and Personnel Division, of
Mitsui Life Insurance Company
Apr. 2006 Managing Executive Officer, Mitsui Life Insurance Company
Jun. 2008 Director & Managing Executive Officer, Mitsui Life Insurance Company
Jul. 2008 Director, Japan Association for Financial Planners
Apr. 2009 Representative Director & President and Chief Executive Officer, Mitsui Life Insurance
Company
Jun. 2013 Special Advisor, Mitsui Life Insurance Company
Jun. 2014 Outside Director, Sanki Engineering Co., Ltd.
Jul. 2014 Managing Director, Japan Association for Financial Planners
Apr. 2015 Advisor, Mitsui Life Insurance Company
Jul. 2016 Senior Managing Director, Japan Association for Financial Planners (current position)
Jun. 2020 Outside Director & Chairman of the Board of Directors, Sanki Engineering Co., Ltd.
(current position)
Jun. 2023 Outside Director of the Bank (current position)
To present
Reasons for nomination as a candidate for Outside Director and a summary of expected roles
In addition to his wealth of experience and extensive network as a manager of a financial institution,
Mr. Yukiteru Yamamoto is also well-versed in the fields of human resources and labor affairs. The Bank
judges that receiving advice and supervision on important management issues based on his knowledge
will contribute to enhancing the Bank’s corporate value, and thus nominated him as a candidate for
Outside Director.
Notes

1. No special interest exists between Mr. Yukiteru Yamamoto and the Bank.
2. Mr. Yukiteru Yamamoto is a candidate for Outside Director as provided for in Article 2, Paragraph 3, Item 7 of theOrdinance for Enforcement of the Companies Act and satisfies the Bank’s criteria for independence of outside
directors. Mr. Yukiteru Yamamoto is an independent director as provided for by the Tokyo Stock Exchange, Inc. andthe Bank has registered him as an independent director with the same Exchange. The Bank has no transactions with
Mr. Yukiteru Yamamoto.
3. Mr. Yukiteru Yamamoto will have served as Outside Director of the Bank for one (1) year upon the conclusion ofthis Annual General Meeting of Shareholders.

Notes - The Bank has entered into a directors and officers liability insurance contract, under which all of its Directors are theinsureds, to cover loss or damage that may result from the insured Directors assuming liability for the performance of
their duties or being subject to a claim for the pursuit of such liability. However, there are grounds for exemptions, suchas that loss or damage caused intentionally or with gross negligence will not be covered. If the election of each candidate
for Director is approved and resolved, the Bank intends to renew the insurance contract.
- The Bank has entered into an agreement with Mr. Naoki Takahashi, Mr. Yoriyuki Kusaki and Mr. Yukiteru Yamamoto inaccordance with the Articles of Incorporation of the Bank and Article 427, Paragraph 1 of the Companies Act, to limit
their liability for damages under Article 423, Paragraph 1 of the Companies Act. If the election of Mr. Naoki Takahashi,
Mr. Yoriyuki Kusaki and Mr. Yukiteru Yamamoto is approved and resolved as originally proposed, the said liability
limitation agreement will remain in effect.

14

(Reference) Skills Matrix of the Board of Directors after this General Meeting of Shareholders (tentative)
The principal areas of expertise and experience particularly expected of each Director are as follows.
Gender

Kosuke Kato

Male

Tomoki Toya

Male

●

TomoakiTsutsumi

Male●

TakeshiMiyajima

Male

Naoki Takahashi

Male

Yoriyuki Kusaki

Directors who are not
Audit and Supervisory Committee
M b
Directors who are Audit andSupervisory Committee Members

Corporate
Risk
Finance /Management Management Accounting

Name

●

●

●

Sales /
MarketingHR
Marketable Compliance/
Management activities
Legal

IT/ Digital

●

●

●

●

●

●

●

●

●

●

●

●

Male

●

●

●

Yukiteru
Yamamoto

Male●

Tatsuya Akita

Male

●

Emi Noge

Female●●Yoichi
Namekata

Male

●

●

●

●

●

* The above matrix does not reflect the entirety of insight and experience of each Director.

15

●

●

Shareholder Proposals (Proposal No. 3 through Proposal No. 12)
Proposal No. 3 through Proposal No. 12 are proposals made by shareholders (5 shareholders). The numberof voting rights held by such shareholders is 302.
The “Reasons for the Proposal” for each Proposal, including choice of wording and assertions of facts, arepresented in their original form as submitted by the shareholders, except for formal revisions. [Translation
Note: This paragraph is not applicable to English translation]
Since the number of proposals from these shareholders exceeded ten, the Bank has adopted the first ten
proposals in the order they were listed in the shareholders' proposal exercise form and not adopted theremaining proposals, in accordance with Article 305, Paragraph 5 of the Companies Act.
The Board of Directors of the Bank opposes all of these proposals as described below.
Proposal No. 3: Partial Amendment to the Articles of Incorporation (Regarding Emphasizing Dialogue
with Shareholders)
1. Outline of the Proposal
To clearly state in the Articles of Incorporation that the Bank will emphasize dialogue with shareholders
and not set up an iron fence at the General Meeting of Shareholders, and stipulate specific policies andmeasures for this purpose.
2. Reasons for the Proposal
The Bank continues to obstruct dialogue with shareholders by putting up iron fences at the General Meetingof Shareholders, cutting off the Q&A sessions, and not accepting questions in advance online. This deprives
shareholders of their right to know and the opportunity to express opinions, and this also shows that the
Bank is not implementing its policy of "emphasizing dialogue with shareholders," as stated in its Corporate
Governance Report.
Dialogue with shareholders is essential to gain shareholders’ understanding and support for the Bank's
management policies and its performance. Listening to the shareholders' opinions and requests will also
lead to improving the Bank's management and increasing shareholder value. Therefore, the following two
points shall be stipulated in the Articles of Incorporation.
1. The Bank shall remove the iron fence at the General Meeting of Shareholders to enhance dialogue withshareholders, ensure sufficient time for questions, and accept questions in advance online.
2. Besides the General Meeting of Shareholders, the Bank shall provide regular opportunities forshareholder briefings and individual meetings to actively engage in dialogue with shareholders.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The iron fence at the venue of the General Meeting of Shareholders is installed to prevent unforeseen
accidents, to stabilize order in the venue, and to ensure smooth proceedings. This is because, in past years,
the proceedings were interrupted as many shareholders left their seats and moved to the front part of thevenue. We believe that the presence of the iron fence does not prevent shareholders from asking questions
or expressing their opinions at the meeting. In addition, we allow sufficient time for deliberations, taking
into account the progress and the content of the proceedings, and we actively engage in dialogue withshareholders. For these reasons, we believe that it is unnecessary to amend the Articles of Incorporation as
proposed in this Proposal.

16

Proposal No. 4:

Partial Amendment to the Articles of Incorporation (Regarding Disclosures of Fees andSetting Deadline for Issues Relating to Fraudulent Loan)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the Bank will regularly disclose the amounts paid to the
Bank’s retained law firm in relation to entrusting matters pertaining to lawsuits and mediations initiatedby the victims of the fraudulent loan issue, and that it will cut their fees or change contracts if the mattercannot be resolved within the set deadline.
2. Reasons for the Proposal
At the 212th General Meeting of Shareholders, Mr. Kosuke Kato stated, "The problem of fraudulent loans
for apartments and condominiums is the Bank’s most critical management issue, and the Bank and the
management team will work to resolve this issue as swiftly as possible.” The Bank has paid a large sum ofhourly fees to many attorneys for the early resolution of this most critical management issue, and has
engaged in negotiations with many victims, but we have seen no progress. If things continue as they are,the Bank's assets will continue to decline, and the interests of its shareholders will be undermined.
Therefore, it is necessary to set a specific deadline to resolve the fraudulent loan issue and strictly demandthat the attorneys adhere to the deadline. If the problem cannot be resolved by the deadline, the fees should
be reduced or their contract be changed.
The cost of the attorneys is currently undisclosed. Shareholders are unable to check the appropriateness of
the use of the Bank's assets, and thus we must point out that information from the Bank lacks transparency
and reliability. Therefore, the total amount of fees paid to attorneys should be disclosed regularly so that
accountability can be maintained and unnecessary expenses can be curbed.

Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The Bank appropriately discloses information to investors following laws, regulations, and stock exchange
rules. Fixing a specific deadline for lawsuits and mediation is not realistic because the timing and content
of the claim, the other party's arguments and the background vary from one case to another. We believethat setting a specific deadline and demanding to adhere to such deadline will not necessarily maximize
shareholders’ interests. Regularly disclosing the total amount of attorney fees and reducing its amount if
deadlines are not met would impose excessive disclosure obligations to the Bank that go beyond the scopeof the laws and regulations, and such actions could impose restrictions on the Bank's proper business
operations. Therefore, we do not believe that it would be appropriate to stipulate the content of this Proposal
in the Articles of Incorporation.

17

Proposal No. 5: Partial Amendment to the Articles of Incorporation (Regarding Reinvestigation of All
Investment Real Estate Loans)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation to conduct individual investigations of all loans made by the
Bank to all borrowers and report the results of such investigations to shareholders.
2. Reasons for the Proposal
More than five and a half years have passed since the Bank received a business improvement order fromthe Financial Services Agency regarding the problem of fraudulent loans for apartments, condominiums,
and share houses, but the order has yet to be lifted. This is evidence that the Bank's management reforms
have been inadequate and its business compliance has not been sufficiently strengthened, and thus iscausing significant damage to the interests and trust of shareholders.
The Bank conducted an investigation of all investment real estate loans in May 2019 and published theresults. However, that investigation was based on responses from only 30.7% of the 23,185 borrowers,
which is hardly an investigation of all loans.
This is insufficient to accurately grasp the whole picture of the fraudulent loans and the solutions to the
problem. It lacks transparency to shareholders and trivializes the facts. Individual investigations must be
conducted on all borrowers and the results must be reported to shareholders to bring the truth to light andrestore shareholder confidence. This will prevent fraudulent loans, benefit shareholders, and increase
corporate value.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The report on investigation of all investment real estate loans, published in May 2019, was a comprehensive
survey, covering not only loans to share houses, but to single building income loans, studio apartment loans,and other investment real estate loans. We asked our customers to provide us with information and applied
multiple approaches to analyze the results. For those who did not respond, we have done everything
possible to investigate their cases by using outside experts to examine all the in-house documents we haveon file. As such, we do not believe that the investigation was inadequate.
In addition, the Bank is continuing to make every effort to quickly resolve the issue of fraudulent loans forapartments and condominiums in accordance with the three policies* announced in April 2023. Moreover,the Bank conducts investigations of individual cases as appropriate if judged necessary in the course ofsuch effort. Therefore, we believe that it is unnecessary to amend the Articles of Incorporation as proposedin this Proposal.
*The three policies are: offering early resolution plans; reducing debtors' burdens through voluntary salesupport measures, etc.; and making decisions on an individual case basis.
Web site: https://www.surugabank.co.jp/surugabank/kojin/topics/pdf/240404_05.pdf (available only inJapanese)18

Proposal No. 6: Partial Amendment to the Articles of Incorporation (Regarding Returning the Kickbacks
the Bank’s Employees Received from Real Estate Agents)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation the duty to return to victims the amount of kickback theBank's employees received from real estate agents concerning real estate loans.
2. Reasons for the Proposal
The third-party committee report identifies many fraudulent cases where an employee of the Bank
estimated a higher real estate purchase and sale price when making a real estate loan and received a
kickback from real estate agent for a part of the difference. These kickbacks are an unfair benefit to the
Bank's employees, as the victims of the unfairly high loan amounts bear the burden of repaying the principal
and interest.
The Bank has decided to return customers' deposits embezzled by the Bank's employees at the Odawara
Branch and other branches. However, the Bank's actions concerning the kickbacks from real estate agents
remain unclear. It is therefore essential to stipulate in the Articles of Incorporation that the Bank's
employees who received kickbacks from real estate agents are obligated to return the amounts to the victims.
This will eradicate any incentive for an employee to commit fraud. Opposing this proposal would meanthat the Board of Directors is endorsing fraud in the Bank.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
Since receiving the business improvement order in October 2018, the Bank has undertaken fundamental
measures, based on the business improvement plan, to realize thorough compliance and customer-oriented
business operations to restore trust. Receiving kickbacks or other forms of money and goods is prohibitedin our manual, and employees must comply with it. If a kickback is discovered, the Bank will takeappropriate action against the employee in question in accordance with the laws and regulations. Therefore,
we believe that it is unnecessary to stipulate the content of this Proposal in the Articles of Incorporation.

19

Proposal No. 7: Partial Amendment to the Articles of Incorporation (Regarding Mandatory Verification of
Original Financial Asset Verification Documents)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that when providing loans for real estate, etc., it shall beobligated to receive directly from the borrower the deposit passbook and other financial asset verification
documents, and its originality shall be verified in the presence of the loan officer and the supervisor.
2. Reasons for the Proposal
More than five and a half years have passed since the Financial Services Agency issued a business
improvement order to the Bank due to fraudulent loans for share houses, etc. that took place in the past,
but the order has yet to be lifted. This indicates that the Bank has not done enough to reform its management
or strengthen its business compliance and has caused significant damage to the interests and trust ofshareholders. The Bank was engaged in fraudulent activities such as the falsification and forgery ofassessment documents that led to the fraudulent loans. However, falsification of deposit passbooks andonline banking balances, especially, could have been prevented if the originality of documents had beenthoroughly verified. The Bank did not have explicit rules in place that imposed the mandatory verificationof the originality of these documents, and the procedure lacked thoroughness.
Therefore, it is necessary to stipulate in the Articles of Incorporation that it shall be obligated to verify theoriginality of financial asset verification documents. This would prevent fraudulent loans and improve thequality of the Bank’s loans. In addition, by clearly stating this in the Articles of Incorporation, the Bank
can raise awareness of compliance among employees, which is currently lacking.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The methods for checking whether a financial asset verification document is original are alreadyspecifically defined in our business procedures, and employees must comply with these methods. While
Articles of Incorporation should set forth the basic rules and regulations of the bank, the business operation
methods related to loan screening are something that require being reviewed in a timely and appropriatemanner in response to changes in the environment, such as the development of digital transformation (DX).
Therefore, we do not believe that it would be appropriate to stipulate the content of this Proposal in the
Articles of Incorporation.

20

Proposal No. 8: Partial Amendment to the Articles of Incorporation (Regarding the Establishment of theThird-Party Audit Committee on Business Alliance with Credit Saison)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that it shall establish an audit committee specially composedof third parties to prevent conflict-of-interest transactions and fraud and ensure impartiality in the business
operations conducted in partnership with Credit Saison, and that it shall regularly report to shareholders on
the status of its activities and the results of its evaluation.
2. Reasons for the Proposal
Business alliances carry the risk of inviting conflict-of-interest transactions and fraud. The Bank has yet tobe released from the business improvement order from the Financial Services Agency that it received over
five and a half years ago on its fraudulent activities including improper financing for share houses. This
indicates that the Bank has not done enough to reform its management or strengthen its business compliance,and has caused significant damage to the interests and trust of shareholders. In accordance with the reportof the third-party committee's investigation, the Bank is required to fundamentally correct the fraudulent
practices that caused the share house problem, but the Bank has made no progress. Therefore, an audit
committee consisting of third parties should be established to objectively evaluate the status and problemsof the Bank’s alliance operation with Credit Saison, and the results should be reported to shareholders.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
Credit Saison Co., Ltd. and the Bank are listed companies with an Audit and Supervisory Committee. Fromthe standpoint of confidentiality obligations and insider trading regulations, we believe it is not appropriate
to regularly report the status of its activities and audit results to shareholders. The Bank has established aninternal audit department under the direct control of the President, which checks the adequacy andeffectiveness of internal controls from an independent standpoint following internal audit regulations andother internal rules. On top of this, the Bank's Audit and Supervisory Committee is organized to strengthen
its supervisory function with a highly transparent composition, with a majority being independent outside
directors. The Committee also works closely with the internal audit department to conduct independent
audits of the Directors' execution of duties, thereby serving to protect the interests of shareholders.
Accordingly, sufficient measures are being taken to prevent fraud and ensure impartiality. Therefore, we
do not believe that it would be appropriate to amend the Articles of Incorporation as proposed in this
Proposal.

21

Proposal No. 9: Deletion of Article 33 of the Articles of Incorporation (Regarding Decision-making Organfor Dividends of Surplus, etc.)
1. Outline of the Proposal
To delete Article 33 of the Articles of Incorporation (Regarding Decision-making Organ for Dividends ofSurplus, etc.).
2. Reasons for the Proposal
Each item of Article 459, Paragraph 1 of the Companies Act provide for the matters, such as shareholder
dividends, that should, as a general rule, be decided by a resolution at a shareholders meeting. Through theestablishment of Article 33 of its Articles of Incorporation, the Bank has changed the decision-making bodyfor these matters to the Board of Directors, instead of the General Meeting of Shareholders. The Bank
should reaffirm the fact that the Bank is owned by its shareholders and matters that the Companies Act
stipulates as “matters decided by a resolution at a shareholders’ meeting as a general rule” should be
resolved by a General Meeting of Shareholders. Accordingly, we propose that Article 33 of the Articles ofIncorporation, which is the basis for allowing resolutions by the Board of Directors, be deleted.
It should be noted that Credit Saison, with which the Bank entered into a business alliance in 2023 andwhere President Kosuke Kato serves as a director, passed the company's proposal for the appropriation of
surplus as Proposal No. 1 of the 73rd Ordinary General Meeting of Shareholders held on June 21, 2023.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
At this General Meeting of Shareholders, we are proposing to amend the Articles of Incorporation
regarding the decision-making organ for dividends of surplus, etc., so that the Board of Directors willcontinue to have the authority, while shareholders may make decisions at the General Meeting of
Shareholders if they so propose. We believe engaging in constructive dialogue with our shareholders has
become more important on topics such as how we use capital in order to increase shareholder returns andallocate capital for investment in future growth. At the same time, we believe in the importance of theBoard of Directors continuing to make decisions from a professional standpoint, as highly technicaljudgments, such as compliance with capital adequacy regulations for depositor protection, are also required.
Therefore, making the General Meeting of Shareholders the sole decision-making organ for the dividendof surplus, etc., as proposed by this Proposal, we believe, is not appropriate.

22

Proposal No. 10: Partial Amendment to the Articles of Incorporation (Regarding Audit and Supervisory
Committee's Obligation to Disclose Information)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the Audit and Supervisory Committee shall disclose
information on deficiencies in auditing firms and internal audits upon the request of a shareholder.
2. Reasons for the Proposal
The Bank's fraudulent and inappropriate business operations, including the issue of fraudulent loans forapartments, condominiums, and share houses, have resulted in significant losses and a deterioration of
credibility. These problems should be detected and corrected by internal and external audits, but the process
and results are not sufficiently disclosed to shareholders.
Shareholders have the right to be accurately informed of the Bank's business conditions and its risk
management. The Audit and Supervisory Committee is obligated to disclose to shareholders, as necessary,
information on deficiencies in auditing firms and internal audits to protect such shareholders' rights.
Establishing this obligation in the Articles of Incorporation would increase the transparency andresponsibility of the Audit and Supervisory Committee, which in turn would increase trust withshareholders and the Bank’s corporate value.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The Bank properly and adequately discloses its business conditions and the status of risk management,
including the audit process, in accordance with laws, regulations, and stock exchange rules, etc. And the
Audit and Supervisory Committee's audit results are disclosed to shareholders in the audit report.
This proposal would impose excessive disclosure obligations on the Bank that go beyond the scope of thelaws and regulations and could harm the Bank’s smooth and proper business operations and is therefore
not appropriate.

23

Proposal No. 11: Partial Amendment to the Articles of Incorporation (Regarding the Individual Disclosureof Executive Compensation)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that compensation, bonuses, and other financial benefits
received by Directors and Executive Officers from the Bank in consideration for the execution of theirduties be disclosed for each individual.
2. Reasons for the Proposal
Individual disclosure of executive compensation is essential for shareholders to evaluate each executive's
performance and the appropriateness of his or her compensation. This disclosure ensures transparency inthe company's operations and provides shareholders with a clear understanding of the responsibilities andaccomplishments of the executives.
Clarification of compensation will also motivate executives, which in turn will contribute to further growthof the company and maximization of shareholders' interests. Individual disclosure makes it easier toevaluate cost-effectiveness and to propose appropriate remuneration to directors and officers. This will
directly lead to sustainable development of the company and increase in shareholder value.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
Compensation of the Bank’s Director is determined within the maximum amount of compensation resolved
at a General Meeting of Shareholders upon full deliberation of the basic policy for directors’ compensation,
details of the compensation schemes, and other factors by the Nomination and Compensation Committee,
which is chaired by an Independent Outside Director and with Independent Outside Directors constituting
a majority of the members, via procedures based on laws and regulations. Moreover, regarding disclosure,the method of calculation of Directors’ compensation, and the total amounts of compensation and numberof payees per officer category are properly disclosed in accordance with laws and regulations in theBusiness Report and Annual Securities Report. Therefore, we believe that it is unnecessary to amend the
Articles of Incorporation as proposed in this Proposal.

24Proposal No. 12: Partial Amendment to the Articles of Incorporation (Regarding Disclosure of Customer
Comments)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the Bank shall collectively manage and analyze
information related to customer comments by an analytical body under the direct control of the Directors
and disclose the results of such analysis to shareholders.
2. Reasons for the Proposal
More than five and a half years have passed since the Bank received a business improvement order fromthe Financial Services Agency, but the Bank has yet to have this order lifted. This indicates serious
deficiencies in the Bank's internal controls. One of the Bank's managerial challenges is that customer
feedback is screened out onsite and does not reach the Board of Directors. This was one of the factors that
contributed to the escalation of the fraudulent financing problem not only in the share houses issue but also
in real estate investments as a whole, including apartments and condominiums, as indicated by the thirdparty committee investigation report released on September 7, 2018. To prevent the reoccurrence of such
failures, a new analytical body should be established under the direct control of the Board of Directors toensure that external information reaches the Directors without being screened out onsite. This is essential
to increase the transparency and credibility in the Bank's management and to protect the shareholders’interests.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The Bank views customer comments as a valuable business resource. It helps us to effectively review ouroperations from the customer's perspective, such as improving convenience. We also continuously collectand analyze internal and external information, not limited to customer comments, and share it internallyfor management decision-making. Such information that the Bank handles often includes information
unsuitable for public disclosure, such as information about customers’ personal information, informationthat helps the Bank analyze its competitiveness, and information that requires strict security controls.
Therefore, we believe that it is unnecessary to amend the Articles of Incorporation as proposed in this
Proposal.

25

Shareholder Proposals (Proposal No. 13 through Proposal No. 22)
Proposal No. 13 through Proposal No. 22 are proposals made by shareholders (311 shareholders). The
number of voting rights held by such shareholders is 568.
The “Reasons for the Proposal” for each proposal, including choice of wording and assertions of facts, arepresented in their original form as submitted by the shareholders, except for formal revisions. [Translation
Note: This paragraph is not applicable to the English translation.]
The Board of Directors of the Bank opposes all of these proposals as described below.
Proposal No. 13: Amendment to Article 4 of the Articles of Incorporation (Regarding the Transition toCompany with a Nominating Committee)
1. Outline of the Proposal
To amend Article 4 of the Articles of Incorporation as follows:
The Bank shall have the following organs in addition to the General Meeting of Shareholders andDirectors:(1) Board of Directors(2) Nominating Committee, Audit Committee, and Compensation Committee(3) Executive Officers(4) Accounting Auditor
2. Reasons for the Proposal
Although the Bank has been ordered to improve its business operations due to the fraudulent loan issue,
the management structure and lack of compliance awareness that caused the problem have not beencorrected. If this situation continues, shareholders and other stakeholders may lose trust in the Bank andmay negatively impact the Bank’s performance and stock price. Therefore, the Bank shall stipulate in its
Articles of Incorporation that it shall be a Company with a Nominating Committee, etc. This will strengthen
external monitoring and provide more advice to the Bank.
If the Bank becomes a Company with a Nominating Committee, etc., it will have a Nominating Committee,
an Audit Committee, and a Compensation Committee, all with a majority of Outside Directors, and thesecommittees will be involved in important management decisions such as the election and dismissal of
Directors and Officers, conducting audits, and deciding their compensation. This is expected to increase
the transparency and credibility of the Bank's management, leading to higher business performance andgreater shareholder returns. In addition, the former management's self-serving business structure that
disregarded customers was taken to an extreme. As a result, the Bank is in a legal quagmire suing the former
management over responsibility for the fraudulent loan incident, but the transition to a Company with aNominating Committee will prevent such a situation from arising.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The transition to a Company with Audit and Supervisory Committee was approved at the 208th Annual
General Meeting of Shareholders. The Bank has then established a Nominating and Compensation
Committee, chaired by an independent outside director and composed of a majority of independent outside
directors, to strengthen its governance structure comparable to that of a Company with a Nominating
Committee, etc. Moreover, the current institutional design is preferable to that of a Company with aNominating Committee, etc., given that the audit committee members in the Company with Audit andSupervisory Committee have a greater guarantee of status and more independence than the Company witha Nominating Committee, etc. Therefore, we do not believe that it would be appropriate to amend the
Articles of Incorporation as proposed in this Proposal.

26

Proposal No. 14: Partial Amendment to the Articles of Incorporation (Regarding Live Coverage of theGeneral Meeting of Shareholders and Posting of Video)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the General Meeting of Shareholders shall be broadcast
live on the Internet and that its video shall be posted on the Bank's website for a certain period of time after
the meeting.
2. Reasons for the Proposal
The Bank did not record in its minutes Mr. Kosuke Kato's statement at the General Meeting of
Shareholders that "the problem of fraudulent loans for apartments and condominiums is the Bank’s mostcritical management issue, and the Bank and the management team will work to resolve this issue as swiftly
as possible.” This could be taken as a sign of disregard for the statement, which is extremely regrettable asa shareholder.
This would not only further damage the Bank's credibility and reputation, which have been damaged by
the fraudulent loan issue but could also infringe on the interests and rights of shareholders. Therefore, theBank will stipulate in its Articles of Incorporation that the General Meeting of Shareholders shall bebroadcast live on the Internet and the video will be posted on the Bank's website for a certain period oftime after the meeting. This is expected to increase the transparency of the Bank's information, fulfill its
accountability, and encourage shareholders to participate and express their opinions.
It should be noted that Credit Saison broadcasts the General Meeting of Shareholders live and provides avideo stream of the meeting for a certain period of time after the meeting.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
If the Bank's General Meeting of Shareholders were to be widely broadcast live over the Internet, not only
could shareholders be caught in the video and their rights of publicity unintentionally violated, but someshareholders may hesitate to ask questions or raise questions out of fear that the meeting would be widelydistributed over the Internet. Streaming video for long hours on the Bank's website, etc., places a heavy
burden on IT systems, may cause communication failures, etc., and requires new cyber security measures.
Therefore, at this time, we believe it is appropriate not to livestream the Bank's General Meeting of
Shareholders online or post the video on our website after the meeting. In any case, we believe that suchdecisions should be made flexibly in response to changes in the environment. Therefore, we do not believethat it would be appropriate to amend the Articles of Incorporation as proposed in this Proposal.

27

Proposal No. 15: Dismissal of Accounting Auditor
1. Outline of the Proposal
It is proposed that the accounting auditor, Ernst & Young ShinNihon LLC, be dismissed.
2. Reasons for the Proposal
The Bank has received a business improvement order from the Financial Services Agency due to thefraudulent loan issue, and Ernst & Young ShinNihon LLC, which has been auditing the Bank, bears a
serious responsibility.
We believe that Ernst & Young ShinNihon LLC has not conducted an appropriate audit of the Banks
management system and internal controls. This could not only be regarded as condoning and facilitating
the Bank's fraudulent loans, but also could risk infringing on the interests and rights of the Bank's
shareholders.
Therefore, Ernst & Young ShinNihon LLC shall be dismissed and another auditing firm shall be appointed
as the accounting auditor. This is expected to improve the quality and credibility of the Bank's audits andto ensure shareholders' rights to oversee and participate. In addition, appointing an auditing firm other than
Ernst & Young ShinNihon LLC and conducting a rigorous audit will enable the Bank to reflect the results
in its management and operational improvements. This is expected to contribute to the Bank's restructuring
and enhance the interests of shareholders.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The Audit and Supervisory Committee has confirmed that the quality control structure of the accounting
auditor, Ernst & Young ShinNihon LLC, is appropriate and that there is no question about the independenceof the accounting auditor. The Committee checked its audit implementation system, including the audit
plan, organization of the audit team, and rotation of employees, and concluded that the audit methods andresults were appropriate. As a result of deliberations based on the policy for dismissal or non-reappointmentof accounting auditors, the Bank has determined that the reappointment of Ernst & Young ShinNihon LLC
is appropriate. In addition to the quality of their audits, we do not see the need to replace the accounting
auditor due to the benefits of high audit efficiency from continuous audits.

28

Proposal No. 16: Partial Amendment to the Articles of Incorporation (Regarding Temporary Suspension ofa Post-Retirement Delivery-Type Stock Remuneration)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that no post-retirement delivery-type stock remuneration would
be paid to retiring Directors and Officers until all instances of fraudulent financing of apartments andcondominiums have been resolved.
2. Reasons for the Proposal
The Bank has received a business improvement order from the Financial Services Agency, one of thecauses of which is the problem of fraudulent loans for apartments and condominiums. This is a serious
management issue involving the supervisory responsibility of the Directors and has had a significant impact
on the Bank's stock price and credibility, but the Bank has not taken steps to resolve the issue.
Currently, the Bank has introduced a post-retirement delivery-type stock remuneration for Directors.
However, as Kosuke Kato stated at the 212th annual general meeting of shareholders, “the problem offraudulent loans for apartments and condominiums is the Bank’s most critical management issue,” there isno need to pay compensation to Directors who have not addressed this issue. Therefore, it should be
stipulated in the Articles of Incorporation that the payment of post-retirement delivery-type stock
remuneration to retiring Directors be suspended until the issue of fraudulent loans to apartments andcondominiums is resolved.
This is expected to encourage the early resolution of the problem of fraudulent loans to apartments andcondominiums under the Directors' responsibility and will help the Bank restructure its management
system and increase shareholder profits. Payment of post-retirement delivery-type stock remuneration shallbe reinstated once this issue is resolved.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
Compensation to the Bank's Directors consists of basic remuneration, bonuses as short-term incentive, andstock remuneration as medium- to long-term incentive. The post-retirement delivery-type stockcompensation plan was approved at the 209th annual General Meeting of Shareholders as a medium- tolong-term incentive and was initiated with the understanding of shareholders. The plan links the
remuneration of the Bank's Directors to the Bank's stock price, thereby motivating them to enhance its
corporate value. At the same time, prevention of fraud is intended by stipulating the malus and clawback
clauses, etc., as shown on page 16 of the 213th Report posted on the Bank’s website. Accordingly,
transparency is ensured in the payment of stock-based compensation to retiring directors, which theNomination and Compensation Committee deliberates, with a majority of the members being independent
outside directors. In addition, we are continuing to make every effort to quickly resolve the problem offraudulent loans for apartments and condominiums following the three policies we announced in April
2023. Thus, we do not think it is appropriate to suspend the payment of post-retirement delivery-type stock
remuneration while the issues are being resolved. Therefore, we believe that it is unnecessary to amend the
Articles of Incorporation as proposed in this Proposal

29

Proposal No. 17: Partial Amendment to the Articles of Incorporation (Regarding Placing a Cap on the
Collateral Valuation for Investment Real Estate Loans)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the collateral value of all investment real estate loans shallbe capped at 70% of the total loan value.
2. Reasons for the Proposal
The third-party committee's investigation report states that although the administrative procedure for assetbuilding loans stipulated that 100% of the collateral valuation shall be the maximum loan amount, frommid-2015 to the spring of 2016, the de facto operating rule was to set the maximum loan amount at around
120% of the collateral valuation. The Bank thus continued to execute loans in excess of the collateralvaluation at its own discretion. As a result, the non-performing loan (NPL) ratio as of the end of September
2023, as announced by the Bank in November 2023, stood at 10.16%. This is a situation of great concern
given that the second largest NPL ratio is 5.21% for the MINAMI NIPPON BANK, LTD.
For the Bank to get out of this critical situation, it must disassociate itself from the unscrupulous real estateagents that once collaborated with the Bank to provide fraudulent loans. Therefore, by stipulating in its
Articles of Incorporation that the maximum loan amount for investment real estate loans shall be 70% of
the collateral value, the Bank, strictly examining real estate loans, can expect to reduce the ratio of nonperforming loans.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The Bank is currently taking steps to ensure soundness, such as adopting stressed DSCRs and othermeasures when screening new loans for investment real estate. The collateral valuation method and loan
limit for real estate loans should be based on the characteristics of each individual case and the borrower's
situation, and it is not appropriate to apply a uniform ceiling of 70% of the collateral valuation. Therefore,
we do not believe that it would be appropriate to stipulate the content of this Proposal in the Articles ofIncorporation.

30

Proposal No. 18: Partial Amendment to the Articles of Incorporation (Regarding the Name Change of"Office to Support Customer Owners of Share Houses and Others")
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the name of the "Office to Support Customer Owners of
Share Houses and Others" shall be changed to the "Office to Support Customer Owners of Apartments,
Condominiums, and Others."
2. Reasons for the Proposal
The report on investigation of all investment real estate loans, released on May 15, 2019, lists thebreakdown of the 7,813 cases in which misconduct was found in 886 cases for share houses and 6,927
cases for non-share houses.
Although the overwhelming majority of these frauds involved non-share houses, the Bank has establishedan "Office to Support Customer Owners of Share Houses and Others." We must say that this name gives
the impression that the problem of fraudulent loans is limited to share houses and that the Bank istrivializing the case.
Accordingly, the Articles of Incorporation shall provide that the name of the office shall be changed to the"Office to Support Customer Owners of Apartments, Condominiums, and Others." This would demonstrate
the Bank's willingness to address broader issues and increase its transparency. In addition, the Bank's brandand shareholder value can be enhanced by demonstrating externally its willingness to solve problems andby clarifying management policies and priorities for operational improvements.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The "Office to Support Customer Owners of Share House and Others" was set up after the scandal. We
included "Share Houses and Others" in its name because it also responds to the so-called apartment andcondominium problem. Concerning the status of our handling of loans for investment real estate other thanshare houses, we are continuing to make every effort to quickly resolve the issue under the three policies
we announced in April 2023. We do not believe that changing the name will necessarily demonstrate ourcommitment to address the problem and increase the transparency of our management. Therefore, we
believe that the proposed name change and stipulation of this in the Articles of Incorporation is unnecessary.

31

Proposal No. 19: Partial Amendment to the Articles of Incorporation (Regarding the Disclosure of theReason the Business Improvement Order by the Financial Services Agency Has Not Been
Lifted)1. Outline of the Proposal
To stipulate in the Articles of Incorporation that until the business improvement order is lifted by the
Financial Services Agency, the Bank shall provide an opportunity to periodically explain to shareholders
the reasons why the order remains in place and status updates for efforts made to address said order.
2. Reasons for the Proposal
The Financial Services Agency states on its website the details and reasons for the business improvement
order against the Bank. However, more than five and a half years has passed, and this order has not been
lifted. Although the Bank regularly publishes the status of its response in this matter, the details are
insufficient and unclear for shareholders to understand the Bank's business situation and the level of risk
management. In addition, the lack of clarity in the Bank's response to the Financial Services Agency's order,
a response which has been carried out for more than five and a half years, as well as the Bank's policy for
future actions in response to the unresolved order, is likely to diminish the Bank's credibility andcompetitiveness as a financial institution.
Therefore, the Bank needs to stipulate in its Articles of Incorporation that it shall explain to its shareholders
the reasons why this order has not been lifted, the reasons for not completing the response, and the current
status of the response. Doing so is essential to enhance the transparency and soundness of the Bank's
management, and to protect the interests of shareholders.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
It is not for us to determine the reason the business improvement order has not been lifted. The Bank
regularly reports the progress of its business improvement plan to the Financial Services Agency, which
includes confidential business matters.
The Bank discloses information to its shareholders and investors appropriately in accordance with laws,
regulations, and the rules of the stock exchanges. Regularly disclosing information to shareholders inexcess of this would place excessive disclosure obligations on the Bank beyond the scope of the laws andregulations and could harm the Bank’s smooth and proper business operations. Therefore, we do notbelieve that it would be appropriate to stipulate the content of this Proposal in the Articles of Incorporation.

32

Proposal No. 20: Partial Amendment to the Articles of Incorporation (Regarding the Consistency between
the Results of Third-Party Committee Investigations and the Bank’s Announcements (IRmaterials))
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that the Bank shall have a system to conduct audits by an
external organization and report monthly to the shareholders to ensure consistency between the results ofthe third-party committee's investigation and the Bank's announcements (IR materials).
2. Reasons for the Proposal
Information on the Bank's management situation and risk management is provided by third-party
committee investigation reports and investor relations materials. However, many discrepancies andinconsistencies exist between them. For example, in the third-party committee's investigation report,
several employees stated, "Of all cases, only 1% or so had no misconduct at all." In contradiction to this,the IR material released by the Bank on April 21, 2023 states "misconduct in about 20% of the cases."
Shareholders cannot make investment decisions based on these pieces of information, and the Bank is at
risk of being identified as committing a breach of timely disclosure. For the Bank to provide IR informationthat can serve as a basis for correct investment decisions, its credibility must be guaranteed by a third party.
Accordingly, the Bank shall stipulate in its Articles of Incorporation that the following actions shall betaken.
-If there is a discrepancy between a third-party committee report and IR information, the fact and cause of
the discrepancy shall be investigated and disclosed.
-Third-party investigation, including a forensic investigation, shall be conducted to confirm the consistency
between the results of the investigation and the IR information.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The purpose of the third-party committee established in 2018 is to thoroughly investigate the incident,
analyze its causes, countermeasures, etc. from the perspective of governance, internal controls, etc., andrecommend measures to prevent recurrence. The Bank takes the results of the investigation very seriously
and is working to establish a system to prevent the recurrence of fraudulent loan incidents. In theinvestigation of all investment real estate loans subsequently conducted by the Bank, the results of whichwere announced in May 2019, about 20% of the investment real estate loans were found to be fraudulent,
where acts such as the falsification or forgery of screening documents occurred.
We believe that the Bank's disclosure materials are based on the results of such investigation and that thedescriptions are appropriate. In addition, our information disclosure is conducted in accordance with laws
and regulations and appropriate internal control processes. Implementing external audits and establishinga system for monthly reporting to shareholders would impose excessive obligations beyond the scope ofthe laws and regulations. Therefore, we do not believe it would be appropriate to stipulate the content of
this proposal in the Articles of Incorporation.

33

Proposal No. 21: Partial Amendment to the Articles of Incorporation (Regarding Prohibition of Remittance
Requests Based on a Request Form That is Not in the Account Holder's Handwriting)
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that when processing remittance upon receipt of a remittancerequest form from the Bank’s customers, no employee of the Bank shall do so unless all items on theremittance request form are in the account holder’s handwriting.
2. Reasons for the Proposal
In the issue of fraudulent loans to apartments, condominiums, and share houses, the Bank's employees
abused the credibility of the Bank and made the victims fill in solely their names and affix their seals on
the money transfer request forms. Then, without the victims' knowledge, the employees filled out theremittee and the amount at their discretion. As a result, numerous money transfers have been made to realestate agents who were not listed in the real estate sales contracts kept by the victims and Suruga Bank.
This suggests that the branch manager him/herself is also involved in the fraud and indicates serious
deficiencies in internal rules and compliance. Making employees fill in the transfer request form and letting
them process the remittance without permission provides a breeding ground for fraud and can bring an
enormous negative impact on the Bank's credibility.
Employees' misconduct could be eliminated if the Articles of Incorporation prohibit the processing ofremittances that are based on remittance request forms that are not in the account holder's own handwriting
for all items. Opposition to this proposal would mean that our Board of Directors encourages misconduct
in the Bank.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
The handling of remittance request forms is already specified in the Bank's business procedures, andemployees must comply with these prescribed procedures. The Articles of Incorporation should set forth
the basic rules of the Bank, and it is not appropriate to stipulate in the Articles of Incorporation the handlingof remittance request forms, especially since business operation methods should be reviewed in a timely
and appropriate manner in response to changes in the environment, such as the development of digitaltransformation (DX).

34

Proposal No. 22: Partial Amendment to the Articles of Incorporation (Regarding the Establishment of"Fraudulent Loan Reflection Center" and "Business Improvement Order Day")
1. Outline of the Proposal
To stipulate in the Articles of Incorporation that a "Fraudulent Loan Reflection Center" shall be establishedto thoroughly educate employees on legal compliance and to disclose the true picture of the fraudulentloans to the general public. Also stipulate in the Articles of Incorporation that October 5 be designated as"Business Improvement Order Day" and that all Bank employees shall sincerely reflect on the situation.
2. Reasons for the Proposal
Companies that have brought about corporate scandals need to share and "hand down" the real picture of
the misconduct internally and externally, to those who come after them and others. In order to accurately
pass on the lessons from corporate scandals, companies such as Megmilk Snow Brand and Mitsubishi
Motors have chosen to "preserve them in a tangible manner" rather than relying on verbal transmission,and are implementing ongoing efforts to pass them on through training and other means (Snow Brand
through the Megmilk Snow Brand Museum, Mitsubishi Motors through the Training Room to Learn from
Mistakes).
We propose that the Bank establish a "Fraudulent Loan Reflection Center" to preserve corporate scandals
in a tangible manner. This would be effective in thoroughly educating bank employees on legal complianceand in disclosing to the public the true picture of the fraudulent loan issue. The "Fraudulent Loan Reflection
Center" would exhibit the details of the Bank's fraudulent loan problem, the number of victims who
committed suicide, lessons learned, etc., and express the Bank’s apology and remorse to the employees,
shareholders, customers, and society as well as its determination to prevent recurrence. In addition, October
5, the day the Bank received the business suspension order and the business improvement order, shall be
designated as "Business Improvement Order Day," on which all employees shall be reminded of the weightand significance of the business improvement order by reflecting on it sincerely.
Opinion of the Board of Directors of the Bank
Oppose The Board of Directors of the Bank opposes this Proposal for the following reasons.
Following the business improvement order received in October 2018, we have been working on
fundamental measures for improvement based on the business improvement plan to realize thoroughcompliance and customer-oriented business operations to regain trust, and to realize a healthyorganizational climate and corporate culture. As part of these measures, our corporate philosophy andCompliance Charter are posted on our website and Intranet, and we also conduct regular training for all
employees. We will continue these efforts to prevent the recurrence of fraudulent loan incidents. However,the Articles of Incorporation should set forth the basic rules and regulations of the Bank. Therefore, we
believe that it is unnecessary to amend the Articles of Incorporation as proposed in this Proposal.

35

Consolidated Balance Sheet(As of March 31, 2024)(Millions of yen)Accounts

Accounts

AmountAmount(Liabilities)(Assets)
Cash and due from banks

982,204

Deposits

Call loans and bills bought

85,000Foreign exchanges

180

125,353

Other liabilities

17,332

Monetary claims bought

3,244,907

Trading account securities

42

Provision for bonuses

464

Money held in trust

99

Provision for directors’ bonuses

19

Net defined benefit liability

282

2,076,613

Provision for share-based compensation

676

6,366

Provision for reimbursement of deposits

198

Lease receivables and investment assets

4,948

Provision for contingent loss

44

Other assets

40,340

Deferred tax liabilities

248

Tangible fixed assets

31,950Acceptances and guarantees

Securities
Loans and bills discounted
Foreign exchanges

276,081

Buildings

9,995

Land

18,516

Leased assets

Total liabilities

1,265
3,265,621

60

Construction in progress

12

Other tangible fixed assets

3,366

Capital stock

13,358

Capital surplus

4,579

Software

11,870Retained earnings

267,190

Goodwill

1,035

Treasury stock(25,735)

Intangible fixed assets(Net assets)

Leased assets

71

Software development in progress

124

Valuation difference on available-for-sale securities

Other intangible fixed assets

256

Deferred gains or losses on hedges

Total shareholders’ equity

30,043

276,077
16,114
4

Net defined benefit asset

22,916

Remeasurements of defined benefit plans

2,815

Deferred tax assets

7,052

Total accumulated other comprehensive income

18,934

Customers’ liabilities for acceptances and guarantees

1,265

Non-controlling interests(112,852)

Total net assets

3,560,741

Total liabilities and net assets

Allowance for loan losses
Total assets

36

108
295,120
3,560,741

Consolidated Statement of Income(From April 1, 2023 to March 31, 2024)(Millions of yen)Accounts

AmountOrdinary income
Interest income
Interest on loans and discounts
Interest and dividends on securities
Interest on call loans and bills boughtInterest on deposits with banks
Other interest income
Fees and commissions
Other ordinary income
Gains on redemption of bonds
Other
Other income
Reversal of allowance for loan losses
Recoveries of written off claims
Gain on sales of stocks and other securities
Other
Ordinary expenses
Interest expenses
Interest on deposits
Interest on payables under security lending transactions
Other interest expenses
Fees and commissions payments
Other ordinary expenses
Loss on sales of bonds
Loss on redemption of bonds
Other
General and administrative expenses
Other expenses
Written-off of loans
Losses on sales of stocks and other securities
Losses on devaluation of stocks and other securities
Other
Ordinary profit
Extraordinary income
Gain on disposal of fixed assets
Extraordinary loss
Loss on disposal of fixed assets
Impairment loss
Profit before income taxes
Income taxes - current
Income taxes - deferred
Total income taxes
ProfitProfit attributable to non-controlling interests
Profit attributable to owners of parent

37

91,44766,28861,171
1,291
48
822
2,954
7,525
3,764
821
2,942
13,868
4,374
6,365
2,284
844
70,805
1,155
1,131
0
23
9,643
10,801
1,851
6,309
2,641
38,013
11,191
8,356
19
0
2,814
20,641
90
90
1,251
691
559
19,480
3,081
1,017
4,099
15,381
6
15,375

Consolidated Statement of Shareholders’ Equity(From April 1, 2023 to March 31, 2024)(Millions of yen)

Shareholders’ equity

255,042

Total
shareholders’equity(18,111)
268,949

Dividends of surplus(3,227)(3,227)

Profit attributable to owners of parent

15,375

15,375

Capitalstock
Balance at the beginning of the year

Capital surplus

30,043

1,974

Retainedearnings

Treasurystock

Changes of items during the year

Purchase of treasury stock
Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year
Balance at the end of the year

2,605

(22,149)(22,149)

14,525

17,130–2,605

12,147(7,624)

7,128

30,043

4,579

267,190(25,735)

276,077(Millions of yen)

Balance at the beginning of the year

Accumulated other comprehensive income
Valuation
Total accumulated
Remeasurements
difference on
Deferred gains or
otherof defined benefit
available-forlosses on hedges
comprehensive
plans
sale securities
income
167
(0)
1,823
1,990

Changes of items during the year
Dividends of surplus
Profit attributable to owners of parent
Purchase of treasury stock
Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year

15,946

5992

16,944

15,946

5992

16,944

Balance at the end of the year

16,114

4

2,815

18,934Non-controlling interests

Total net assets(Millions of yen)

Balance at the beginning of the year101

271,040

Changes of items during the year
Dividends of surplus(3,227)

Profit attributable to owners of parent

15,375Purchase of treasury stock(22,149)

Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year

17,130

Balance at the end of the year38

6

16,9506

24,079108295,120

Non-consolidated Balance Sheet(As of March 31, 2024)(Millions of yen)Accounts(Assets)
Cash and due from banks

Accounts

AmountAmount(Liabilities)
3,250,493

Deposits

981,509Cash

22,585Current deposits

70,715Due from banks

958,924

Ordinary deposits

1,479,369

Call loans

85,000

Saving deposits

12,982

Monetary claims bought

125,353

Deposits at notice752

Time deposits

1,618,181

16

Other deposits

68,49226

Foreign exchanges

180

99

Foreign bills sold8

Trading account securities

42

Trading government bonds
Trading local government bonds
Money held in trust
Securities

Foreign bills payable

281,675

171

Government bonds

21,406

Local government bonds

115,524

Income taxes payable

3,364

Corporate bonds

22,163

Accrued expenses

2,213

Stocks55,030

Unearned revenue

66

Other securities

67,550

Deposits received from employees

726

Lease obligations

113

Derivatives other than for trading – liabilities

37

Loans and bills discounted

2,066,732

Bills discounted

852

Loans on bills

3,739

Loans on deeds

1,885,438

Overdrafts
Foreign exchanges
Due from foreign banks (our accounts)
Foreign bills receivable
Other assets

Provision for bonuses

410

Provision for directors’ bonuses

19

6,366

Provision for share-based compensation

676

5,728

Provision for reimbursement of deposits

198

638

Provision for contingent loss

44

30,506

Acceptances and guarantees

1,265

1,925

Accrued income

4,847

Other
Tangible fixed assets

2,870

Other

176,701

Prepaid expenses
Derivatives other than for trading – assets

9,392

Other liabilities

Total liabilities

3,262,682(Net assets)

7
23,725

Capital stock

30,043

Capital surplus

21,191

31,186

Legal capital surplus

18,585

Buildings

9,482

Other capital surplus

2,605

Land

18,364

Leased assets
Other tangible fixed assets
Intangible fixed assets
Software
Software in progress
Other intangible fixed assets

Retained earnings
Legal retained earnings

30,043

3,234

Other retained earnings

206,621

12,073

Reserve for advanced depreciation of fixed assets

11,698General reserve

103,032

Retained earnings brought forward

103,529

124
251

Treasury stock

Prepaid pension cost

18,883

Deferred tax assets

7,476

Valuation difference on available-for-sale securities

1,265

Deferred gains or losses on hedges

Customers’ liabilities for acceptances and guarantees
Allowance for loan losses

Total shareholders’ equity(107,695)

Total valuation and translation adjustments
Total net assets

Total assets

236,664104

3,540,476

Total liabilities and net assets

39

59(25,735)
262,163
15,625
4
15,630277,793
3,540,476

Non-consolidated Statement of Income(From April 1, 2023 to March 31, 2024)(Millions of yen)Accounts

AmountOrdinary income
Interest income
Interest on loans and discounts
Interest and dividends on securities
Interest on call loans
Interest on deposits with banks
Other interest income
Trust fees
Fees and commissions
Fees and commissions on domestic and foreign exchanges
Other fees and commissions
Other ordinary income
Gains on foreign exchange transactions
Gains on redemption of bonds
Other income
Reversal of allowance for loan losses
Recoveries of written off claims
Gain on sales of stocks and other securities
Gain on investments in money held in trust
Other
Ordinary expenses
Interest expenses
Interest on deposits
Interest on payables under securities lending transactions
Interest on interest swaps
Other interest expenses
Fees and commissions payments
Fees and commissions on domestic and foreign exchanges
Other fees and commissions
Other ordinary expenses
Loss on trading account securities transactions
Loss on sales of bonds
Loss on redemption of bonds
General and administrative expenses
Other expenses
Written-off of loans
Losses on sales of stocks and other securities
Losses on devaluation of stocks and other securities
Other
Ordinary profit
Extraordinary income
Gain on disposal of fixed assets
Extraordinary loss
Loss on disposal of fixed assets
Impairment loss
Profit before income taxes
Income taxes - current
Income taxes - deferred
Total income taxes
Profit40

83,61962,62757,554
1,248
48
822
2,954
0
6,447
1,217
5,230
847
25
821
13,696
4,547
6,308
2,170
0
669
63,462
1,153
1,132
0
2
19
9,432
546
8,886
8,161
0
1,851
6,309
34,992
9,722
8,194
19
0
1,507
20,156
89
89
1,242
690
552
19,003
2,958
1,019
3,977
15,025

Non-consolidated Statement of Shareholders’ Equity(From April 1, 2023 to March 31, 2024)(Millions of yen)

Shareholders’ equity
Capital stock
Balance at the beginning of the year

Legal capitalsurplus18,58530,043

Capital surplus
Other capitalsurplus–

Total capitalsurplus18,585

2,605

2,605

Changes of items during the year
Dividends of surplus
ProfitPurchase of treasury stock
Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year
Balance at the end of the year

–

–

2,605

2,605

30,043

18,5852,605

21,191(Millions of yen)

Shareholders’ equity
Retained earnings
Other retained earnings

Balance at the beginning of the year

Legal Reserve forretained advanced
earnings depreciationof fixed
assets30,04359

Generalreserve

Retainedearnings
brought
forwardTotal
retainedearnings

103,032

91,731

224,866

Treasurystock(18,111)

Total
shareholders’equity255,384

Changes of items during the year
Dividends of surplus(3,227)(3,227)(3,227)

Profit15,02515,02515,025Purchase of treasury stock
Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year
Balance at the end of the year

(22,149)(22,149)

14,525

17,130–––11,798

11,798(7,624)

6,779

30,043

59

103,032

103,529

236,664(25,735)

262,16341

(Millions of yen)

Balance at the beginning of the year

Valuation and translation adjustments
Valuationdifference Deferred gains Total valuation Total net assets
on available- or losses on and translation
for-salehedgesadjustments
securities
(214)
(0)
(215)
255,169

Changes of items during the year
Dividends of surplus(3,227)

Profit15,025Purchase of treasury stock(22,149)

Disposal of treasury stock
Net changes of items other than shareholders’equityTotal changes of items during the year

17,13015,8395

15,845

15,845

15,8395

15,84522,624

Balance at the end of the year

15,625

4

15,630277,79342