This document has been translated from the Japanese original for reference purposes only.
In the event of any discrepancy between this translated document and the Japanese original, the original shallprevail. The Company assumes no responsibility for this translation or for direct, indirect or any other formsof damages arising from the translation.
(Securities Code 5809)
May 31, 2024
(Start date of electronic provision measures: May 29, 2024)
To Shareholders with Voting Rights:
Hiroya Yamada
President & Representative Director
TATSUTA Electric Wire & Cable Co., Ltd.
2-3-1 Iwata-cho, Higashiosaka City,
Osaka, JapanNOTICE OF CONVOCATION OF
THE 100TH ANNUAL GENERAL MEETING OF SHAREHOLDERS
We extend our heartfelt sympathy to those who have been affected by the Noto Peninsula Earthquake in 2024
and pray for a swift recovery of the impacted area.
You are cordially notified that the 100th Annual General Meeting of Shareholders of TATSUTA Electric Wire
& Cable Co., Ltd. (the “Company”) will be held for the purposes described below.
In convening the meeting, the Company has taken electronic provision measures. Electronic provision
measures matters are posted on the website presented below as “NOTICE OF CONVOCATION OF THE
100TH ANNUAL GENERAL MEETING OF SHAREHOLDERS.”The Company’s website: https://www.tatsuta.co.jp/ir_info/information/for_shareholders/
In addition to the above, the electronic provision measures matters are also posted on the website presented
below.
Tokyo Stock Exchange’s website: https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access the website presented above, enter the name or the securities code of the Company, press“Search,” select “Basic information,” and then select “Documents for public inspection/PR information” to see
the document.
If you are unable to attend the meeting, you may exercise your voting rights either by mail or via theInternet. Please review the Reference Documents for the General Meeting of Shareholders provided in
the electronic provision measures matters, and cast your vote by 5 p.m. Japan time on Thursday, June 20,2024. A video of the Annual General Meeting of Shareholders will be made available via the Company’s
website.
1.

Date and Time:

2.

Place:

3.

Meeting Agenda:
Matters to bereported:

Friday, June 21, 2024 at 10 a.m. Japan time
(Reception starts at 9:00 a.m.)
Fourth floor main conference room of the Company’s head office, located at2-3-1 Iwata-cho, Higashiosaka City, Osaka, JapanThe Business Report, Consolidated Financial Statements, Non-Consolidated
Financial Statements for the Company’s 100th Fiscal Year (April 1, 2023 March 31, 2024) and results of audits by the Accounting Auditor and the Audit
and Supervisory Committee of the Consolidated Financial Statements
Proposal to be resolved:
Proposal:
Election of Five (5) Directors who are not Audit and Supervisory Committee
Members1

--When attending the meeting, please submit the enclosed Voting Rights Exercise Form to the reception
desk at the place of the meeting on the day of the meeting.
The following matters are not included in the paper copy sent to the shareholders who had requested it
pursuant to the provisions of laws and regulations and Article 14, Paragraph 2 of the Articles ofIncorporation of the Company. These matters were also audited by the Audit and Supervisory Committee
and the Accounting Auditor as part of the Business Report, Consolidated Financial Statements and NonConsolidated Financial Statements when they prepared the Audit Report and the Independent Auditor’sReport, respectively.
(1) Overview of Systems to Ensure Appropriate Execution of Duties and the Status of Their Operations;(2) Consolidated Statements of Changes in Equity; (3) Notes to the Consolidated Financial Statements;(4) Non-Consolidated Statements of Changes in Equity; and (5) Notes to the Non-Consolidated
Financial Statements.
Any updates to the electronic provision measures matters will be posted on the websites they are on.

2

[Instructions for Exercise of Voting Rights via the Internet, etc.]
Please see below for the methods for exercising your voting rights. Please review the Reference Documents
for the General Meeting of Shareholders provided in the electronic provision measures matters and exercise
your voting rights.
Shareholders who are unable to attend the meeting in person
If you are unable to attend the meeting in person, you may exercise your voting rights via the Internet or by
mail.
Method for voting via the Internet
Please access the voting website (https://evote.tr.mufg.jp/) from a PC or a smartphone, use the “login ID”
and the “temporary password” printed on the Voting Rights Exercise Form, and input your approval ordisapproval to each proposal in accordance with the instructions on the screen. For details, please see Page
4.
Voting deadline: No later than 5:00 p.m. Japan time, Thursday, June 20, 2024
Method for voting by mailPlease indicate your approval or disapproval to each proposal on the enclosed Voting Rights Exercise
Form and return it to us. If there is no indication of your approval or disapproval to each proposal on the
Voting Rights Exercise Form, we will take it as an indication of your approval.
Voting deadline: No later than 5:00 p.m. Japan time, Thursday, June 20, 2024
Handling of duplicate voting① If you vote both via the Internet and by mail on the Voting Rights Exercise Form, only your vote placed via theInternet will be valid.
② If you submit your vote multiple times via the Internet, only the last vote will be valid. Also, if you submit your votemultiple times using a PC and a smartphone, only the last vote will be valid.

Shareholders who will attend the meeting in person
Attendance to the General Meeting of Shareholders
Please submit the enclosed Voting Rights Exercise Form to the reception desk at the place of the meetingon the day of the meeting.
Date and time of the meeting Friday, June 21, 2024 at 10 a.m. Japan time3

Methods for voting via the Internet
To exercise your voting rights via the Internet, please access the voting website designated by the Company
from a PC or a smartphone and cast your vote in accordance with the instructions on the screen.
Voting deadline:
No later than 5:00 p.m. Japan time, Thursday, June 20, 2024
*The voting website is unavailable from 2:30 a.m. to 4:30 a.m. Japan time every day.
Method for voting by reading the QR code
Method for voting via a smartphone
You do not need to input either the “login ID” or the “temporary password.” You can exercise your voting
rights by automatically accessing the voting website by reading the “QR Code for login” printed on the
Voting Rights Exercise Form using your smartphone. After you got logged in, please input your approvalor disapproval in accordance with the input instructions on the screen. To the next page
*QR Code is a registered trademark of DENSO WAVE INCORPORATED.
For Institutional Investors
You may exercise your voting rights on the voting platform operated by ICJ, Inc. if you have made prior application
to use the platform.

Method for voting by inputting the login ID and the temporary password
Method for voting via a PC(i) Access the voting website (https://evote.tr.mufg.jp/).
(ii) Input the “login ID” and the “temporary password” printed on the stub (on the right) of the Voting
Rights Exercise Form.
(iii) After you got logged in, please input your approval or disapproval in accordance with the input
instructions on the screen.
For questions regarding the system and other IT matters
Securities Agency Division (Help Desk)
Mitsubishi UFJ Trust and Banking Corporation
0120-173-027 (9:00 a.m. - 9:00 p.m., Japan Time; toll free only in Japan)※ We will notify you of a new “login ID” and “temporary password” each time when we convene a General Meeting of
Shareholders.
※ All costs associated with accessing the voting website via a PC or a smartphone (including internet connection fees
and communication fees) are to be borne by shareholders.
※ You may not be able to use the voting website depending on the environment in which you use the Internet.

4

Reference Documents for the General Meeting of Shareholders
Proposal and references
Proposal: Election of Five (5) Directors who are not Audit and Supervisory Committee Members
The terms of office of all five (5) Directors who are not Audit and Supervisory Committee Members will
expire at the conclusion of this General Meeting of Shareholders. Accordingly, the Company proposes to electfive (5) Directors who are not Audit and Supervisory Committee Members.
The Company’s Audit and Supervisory Committee has the opinion that it is appropriate to elect thecandidates for Directors who are not Audit and Supervisory Committee Members in view of realizing theCompany’s sustainable growth and mid- and long-term improvement of its corporate value.
The candidates for Director are as follows.
Candidate
No.

Name

Candidate attribute1

Hiroya Yamada[Male][Reappointed]

2

Shohei Morimoto[Male][Reappointed]

3

Masafumi Imai

[Male][Reappointed]

4

Nozomu Kubo

[Male][Newly appointed]

Current positions and responsibilities
at the Company
Representative Director, Chief
Executive Officer
Director, Senior Executive Officer
General Manager of Electronic
Materials & System Equipment
Group
General Manager of Functional
Materials Division, Electronic
Materials & System Equipment
Group
Director, Senior Executive Officer
In charge of Auditing Department,
Corporate Planning and Coordination
Department, and Accounting and
Finance Department
Executive Advisor

Periodserved as a
Director
2 years

8 years

3 years―[Male][Reappointed]
Outside Director
3 years[Outside](Note) The number of years served as a Director is at the conclusion of this General Meeting of Shareholders.
5

Manabu Hyakuno

5

Candidate
No.

Name
(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions

Number ofshares of theCompany held

April 1982
July 2009

1

Joined Nippon Mining Co.
General Manager of Technology Department,
Hitachi Works, Nippon Mining & Metals Co.,Ltd.
April 2011
General Manager of Facilities Engineering
Department, Hitachi Works, JX Nippon Mining& Metals Corporation
April 2012
General Manager of Facilities Engineering
Department, Kurami Works, JX Nippon Mining& Metals Corporation
October 2013
General Manager of Facilities Engineering
Department, JX Nippon Mining & Metals
Corporation
April 2016
Executive Officer of JX Nippon Mining &Metals Corporation
Hiroya Yamada(April 20, 1959)
April 2019
Deputy General Manager of Technology Group―*and General Manager of Facilities Engineering[Reappointed]
Department, JX Nippon Mining & Metals
Corporation
April 2020
Senior Executive Officer of JX Nippon Mining& Metals Corporation
April 2022
Executive Advisor of the Company
June 2022
Representative Director of the Company (topresent)
Chief Executive Officer of the Company (topresent)
Significant concurrent position―
Attendance at meetings of the Board of Directors
100% (12 out of 12)
Period served as a Director
2 years
Reasons for selection as a candidate for Director who is not an Audit and Supervisory Committee Member
Mr. Hiroya Yamada assumes duties as Representative Director and Chief Executive Officer with a wealthof knowledge and experience in relation to the electronic materials business and metal recycling business,
as well as in management and supervisory work of business companies (refer to the above for his careersummary, etc.). He is nominated as a candidate for Director since the Company considers that he is needed
for the supervision and decision-making of the Board of Directors.
* The number of shares of the Company held indirectly through the officers’ shareholding association of the Company is
excluded.

6Candidate
No.

Name
(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions

April 1988
April 2002

Shohei Morimoto(November 16, 1965)[Reappointed]
2

Joined the Company
Seconded to TATSUTA System Electronics
Co., Ltd.
July 2010
General Manager of Functional Materials
Division, Electronic Materials & System
Equipment Group of the Company (to present)
October 2011
General Manager of Technology Development
Center, Electronic Materials & System
Equipment Group of the Company
June 2013
Executive Officer of the Company
June 2016
Director of the Company (to present)
Senior Executive Officer of the Company (topresent)
Deputy General Manager of Electronic
Materials & System Equipment Group of theCompany
June 2020
General Manager of Electronic Materials &System Equipment Group of the Company (topresent)
Significant concurrent position―

Number ofshares of theCompany held

26,000shares*Attendance at meetings of the Board of Directors
92% (11 out of 12)
Period served as a Director
8 years
Reasons for selection as a candidate for Director who is not an Audit and Supervisory Committee Member
Mr. Shohei Morimoto assumes duties as Director and Senior Executive Officer with a wealth of knowledge
and experience in relation to the electronic materials business (refer to the above for his career summary andresponsibilities, etc.). He is nominated as a candidate for Director since the Company considers that he isneeded for the supervision and decision-making of the Board of Directors.
* The number of shares of the Company held indirectly through the officers’ shareholding association of the Company is
excluded.

7Candidate
No.

Name
(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions

Number ofshares of theCompany held

April 1986
August 2013

3

Joined Nippon Mining Co.
General Manager of Business Administration
Department, Recycling & Environmental
Services Group, JX Nippon Mining & Metals
Corporation
June 2015
Seconded to Pan Pacific Copper Co., Ltd.
April 2017
Chief Secretary of Administration Department,
Metals Group, JX Nippon Mining & Metals
Corporation
May 2018
General Manager of Administration Department,
Recycling & Environmental Services Group, JX
Nippon Mining & Metals Corporation
June 2020
General Manager of Accounting and Finance
Department of the Company
June 2021
Director of the Company (to present)
Executive Officer of the Company
In charge of Auditing Department, Corporate
Masafumi Imai
Planning and Coordination Department,(July 17, 1962)
1,300
Accounting and Finance Department, andshares*Procurement Department of the Company[Reappointed]
June 2022
Senior Executive Officer of the Company (topresent)
In charge of Auditing Department, Corporate
Planning and Coordination Department,
Accounting and Finance Department, andProcurement Department
June 2023
In charge of Auditing Department, Corporate
Planning and Coordination Department,
Accounting and Finance Department of theCompany (to present)
Significant concurrent position
President & Representative Director of TATSUTA Environmental
Analysis Center Co., Ltd.
Attendance at meetings of the Board of Directors
100% (12 out of 12)
Period served as a Director
3 years
Reasons for selection as a candidate for Director who is not an Audit and Supervisory Committee Member
Mr. Masafumi Imai assumes duties as Director and Senior Executive Officer with a wealth of knowledge
and experience in relation to accounting and finance operations (refer to the above for his career summary
and responsibilities, etc.). He is nominated as a candidate for Director since the Company considers that heis needed for the supervision and decision-making of the Board of Directors.
* The number of shares of the Company held indirectly through the officers’ shareholding association of the Company is
excluded.

8Candidate
No.

Name
(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions

April 1988
July 2010
July 2012

Nozomu Kubo
(August 28, 1963)[Newly appointed]
4

Joined Nippon Mining Co.
Seconded to JX Holdings, Inc.
Manager of General Affairs Division, Kurami
Works, JX Nippon Mining & Metals
Corporation
April 2014
Seconded to Pan Pacific Copper Co., Ltd.
October 2016
Manager of Human Resources Department, JX
Nippon Mining & Metals Corporation
April 2019
Deputy Manager of Kurami Works, JX Nippon
Mining & Metals Corporation
October 2021
Deputy Manager of Saganoseki Smelter &Refinery, JX Metals Smelting Co., Ltd.
April 2024
Executive Advisor of the Company (to present)
Significant concurrent position―

Number ofshares of theCompany held―

Attendance at meetings of the Board of Directors―
Period served as a Director―
Reasons for selection as a candidate for Director who is not an Audit and Supervisory Committee Member
Mr. Nozomu Kubo possesses a wealth of knowledge and experience in relation to planning andadministrative work (refer to the above for his career summary, etc.). He is nominated as a candidate for
Director since the Company considers that he is needed for the supervision and decision-making of theBoard of Directors.

9Candidate
No.

Name
(Date of birth)

Career summary, positions, responsibilities,
and significant concurrent positions

Number ofshares of theCompany held

April 1985
April 2009

Joined Nippon Mining Co.
Chief Secretary, Precision Rolling Department,
Processing Division, Electric Materials Group,
Nippon Mining & Metals Co., Ltd.
April 2010
Seconded to Materials Service Complex
Malaysia Sdn. Bhd.
January 2013
General Manager, Rolled and Processed
Materials Department, Functional Materials
Division, Electric Materials Group, JX Nippon
Mining & Metals Corporation
April 2017
General Manager, Functional Materials
Division, Electric Materials Group, JX Nippon
Mining & Metals Corporation
Manabu Hyakuno
April 2018
Executive Officer of JX Nippon Mining &(August 3, 1961)
Metals Corporation―
April 2019
General Manager, Functional Materials[Reappointed]
Division, JX Nippon Mining & Metals[Outside]
Corporation (to present)
April 2021
Director of JX Nippon Mining & Metals
Corporation
Senior Executive Officer of JX Nippon Mining& Metals Corporation (to present)
June 2021
Outside Director of the Company (to present)
Significant concurrent position
Senior Executive Officer and General Manager of the Functional
Materials Division, JX Advanced Metals Corporation
Attendance at meetings of the Board of Directors
100% (12 out of 12)*Period served as a Director
3 years
Reasons for selection as a candidate for Outside Director who is not an Audit and Supervisory Committee
Member, and expected roles
Mr. Manabu Hyakuno assumes duties as Outside Director with a wealth of knowledge and experience inrelation to the management and supervisory work of business companies (refer to the above for his careersummary, etc.). He is nominated as a candidate for Outside Director who is not an Audit and Supervisory
Committee Member since he will contribute to securing diversity and enhancing the revitalization of theBoard of Directors.
The Company expects Mr. Hyakuno to increase corporate value through the enhancement of corporate
governance, mainly by utilizing his experience in relation to the management and supervisory work ofbusiness companies to supervise the execution of duties by Directors and participate in the formulation ofmanagement strategy and management plans.

5

Notes:
1.
2.

3.

The Company does not have any special interest with the candidates for Director.
The Company currently has a contract with Mr. Manabu Hyakuno, to limit his liability for damages under Article 423,
Paragraph 1 of the Companies Act. If the election of Mr. Manabu Hyakuno is approved, the Company plans to continue
the contract. The limit of the liability for damages under this agreement with Mr. Manabu Hyakuno shall be the minimum
amount of liability for damages prescribed by laws and regulations.
The Company has entered into a directors and officers liability insurance (D&O insurance) contract with an insurancecompany, to cover legal damages and litigation expenses in the event that the insured parties, who are the Directors of
the Company, assume liability for their execution of duties, or receive a claim in the pursuit of such liability.
However, the contract contains exemptions, such as legal damages and litigation expenses arising from intentional acts
or gross negligence by an insured party. The Company is fully responsible for paying the insurance premium associatedwith this contract. The candidates will be included among the insured parties if they are appointed as Directors. The
Company intends to renew this insurance contract during their terms of office.

10[Reference]
Experience and Expertise of Directors
If the proposal is approved and passed, then the Company’s Board of Directors will be composed of memberswith the following skills.
Name

Corporate
management,
management
strategy

ESG,sustainability

Sales,
businessstrategy

R&D,
production
technology,
DX

International
business

Finance,accounting

Legalaffairs,
compliance

Generalaffairs,HR

Experiencein otherindustries

Hiroya●●●YamadaShohei●●●●Morimoto
Masafumi
●
●
●
●
Imai
Nozomu●●●●Kubo
Manabu●●●HyakunoYoshitaka
●
●
●
Dooka
Takeshi
●
●
●
●
●
●
●
Hanai
Inao
●
●
●
HaratoEtsuko●●●Taniguchi*The table above presents the fields in which each individual is more specialized, based on his or her experience, etc. It does not represent all theskills and knowledge that they possess.

11

(Attachment)

Business Report(April 1, 2023 - March 31, 2024)
1. Overview of the Company Group(1) Business Progress and Results
During the current fiscal year under review, the legal status of COVID-19 was downgraded to “Class5,” economic activities moved toward normal, and the Japanese economy continued moderate recovery incorporate earnings, capital investment, production, personal consumption, etc. The world economy is also
improving as the impact of COVID-19 decreases although the economy in some regions is weak.
However, the outlook remains uncertain due to volatility in the financial and capital markets and rising
prices amid ongoing global monetary tightening, resource and raw material prices fluctuating at highlevels, the prolonged Russia-Ukraine crisis, the strained situation in the Middle East, etc.
The average domestic quotation price for copper, the main raw material used for the Company’s
products, for the fiscal year under review was on levels higher than for the previous fiscal year.
In the meantime, domestic demand for copper electric wires was on levels a little higher than for theprevious fiscal year on the whole although the supply and demand of some electric wires is currently
tight, while in the industrial equipment wire business, a slowdown in demand from some users was seen.
Sales of smartphones, the main application of functional films, remained weak in terms of volumes due toa global price increase, an economic downturn mainly in China, the prolonged replacement cycles ofsmartphones, etc. and demand for materials was also affected by that.
In this environment, net sales for the fiscal year under review amounted to 64,119 million yen (up4.3% year on year). Operating income was 2,547 million yen (up 49.7% year on year), ordinary income
was 2,688 million yen (up 44.2% year on year), and income attributable to owners of parent was 1,765
million yen (up 82.4% year on year).

(Millions of yen, unless otherwise stated)
Fiscal year ended March 31, Fiscal year ended March 31,
2023
2024
Year on year change(previous fiscal year)(fiscal year under review)
Net sales

61,476

64,119

4.3%

Operating income

1,701

2,547

49.7%

Ordinary income

1,864

2,688

44.2%

967

1,765

82.4%

Income attributable toowners of parent

The Company is listed on the Tokyo Stock Exchange, Inc. as of the day of submission of the financial
results for the fiscal year under review. As announced in the Notice on Position Statement concerning
12Planned Commencement of a Tender Offer by JX Nippon Mining & Metals Corporation, a Whollyowned Subsidiary of ENEOS Holdings, Inc. for Shares of the Company released on December 21, 2022,
JX Advanced Metals Corporation (changed the trade name from JX Metals Corporation on May 14,2024) plans to commence the tender offer for shares of the Company as soon as the prospect forclearance of competition laws of relevant countries becomes probable.
As announced in the (Progress of Disclosed Matters) Notice Regarding Progress of Implementation of
Tender Offer for Shares of TATSUTA Electric Wire and Cable Co., Ltd. by JX Metals Corporation, aWholly-owned Subsidiary of ENEOS Holdings, Inc. released on April 26, 2024, while JX Advanced
Metals Corporation has been conducting procedures in response to the Chinese competition authority’srequests, including discussing the remedies to address competition concerns, examination is still ongoing,
and although the issues under examination have been narrowed down, the procedures required under
Chinese competition law and related measures are not yet complete. Therefore, JX Advanced Metals
Corporation expects to commence the tender offer in or after May 2024.
Through the tender offer and subsequent series of procedures, the Company is planned to become awholly-owned subsidiary of JX Advanced Metals Corporation, and the Company’s stock is planned to bedelisted.
The Company will develop synergies, including efficient utilization of management resources of bothcompanies; further enhancement of business competitiveness in the electronic materials area; andenhancement of business foundation in the electric wire and cable area, in an effort to increase corporate
value.
An overview of the Group’s business performance by segment is as follows:[Electric Wire and Cable Business]
Fiscal year ended March
31, 2023 (previous fiscal
year)
Net sales
Operating income(Millions of yen, unless otherwise stated)
Fiscalyear
ended
March 31, 2024
Year on year change(fiscal year under review)

43,97547,096

7.1%

768

2,063

168.5%

A slowdown in demand in the industrial equipment wire business was seen. However, owing to increased
sales of electric wires for infrastructure in electric wires for electrical power companies and power plants, foruse in construction, etc. (up 8.0% year on year) as well as selling price revisions implemented in response torising raw material prices, etc., net sales for this segment increased to 47,096 million yen (up 7.1% year onyear). In addition to the above, owing to efforts to improve product mix, reduce costs, etc. and the effect ofcopper price fluctuation, operating income was 2,063 million yen (up 168.5% year on year).
[Electronic Materials Business](Millions of yen, unless otherwise stated)

13

Fiscal year ended March Fiscal year ended
31, 2023 (previous fiscal March 31, 2024
year)
(fiscal year under review)

Year on year change

Net sales

15,064

14,548（3.4）%

Operating income

1,463

1,147

（21.6）%

Sales volume of functional films, the Company’s flagship products, decreased (down 8.9% year on year) as
the production volume of smartphones, the major application of functional films, was on low levels due to theprolonged replacement cycles of smartphones, etc. As a result, net sales for this segment were 14,548 million
yen (down 3.4% year on year) and operating income was 1,147 million yen (down 21.6% year on year) in
spite of efforts to reduce costs, etc.
[Other Businesses](Millions of yen, unless otherwise stated)
Fiscal year ended March Fiscal year ended
31, 2023 (previous fiscal March 31, 2024
Year on year changeyear)(fiscal year under review)
Net sales
Operating income

2,463

2,502

161

26

1.6%
(83.6) %Although sales of medical equipment materials increased owing to sales expansion of new products, etc.,
demand was stagnant and various costs increased in each of the sensor and environmental analysis businesses,
and as a result, net sales for this segment were 2,502 million yen (up 1.6% year on year) and operating income
was 26 million yen (down 83.6% year on year).

14

2. Issues to Be Addressed(1) Basic Management Policy of the Group

Recognizing that the sustainable development of society is fundamental to the sustainable growth for
the Group, we will raise our environmental, social and economic corporate value by providing products andservices useful for society, while aiming to reduce environmental burden at all stages of our businessactivities, based on the Group’s Corporate Principles and Corporate Code of Conduct.
Furthermore, we aim to expand business by providing products and services useful for the society, andrecognize reducing social and environmental burden from the Group’s business activities as a key challenge.
Protecting the global environment, in particular, is a worldwide issue, and we would like to actively play
our part as a corporate member of society. To this end, we will also be diligently engaged in initiatives suchas achieving carbon neutrality, resource conservation, energy conservation and recycling.
Through these activities, the Group will contribute to realizing a better society and its sustainable
development.
Corporate Principles
The Group will1) continuously and proactively take up the development of businesses that will lead the next generation, based on our corebusinesses of electric wire/cable and electronic materials and with overwhelming vitality and speed. At the same time, wewill also promote a consolidated management that is both highly conscientious and transparent, so that we may create
sustainable growth and improve long-term corporate value, as well as2) consider global environmental problems while providing products and services with characteristics that will meet customer
needs and thus also contribute to the sustainable growth and development of society.
Corporate Code of Conduct

1.

By devoting ourselves to creative and novel ideas and with an indomitable spirit, we shall develop technology and products
demanded by society and our customers providing useful, safe, and superior products and services.

2.

In every aspect of our business activities, we shall seek to bring harmony between the environment and human life,
recognizing that conserving the global environment is one of the most important issues faced by all peoples of the world andthus, must be a basic element of our management approach.

3.

We shall respect the character and individuality of our employees, ensuring a safe and comfortable work environment rich indiversity.

4.

We shall establish good and sound relations with interested parties outside the company, including stockholders, clients andlocal communities.

5.

We shall observe domestic and international laws, as well as in-house rules, in conducting fair corporate activities according
to social norms and morals.

6.

We shall appropriately and fairly disclose information related to our corporate activities so as to enhance managementtransparency.

15

(2) Medium- to Long-term Management Strategies of the GroupIn order to realize the Group’s Corporate Principles, we have formulated “2025 Long-Term Vision,” theGroup’s long-term business strategy. This establishes the future direction and vision (business model) for
the Group’s core businesses, the Electric Wire and Cable Business and Electronic Materials Business, for
the Company’s business operations during nine years from the fiscal year ended March 31, 2018 to thefiscal year ending March 31, 2026, based on the Group’s core competence and future social issues, needand trends.
Under our 2025 Long-Term Vision, in addition to further strengthening businesses in which theCompany already has a substantial competitive advantage, we aim to focus the Group’s initiatives onfrontier sectors where social needs are expected to rise in the future, such as the IoT, robotics, automotive
onboard devices and medical devices, to expand our businesses and transform our business portfolio. We
think that these initiatives will address the SDGs and contribute to responding to social issues that emerged
as a result of the COVID-19 crisis.
To achieve this, we develop our businesses in three groups, “for-profit businesses”, “for-growthbusinesses”, and “mid- to long-term development businesses” based on factors such as their stage of growthand competitive strength, also dividing into the First period (FY2017-2019), Second period (FY2020-2022)
and Third period (FY2023-2025).
However, with regard to for-growth businesses and mid- to long-term development businesses, which
we planned to substantially grow, though we have made certain progress, there have been significant delays
in new product development and sales expansion due to restricted contact with customer companies,
stagnant certification process for new materials on the customer side, etc. caused by the COVID-19 crisis.
With regard to for-profit businesses, we fell short of the targets for Second period (FY2020-2022)
attributable to soaring resource and energy prices triggered by the Russian invasion of Ukraine, sluggish
production caused by supply shortages of parts such as semiconductors, a subsequent sharp decline insmartphone sales, etc.
In FY2023, while there was no change in the direction set forth in the 2025 Long-Term Vision, theGroup first focused on and made a concerted effort toward current earnings recovery as the top priority andachieved positive results to some extent. However, due to the elevated prices of resources and energy, thesubsequent rise in the cost of goods and labor, etc., the business environment continues to be uncertain.
Accordingly, we have decided to continue to examine our medium- to long-term business plans and targets
in FY2024 as well.
[2025 Long-Term Vision]
Our goal is to achieve net sales of 100 billion yen and operating income of 10 billion yen in the fiscal year ending March
31, 2026. We will explore the frontiers of electric wire and electronic materials with the aim of becoming a niche top supplierthat provides unique cutting-edge parts and materials.
To this end, we will actively invest in the fields which are expected to achieve market expansion, namely, functional paste
and medical equipment materials, in pursuit of growth. For other existing business fields, we will implement strategies suchas promoting investment to help enhance efficiency and shifting our operational focus to high function products to pursue theoptimization of profit earning.

16

[Electric wire and cable business]
Electric wire and cable business,
For-profit
businesses

Domestic equipment wire and cable business[Electronic materials business]
Functional films business, Bonding wire business[Other businesses]

Promote investment for enhancing efficiency andproduct improvement and shift operational focus tohigh function products to pursue the optimization of
profit earning.

Sensor business, Environmental analysis business[Electronic materials business]
For-growth

Functional paste businessbusinesses[Other businesses]

Actively implement investment in development andproduction increases to pursue greater scale andMedical equipment materials business
Mid- to long-term
development
businesses

expand revenue.
Focus on establishing the business foundation at[Electric wire and cable business]present; after this is complete, implement investment

Overseas equipment wire and cable businessin production increases, and pursue greater scale andexpand revenue in the future.

（3）Issues to Be Addressed
1) Issues of each segmenti) Electric Wire and Cable BusinessWith increasing needs for “developing power transmission and distribution network” and “functional cable”
associated with social changes such as a shift to carbon-neutral society, 5G, FA and robotization, business opportunitiesof the Electric Wire and Cable Business are expanding, and acquisition of such opportunities is a priority. Given suchcircumstances, the Company will improve market responsiveness of the entire Electric Wire and Cable Business tofurther “expand into new/overseas markets”, “develop high function and differentiated products”, and “plan/implement
measures to enhance product lineup through alliance, etc. and to strengthen manufacturing and sales system”. As part ofit, the Company consolidated in July 2021 the Electric Wire & Cable Division and the Equipment Wire and Cable
Division to form “Wire & Cable Group”. Furthermore, in July 2022, we integrated our subsidiaries’ sales functions into
those of the Company and simplified our management system to accelerate market exploration and development ofdifferentiated new products through efficient operation, swift decision making, and further information sharing. In
addition, in April 2024, we consolidated our product brands, including those of our subsidiaries.
In FY2023, a slowdown in demand in the industrial equipment wire business was seen. However, sales of electric
wires for infrastructure increased and selling price revisions implemented in response to rising raw material prices tookroot. In addition, we made efforts to improve product mix, reduce costs, etc. As a result, we achieved a recovery inrevenue to some extent.
However, as fluctuation of prices of production materials and energy and rises in logistics, labor, and other costs are
expected to continue in the future, we recognize that maintaining appropriate sales prices is an important task and willcontinue to focus our efforts on it.

ii) Electronic materials businessOur mainstay functional films are mainly applied to mobile communication devices such as smart
phones and tablets. In 2023, the sales volume of smartphones remained low due to the prolonged
replacement cycles of smartphones, etc. However, mobile communication devices will go compatible
with millimeter wave bases and device models to enable higher speed communications. Foldable
phones (foldable smartphones) are also expected to increase. We have developed electromagnetic wave
shielding film that is compatible with millimeter wave and highly flexible film that is compatible withfoldable phones and will capture business opportunities with full-scale penetration of such devices. On
17the other hand, expanding the application range of functional films is an issue. The Company has
developed highly heat-resistant, electromagnetic wave shielding film for in-vehicle electronic
components such as sensors, cameras, inverters, power windows, headlights and instruments, fromwhich further growth is expected. The Company will diligently engage in making the shielding film for
automobile applications the second business pillar following the shielding films for smartphones.
In addition, in FY2023, we redefined the value of our electromagnetic wave shielding films for
FPCs and conductive bonding films and started to roll out a new brand WILMINA® to further enhance
our market presence. We will actively work on the development of high-performance, high-quality
products that will match customer needs in the mobile device field, in which high-speed transmission
is being required, the in-vehicle field, in which digitalization is accelerating, etc.
Functional paste business, positioned as for-growth business, has focused on business development
under the 2025 Long-Term Vision as a second business pillar following the functional films business.
Partly due to the delay in certification process by corporate clients due to COVID-19, the business isstill yet to contribute to the Company’s revenue. However, certification of materials at corporate clientsis underway. We have also agreed with startups in which the Company has invested on production in
Japan. We will continue to work vigorously so that the business will contribute to revenue soon.
iii) Other businesses
The medical equipment materials business, positioned as for-growth business, can utilize theCompany’s resin molding technology and fine electric wire processing technology, in addition tosensing technology accumulated from the sensor business. Under the policy to develop and operatebusiness of top niche product groups by addressing development themes that meet the needs of majorclients, we have developed unique niche top products, while building a business foundation throughcontract manufacturing of OEM products for major medical equipment manufacturers. In particular,
minimally invasive medical areas contribute to better QOL after surgery, reducing patient burden. Withhigher demand for adding new functions, the market is expected to grow in the development of newtreatment methods, and our core technologies such as optical fiber, alloy, fine wire, and tube cancontribute to developing new medical technologies. The production and sales of OEM products for
major medical equipment manufacturers, which we started at the end of FY2021, has been growing
steadily, and we are planning to make further investment.
Progress of the Long-Term Vision is lagging behind but we will drive the growth of the medical
equipment materials business through forming a unique group, collaborating with companies in therelevant fields, including startups.
Tatsuta Environmental Analysis Center’s environmental analysis business conducts dioxins analysis,
working environment measurement, soil and groundwater investigation, and environmental analysis
such as water quality and air. It also responds to various analyses such as products/materials andindustrial waste, generating certain revenue with growing needs for environmental protection. To drive
further growth, we will continue to pursue our growth strategies by shortening the time required fordioxins analysis, providing one-stop solutions of soil and environment business including soil analysis,
18expanding the area in which we offer analysis services, etc. and enhance efficiency and service quality
through digital transformation.

2) Alliances with companies and universities, etc. to strengthen business and nurture new business
It is a priority to strengthen existing business and nurture new business to drive our growth, and toearly enhance fundamental technologies which are the key to creating a new business. From theperspective of leveraging the strengths of the Company’s Group, we engage in open innovation throughalliance with other companies and universities, in addition to leveraging its internal resources. The
Company pursues capital and business alliance with startup companies which develop and possess
differentiated technology contributing to solving social issues, in the fields aligned with its businessdirections, mainly of carbon neutrality and renewable energies; electronic materials such as 5G, IoT,
AI, and DX; medical and environment/sensing. Since FY2020, the Company has invested in sevenstartups (approx. 600 million yen in total), aiming to create a new business through alliance while
supporting their growth.
In R&D areas, collaboration with universities has started, and currently co-developing products withseveral universities. In March 2024, we established a laboratory in Kansai University Center for
Innovation & Creativity as a hub for creating new businesses through industry-academia collaboration.
The Company will promote such collaboration, aiming to enhance its profitability and develop newtechnologies and business.

3) DX promotion
The Group is promoting DX in various aspects, namely, manufacturing, development, sales, andgeneral affairs. As we believe that human resource development is an important task in establishing andcontinuing to promote DX as a corporate culture, we have systematized and significantly improved ourDX training program. We will continue to enhance the digital environment and address issues to enable
the reform of business styles and business models and create new added value.

19(1) Sustainability Promotion
As stated in 5. Issues to Be Addressed (1) Basic Management Policy of the Group, recognizing that thesustainable development of society is fundamental for the sustainable growth for the Group, we have been
pursuing sustainability management. We have formulated the ESG Committee Rules and have establishedand operated the ESG Committee as a body to recognize and determine the importance of sustainability
information in our group management. In April 2021, we identified contribution to conserving the global
environment, provision of advanced, high-quality products and services to benefit society, realization ofsafe and fulfilling workplaces, respect of human rights, coexistence and co-prosperity with local
communities, and thorough corporate governance as materiality items of the Group and have been making
group-wide efforts to achieve them. Through these activities, we will aim for sustainable growth of ourbusiness and play an active role as a member of society in realizing a better society and its sustainable
development.
1) GovernanceIn October 2020, in order to promote sustainability management across the Group, we establishedthe ESG Committee, which is chaired by the President and Representative Director and composed of
Directors and Executive Officers of the Company and Directors of Group companies. The ESG
Committee is positioned alongside the Board of Managing Officers and Internal Control Committee asa meeting body under the direct control of the President and Representative Director. The ESG
Committee meeting is held twice a year, in principle, or as needed. The ESG Committee monitors thestatus of ESG-related initiatives, discusses and deliberates on important matters related to ESG fromthe perspective of the sustainability of business activities, and reports and presents the results to theBoard of Managing Officers and the Board of Directors.
The Administration and Human Resources Department and Corporate Planning and Coordination
Department act as the ESG Committee’s secretariat, and in coordination with various business divisions,bring basic ideas, important issues, etc. related to ESG in general to the ESG Committee for discussion,
set sustainability targets, summarize their progress, and supervise the evaluation of achievements.
Regarding climate change, in particular, we have established a Carbon Neutrality Pursuit Subcommittee,
which is headed by an Executive Officer in charge of facilities engineering, under the ESG Committee.
It supervises efforts toward carbon neutrality by 2025 and reports to the ESG Committee.

202) Risk management
The ESG Committee oversees ESG-related initiatives as a whole, assesses the risks andopportunities associated with each materiality item from the perspective of sustainability, and whennecessary, reviews the materiality items, specific initiatives, and KPIs. As for identified risk items, the
ESG Committee reports them to the Board of Managing Officers and the Board of Directors, and incoordination with the Risk Management Committee, incorporates and reflects them in the risk
management of the entire Group.
3) Strategy and target indices
The Group’s sustainability-related materiality items, specific initiatives, and KPIs are as follows. In
FY2023, we added the ratio of male employees that took childcare leave of 50% or higher as a new
KPI.

21

▪

Response to climate change
We understand that climate change will significantly affect the preconditions for a stable social
infrastructure that allows us to continue our business activities now and in future through an increase innatural disasters, an impact on ecosystems, etc. as a result of global warming. We recognize that the
reduction of CO2 emissions, in particular, is an urgent priority that may have an effect on our management
strategy.
In response to requests from society, client companies, etc., the Group has practically achieved carbon
neutrality (Scope 1 and 2) in the functional films business since April 2022. We plan to achieve carbon
neutrality (Scope 1 and 2) in FY2025 at other business sites and affiliated companies in Japan.

Total CO2 emissions (Scope 1 + Scope 2) by the Company and consolidated subsidiaries in Japan
FY2021

FY2022

FY2023

20,119 tCO2

6,365 tCO2

6,110 tCO2

In FY2022, we significantly reduced CO2 emissions by utilizing carbon-neutral LNG, electricity
generated by renewable energy, etc. In FY2023, we further reduced CO2 emissions by increasing the ratioof utilization of electricity generated by renewable energy in some businesses.
In addition, the Company expressed its support for the Task Force on Climate Related Financial
Disclosures in March 2022 and has analyzed scenarios based on the concept of TCFD and identified risks
and opportunities related to our business activities to incorporate them into our management strategy.
▪

Approach to developing human resources, including diversified human resources, and improving thecorporate environment
We have formulated a Human Resource Development Policy and are working to develop professional
human resources who are willing and able to actively take on challenges and drive the creation of
innovation and the global growth of our business.
[Human Resource Development Policy](1) Basic approach
In compliance with the Corporate Principles and the Corporate Code of Conduct, we shall develop human resources that willassume the role of realizing sustainable development of the Company and enhancement of corporate value over the medium
to long term.
(2) Link with the personnel system
Based on the Description Table of Roles and Grades in the personnel system, we shall develop human resources according to
the roles and skills required for various levels.
(3) Image of human resources that the Company seeks1)

Human resources that are able to formulate a vision for the future based on an accurate understanding of the current
situation and future outlook, overseeing the entire Group from a global perspective2)

Human resources that embrace diversity and are able to lead an organization, department, or workplace while working
to smoothly coordinate with other departments

3)

Human resources that take on challenges with a sense of urgency and are able to respond autonomously in the face ofchanges in social conditions, technological innovations, etc.

4)

Human resources that are ambitious, have high ethical standards, and are capable of lifelong learning and selfimprovement

22

In April 2022, we reformed our personnel systems to take personnel measures that will facilitate diverse
career paths and autonomous work styles and utilize employee diversity in business promotion and productdevelopment in an effort to achieve sustainable growth and development.
We state in the Corporate Code of Conduct that we shall respect the character and individuality of ouremployees, ensuring a safe and comfortable work environment rich in diversity. We pursue the realizationof a dynamic work environment in which diverse human resources respect each other’s human rights andvigorously demonstrate their abilities in their right places. In the face of social changes, such as a decreasein the working population due to the declining birthrate in Japan and the diversification of values regarding
employment, we promote work-life management, such as diversity and inclusion, work style reform, andhealth management. We actively recruit and appoint diverse human resources, including women, people
with disabilities, older people, foreigners, and mid-career hires with various work histories. We offer
various types of leave of absence and the option of telecommuting in an effort to create a corporate
environment that allows employees to make the most of their respective characters and abilities at different
life stages. We also work to change the mindset of our employees by such means as educating managers.
Diversity-related indices: FY2023 results (non-consolidated)(Proportion of employees with disabilities: from July 1, 2022 to June 30, 2023)
Percentage of annual paid leave consumed
Proportion of employees with disabilities
Proportion of female employees recruited
Ratio of female managers
Ratio of male employees that took childcare leave

82.5%
3.1%
12.8%
6.8%
72.2%

As part of our efforts to enhance the workplace environment, we introduced a system to grant planned
annual paid leave and a system to allow employees to take hourly annual paid leave FY2023. Furthermore,in April 2024, we formulated the Action Plan for the Promotion of the Measures to Support NextGeneration Development separately from the Action Plan for the Promotion of Female Participation. We
have thus been striving to enhance the environment to promote participation of workers who are raisingchildren.
We would appreciate your continuous, warm understanding and support of our efforts.

23