Translation
Notes:

This document is an excerpt translation of the original Japanese document and is only for reference purposes. In the event of any
discrepancy between this translated document and the original Japanese document, the latter shall prevail.

Securities Code: 9843
June 3, 2024
(Date of commencement of electric provision measures: May 22, 2024)
To our shareholders:Toshiyuki Shirai,
Representative Director & President
Nitori Holdings Co., Ltd.
1-2-39 Shinkotoni 7-jo, Kita-ku,
Sapporo-shi, Hokkaido

Notice of the 52nd Annual General Meeting of Shareholders
Please be informed that the 52nd Annual General Meeting of Shareholders of Nitori Holdings Co.,
Ltd. (the “Company”) will be held as indicated below.
1.Date and Time:Thursday, June 20, 2024, at 10.00 a.m. (JST)2.Venue:

Conference Room, 6th floor, Sapporo Head Office of the Company
1-2-39 Shinkotoni 7-jo, Kita-ku, Sapporo-shi, Hokkaido

3.Purpose of the Meeting
Matters to be reported:

1. The Business Report and the Consolidated Financial Statements
for the 52nd fiscal year (from April 1, 2023 to March 31, 2024),
and the results of audits of the Consolidated Financial Statements
by the Financial Auditor and the Audit & Supervisory Committee
2. The Non-consolidated Financial Statements for the 52nd fiscal
year (from April 1, 2023 to March 31, 2024)

Matters to be resolved:

Proposal No. 1
Election of Eight (8) Directors (Excluding Directors who are Audit& Supervisory Committee Members)
Proposal No. 2
Election of Three (3) Directors who are Audit & Supervisory
Committee Members

1When convening this General Meeting of Shareholders, the Company has taken measures forproviding information in electronic format (the “electronic provision measures”) and has posted
matters subject to the electronic provision measures on the following Company website under thetitle “Notice of the 52nd Annual General Meeting of shareholders.”
Tokyo Stock Exchange website (TSE)(Listed Company Search)https://www2.jpx.co.jp/tseHpFront/JJK020010
Action.do?Show=Show

The Company’s website
https://www.nitorihd.co.jp/en/ir/shareholder/sha
reholder_meeting.html

Please access The Company’s website above,click on “Notice of the 52nd Annual General
Meeting of Shareholders”.

Please access the TSE website above, enter“Nitori Holdings” in the “Issue name (company
name)” field or our stock exchange code“9843” in the “Code” field, and click on“Search” to find search results. Then, click on“Basic information” and “Documents for public
inspection/PR information” in this order to find“[Notice of General Shareholders Meeting/Informational Materials for a General
Shareholders Meeting].”

Instead of attending the Meeting in person, you may exercise your voting rights in writing, via
the internet. Please review the attached Reference Documents for the General Meeting of
Shareholders, and exercise your voting rights by 6:00 p.m. on Wednesday, June 19, 2024 (JST).
● In the event that a shareholder provides no indication of approval or disapproval with regard to
the proposals in writing, the shareholder shall be considered to have expressed approval, whichshall be handled accordingly.
● In the event that a vote is exercised in duplicate via both the writing and the internet, the votecast via the internet shall be effective.
● In the event that more than one vote is exercised via the internet, the latest vote shall beeffective.
● The original Japanese version of the paper copy to be delivered to shareholders who made arequest for delivery of documents does not include the “Consolidated Statement of Changes in
Equity,” “Notes to Consolidated Financial Statements,” “Non-consolidated Statement of
Changes in Equity” and “Notes to Non-consolidated Financial Statements” pursuant to theprovisions of laws and regulations and the Article 16, paragraph 2 of the Company’s Articles ofIncorporation. Accordingly, the said paper copy constitutes only part of the documents auditedby the Audit & Supervisory Committee and the Financial Auditor in preparing audit reports.
● If any corrections are made to the matters subject to electronic provision measures, the originaland revised versions of those matters will be posted (in Japanese only) on each website where
the documents are posted.

2

Reference Documents for the General Meeting of Shareholders
Proposal No.1:

Election of Eight (8) Directors (Excluding Directors who are Audit &Supervisory Committee Members)

The terms of office of all 8 Directors (excluding Directors who are Audit & Supervisory Committee
Members; applicable to the rest of this proposal) will expire at the conclusion of this General
Meeting. Therefore, the Company proposes the election of eight (8) Directors. Regarding this
proposal, the Audit & Supervisory Committee has judged that all the candidates for Directors are
qualified for the role.
The candidates for Directors are as follows:
Attendance at

Candidate
No.

Name

Current positions and responsibilities in the Company

meetings of theBoard of Directors

1[Reappointment]

Akio Nitori

Representative Director &Chairperson

2[Reappointment]

Toshiyuki Shirai

Representative Director &President

3[Reappointment]

Fumihiro Sudo

Director, Executive Officer &Vice President

4[Reappointment]

Masanori Takeda

5[Reappointment]

Hiromi Abiko

6[Reappointment]

Takaaki Okano

Director, Executive Officer &Vice President
General Manager of Global
Merchandising Division
General Manager of Global
Sales Promotion Office
In charge of Overseas
Business
Director
General Manager of HR
Education Division
Director

7[Reappointment][Outside][Independent]

Yoshihiko Miyauchi

Outside Director

8[Reappointment][Outside][Independent]

Naoko Yoshizawa

Outside Director

3

13 out of 13
meetings(100%)
13 out of 13
meetings(100%)
13 out of 13
meetings(100%)
13 out of 13
meetings(100%)

13 out of 13
meetings(100%)
13 out of 13
meetings(100%)
13 out of 12
meetings(92.3%)
13 out of 13
meetings(100%)

Candidate

Name

No

(Date of birth)

1[Reappointment]

Akio Nitori(March 5, 1944)

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

3,410,482
shares13 out of 13
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Mar. 1972

Founded the Company, Senior Managing Director

May 1978Representative Director & President of the Company

Feb. 2003

Director of Marumitsu Co., Ltd. (currently Nitori Furniture Co., Ltd.)

Nov. 2009

Representative Director & Chairperson of Nitori Public Co., Ltd.

May 2010

Chairperson of DECOHOME CHINA Co., Ltd.

Aug. 2010

Representative Director & President of Nitori Co., Ltd.
Representative Director & President of Home Logistics Co., Ltd.

Aug. 2011

Representative Director & President of Nitori Facility Co., Ltd.

May 2012

Director & Chairperson of Nitori USA, Inc.

May 2014

Representative Director & Chairperson of Nitori Co., Ltd.
Representative Director & Chairperson of Home Logistics Co., Ltd.
Representative Director & Chairperson of Nitori Facility Co., Ltd.

Feb. 2016

Representative Director & Chairperson (CEO) of the Company (current position)

May 2016

Outside Director of KOHNAN SHOJI CO., LTD.

June 2016

Chairperson of NITORI (CHINA) HOLDING Co., Ltd.

Mar. 2017

Director & Senior Advisor of Nitori Public Co., Ltd.

May 2017

Director & Senior Advisor of Home Logistics Co., Ltd. (current position)
Outside Director of IZUMI Co., Ltd.

Apr. 2018

Director & Senior Advisor of HOME DECO CO., LTD. (current position)

Dec. 2018

Director & Senior Advisor of N Plus Co., Ltd.

Feb. 2020

Representative Director & Chairperson of N Plus Co., Ltd. (current position)
Representative Director & Chairperson of Nitori Furniture Co., Ltd.

Mar. 2020

Representative Director & Chairperson of Nitori Public Co., Ltd. (current position)

Apr. 2022

Representative Director & Chairperson of Nitori Digital Base Co., Ltd.

Sep. 2023

Director & Senior Advisor of Nitori Digital Base Co., Ltd. (current position)

Dec. 2023

Representative Director, Chairperson & President of Nitori Furniture Co., Ltd. (current position)

Feb. 2024

Representative Director, Chairperson & President of Nitori Co., Ltd. (current position)

Reasons for nomination as candidate for Director:
The candidate founded the Company in 1972 and since then, aiming to achieve the Company’s Roman (vision)
and while always making the most of his excellent foresight and strong leadership, has led Nitori to grow frombeing one furniture store to one of Japan’s top home furnishing chains. The Company proposes the election of thecandidate for Director, considered him to be qualified to continue as a Director that takes responsibility of decision
making related to management policies and corporate strategy and supervisory functions regarding businessexecution.
Special interest between the candidate and the Company:
There is no special interest between Akio Nitori and the Company

4Candidate

Name

No

(Date of birth)

2[Reappointment]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

42,308shares13 out of 13
meetings(100%)

Toshiyuki Shirai(December 21, 1955)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Apr. 1979

Joined the Company

May 2001

Director of the Company

May 2004

Managing Director of the Company

May 2008

Senior Managing Director of the Company

May 2010

Director & Senior Managing Executive Officer of the Company

Aug. 2010

Director of Nitori Co., Ltd.
Director of Home Logistics Co., Ltd.

Dec. 2010

Director & General Manager of Merchandising Division of Nitori Co., Ltd.

May 2012

Director of Nitori USA, Inc.

May 2014

Representative Director & Executive Vice President of the Company
Representative Director & President of Nitori Co., Ltd.
Representative Director & President of Home Logistics Co., Ltd.
Representative Director & President of Nitori Facility Co., Ltd.

Mar. 2015

Representative Director & President of Nitori Public Co., Ltd.

May 2015

Representative Director & Chairperson of Home Logistics Co., Ltd.

Feb. 2016

Representative Director & President of the Company (current position)

Mar. 2017

Representative Director & Chairperson of Nitori Public Co., Ltd.
Chairperson of NITORI (CHINA) HOLDING Co., Ltd.
Representative Director & Chairperson of HOME DECO CO., LTD.

Apr. 2017

Chairperson of Nitori Taicang Trading & Logistics Co. Ltd.

June 2017

Director of KATITAS Co., Ltd. (current position)

Dec. 2018

Director of N Plus Co., Ltd. (current position)

Mar. 2019

Director of Nitori Furniture Co., Ltd. (current position)

Feb. 2020

Director of Nitori Co., Ltd. (current position)
Chairperson of SIAM NITORI CO., LTD.

Mar. 2020

Director of Nitori Public Co., Ltd. (current position)

July 2020

Director of Home Logistics Co., Ltd.

June 2023

Director of SHIMACHU CO., LTD. (current position)

Aug. 2023

Representative Director & Chairperson of Home Logistics Co., Ltd. (current position)

Sep. 2023

Director of Nitori Digital Base Co., Ltd. (current position)

Reasons for nomination as candidate for Director:
The candidate has had a broad range of business experience such as being involved in store operations, personnel,
product development, logistics, and overseas business, and has abundant experience and knowledge related tooverall management of the Group gained from serving positions such as Representative Director & President of
Nitori Co., Ltd. from May 2014 to February 2020, and Representative Director & President of the Company fromFebruary 2016. Accordingly, the Company proposes the election of the candidate for Director.
Special interest between the candidate and the Company:
There is no special interest between Toshiyuki Shirai and the Company

5Candidate

Name

No

(Date of birth)

3[Reappointment]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

11,325
shares13 out of 13
meetings(100%)

Fumihiro Sudo
(May 5, 1956)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Mar. 1979

Joined SHIMACHU CO., LTD.

Sept.2000

Representative Director of KANSAI SHIMACHU CO., LTD.

Apr. 2001

Joined the Company

May 2005

Executive Officer of the Company

May 2008

Managing Director of the Company

May 2010

Managing Executive Officer of the Company
General Manager of Store Development Division of the Company

May 2014

Senior Managing Director of the Company

Aug. 2018

Director & Vice President of the Company

Apr. 2019

In charge of Store Development and National Sales Business of the Company

May 2019

Director of Nitori Co., Ltd. (current position)

Feb. 2020

Director, Executive Officer & Vice President of the Company (current position)
General Manager of Business System Improvement OfficeJan. 2021

Chairperson of SHIMACHU CO., LTD.

Mar. 2021

Representative Director & Chairperson of SHIMACHU CO., LTD. (current position)

Reasons for nomination as candidate for Director:
The candidate has abundant business experience, including store development operations, and has abundant
experience and knowledge related to overall management gained from serving positions such as Director & Vice
President of the Company from August 2018. As the Chairperson and Representative Director of SHIMACHU
CO., LTD., he is currently tasked with executing a smooth integration of business and creating synergies thatwould maximize the corporate value of both companies. Accordingly, the Company proposes the election of thecandidate for Director.
Special interest between the candidate and the Company:
There is no special interest between Fumihiro Sudo and the Company

6

Candidate

Name

No

(Date of birth)

4[Reappointment]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

10,663
shares13 out of 13
meetings(100%)

Masanori Takeda(January 10, 1966)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Mar. 2004

Joined the Company

May 2014

Executive Officer of the Company
Merchandising Manager of Furniture Department of Merchandising Division of Nitori Co., Ltd.

Oct. 2015

General Manager of Merchandising Division of Nitori Co., Ltd.

May 2016

Senior Executive Officer of the Company

May 2017

Managing Director of the Company
Managing Director of Nitori Co., Ltd.

Aug. 2018

Director of Nitori Co., Ltd.

Oct. 2018

General Manager of Global Merchandising Division of the Company

Dec. 2018

Representative Director & President of N Plus Co., Ltd.

Apr. 2019

In charge of Global Product Development, Inventory Control, Procurement Division and Deco Home Business of the Company

Feb. 2020

Director of the Company
Representative Director & President of Nitori Co., Ltd.

July 2020

General Manager of Global Merchandising Division, General Manager of Global Sales Promotion Office of the Company (current position)

In charge of Overseas Sales Business
Representative Director & Chairperson of HOME DECO CO., LTD.
Chairperson of NITORI (CHINA) HOLDING Co., Ltd. (current position)
Chairperson of Nitori Taicang Trading & Logistics Co. Ltd. (current position)
Chairperson of SIAM NITORI CO., LTD. (current position)
Mar. 2023

Chairperson of NITORI HONG KONG CO., LTD. (current position)
Chairperson of NITORI KOREA CO., LTD. (current position)

Feb. 2024

Director, Executive Officer & Vice President of the Company (current position)
In charge of Overseas Business (current position)
Director of Nitori Co., Ltd. (current position)

Reasons for nomination as candidate for Director:
The candidate has abundant business experience and knowledge owing to his broad experience in major operationsof the Store Operations Division, Recruitment Division, and Merchandising Division, etc. and contributes to thepromotion of product development and the expansion of overseas product procurement and sales channels as
Director & General Manager of Global Merchandising Division of the Company. In addition, he assumed theposition of Director, Executive Officer & Vice President of the Company since February 2024 and continues to be
responsible for the Company’s overseas business. Accordingly, the Company proposes the election of thecandidate for Director.
Special interest between the candidate and the Company:
There is no special interest between Masanori Takeda and the Company

7

Candidate

Name

No

(Date of birth)

5[Reappointment]

Hiromi Abiko(February 13, 1961)

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

5,358
shares13 out of 13
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Nov. 1984

Joined the Company

May 2007

Seasonal Buyer Manager of Merchandising Division of the Company

July 2015

Executive Officer of the Company
Manager of Coordinated Merchandise Planning Section, Merchandising Division of Nitori Co., Ltd.

May 2017

Senior Executive Officer of the Company

Nov. 2018

In charge of Global Coordinated Merchandise Planning, Global Merchandising Division of the Company
Acting General Manager and Manager of Coordinated Merchandise Planning Section, Merchandising Division of Nitori Co., Ltd.

Feb. 2019

In charge of Coordinated Merchandise Planning, Global Merchandising Division of the Company
Manager of Planning Group and Manager of Coordinated Product Planning Section, Merchandising Division of Nitori Co., Ltd.

May 2020

Managing Executive Officer of the Company

Mar. 2021

General Manager of HR Education Division of the Company (current position)

May 2021

Director of the Company (current position)

Reasons for nomination as candidate for Director:
The candidate has abundant business experience and knowledge gained from her extensive work experience in theplanning, development and coordination of products as well as her engagement in the activities of the Sustainable
Management Promotion Committee. The candidate is also currently responsible for promoting HR education andcultivating corporate culture towards achieving the medium- to long-term management plan of the Company.
Accordingly, the Company proposes the election of the candidate for Director.
Special interest between the candidate and the Company:
There is no special interest between Hiromi Abiko and the Company

8

Candidate

Name

No

(Date of birth)

6[Reappointment]

Takaaki Okano(December 25, 1972)

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

99
shares13 out of 13
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
July 2003

Joined SHIMACHU HOME’S CO., LTD.

Sept. 2007

Joined SHIMACHU CO., LTD.

Aug. 2009

General Manager of Furniture Sales Department of SHIMACHU CO., LTD.

Mar. 2010

General Manager of Furniture Product Department of SHIMACHU CO., LTD.

July 2012

General Manager of Human Resources Department of SHIMACHU CO., LTD.

Sept. 2013

Executive Officer of SHIMACHU CO., LTD.

Nov. 2014

Director of SHIMACHU CO., LTD.

Sept. 2015

General Manager of General Affairs Department of SHIMACHU CO., LTD.

Aug. 2017

General Manager of President’s Office of SHIMACHU CO., LTD.

Nov. 2017

Representative Director & President of SHIMACHU CO., LTD. (current position)

May 2021

Director of the Company (current position)

Reasons for nomination as candidate for Director:
The candidate has abundant business experience and knowledge gained from his engagement in sales andadministrative divisions at SHIMACHU CO., LTD., and has also displayed his capability for overall management
as its President and Representative Director since November 2017. Accordingly, the Company proposes theelection of the candidate for Director, considered that he will continue to be needed to achieve a smooth
integration of the management of SHIMACHU CO., LTD. and the Company.
Special interest between the candidate and the Company:
There is no special interest between Takaaki Okano and the Company

9Candidate

Name

No

(Date of birth)

7[Reappointment][Outside][Independent]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

512shares12 out of 13
meetings(92.3%)

Yoshihiko Miyauchi(September 13, 1935)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Aug. 1960

Joined Nichimen & Co., Ltd. (currently Sojitz Corporation)

Apr. 1964

Joined Orient Leasing Co., Ltd. (currently ORIX Corporation)

Mar. 1970

Director of Orient Leasing Co., Ltd.

Dec. 1980

Representative Executive Officer, President and Chief Executive Officer of Orient Leasing Co., Ltd., Group CEO

Apr. 2000

Representative Executive Officer, Chairman and Chief Executive Officer of ORIX Corporation, Group CEO

June 2003

Director, Representative Executive Officer, Chairman and Chief Executive Officer of ORIX Corporation, Group CEO

Apr. 2006

Outside Director of ACCESS CO., LTD. (current position)

June 2014

Senior Chairman of ORIX Corporation (current position)

June 2017

Outside Director of Calbee, Inc. (current position)

Oct. 2019

Outside Director of RAKSUL INC. (current position)

May 2020

Outside Director of the Company (current position)

Reasons for nomination as candidate for Outside Director and expected role:
The candidate has abundant experience and deep insight in corporate management gained from his extensive yearsof engaging in management of ORIX Corporation. He has been actively expressing his opinions from a broader
perspective on our medium- to long-term plan, management strategies, and other matters, at meetings of the Boardof Directors of the Company and thereby playing his proper role as an Outside Director.
For these reasons, the Company proposes the election of the candidate for Outside Director, considered that he willcontinue to fulfill his duties as an Outside Director appropriately.
Tenure as Outside Director: 4 years (at the conclusion of this meeting)Special interest between the candidate and the Company:
There is no special interest between Yoshihiko Miyauchi and the Company

10Candidate

Name

No

(Date of birth)

8[Reappointment][Outside][Independent]

Naoko Yoshizawa(May 29, 1964)

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors―

13 out of 13
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Aug. 1988

Joined Fujitsu Limited

Sept. 2009

Vice President of Mobile Phones Unit of Fujitsu Limited

Oct. 2011

Head of Global Research & Development Center of Fujitsu Laboratories of America, Inc.

Apr. 2016

Deputy Head of Advanced System Research & Development Unit and Head of AI Promotion Office of Fujitsu Limited

Apr. 2017

Corporate Executive Officer and Head of AI Platform Business Unit of Fujitsu Limited

Apr. 2018

Corporate Executive Officer, EVP and Vice Head of Digital Services Business of Fujitsu Limited

Sept. 2018

Corporate Executive Officer, EVP of Fujitsu Limited, CEO of FUJITSU Intelligence Technology Ltd.

Nov. 2019

Corporate Executive Officer, EVP and Evangelist of Digital Software & Solutions Business Group of Fujitsu Limited

May 2021

Outside Director of the Company (current position)

June 2021

Outside Director of Yamaha Corporation (current position)

Reasons for nomination as candidate for Outside Director and expected role:
The candidate has abundant experience and deep insight in corporate management gained from her years ofholding key positions in a range of business fields at Fujitsu Limited, including driving the company’s DX (digitaltransformation).She has been actively expressing her opinions from a professional insight on improving theCompany’s IT readiness for promoting DX, and other matters, at meetings of the Board of Directors of theCompany and thereby playing her proper role as an Outside Director.
For these reasons, the Company proposes the election of the candidate for Outside Director, considered that he willcontinue to fulfill her duties as an Outside Director appropriately.
Tenure as Outside Director: 3 years (at the conclusion of this meeting)Special interest between the candidate and the Company:
There is no special interest between Naoko Yoshizawa and the Company

11Notes:

1. Yoshihiko Miyauchi and Naoko Yoshizawa are candidates for Outside Director and each of them meets the “Independence Criteria for
Outside Directors” established by the Company. Please refer to page 20 for the “Independence Criteria for Outside Directors.”
2. The Company registered Yoshihiko Miyauchi and Naoko Yoshizawa as independent officers with the Tokyo Stock Exchange and the
Sapporo Securities Exchange pursuant to the regulations of the Exchanges. If their reelections are approved, the Company plans tocontinue their designation as independent officers.
3. Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into agreements with Yoshihiko
Miyauchi and Naoko Yoshizawa to limit their liability for damages under Article 423, paragraph 1 of the Companies Act to the minimum
liability amount provided for by Article 425, paragraph 1 of the same Act. If their reelections are approved, the Company plans to renew
the limited liability agreements with them.
4. The Company has concluded a directors and officers liability insurance contract provided for in Article 430-3, paragraph (1) of theCompanies Act with an insurance company. The insurance contract shall cover damages, legal expenses, etc. (except for causes for
exemptions stipulated under the contract) in the event where a claim for damages is made during the insurance period as a result of theexecution of duties by directors and officers. However, as a measure to ensure the appropriateness of the execution of duties by the
insured is not impaired, there are certain causes for exemptions, including no coverage for damage arising from acts committed by the
insured while being aware that they were in violation of laws and regulations. The insureds under the said insurance contract are
directors and executive officers of the Company and its domestic and overseas subsidiaries (excluding some). In addition, the insurance
premiums are fully borne by the Company. All candidates will be insured under the said insurance contract. In addition, the Company
plans to renew the insurance contract with the same terms and conditions in February 2025, and all candidates will continue to be
insured under the said insurance contract if their reelections are approved.
5. The “Number of the Company’s shares owned” by each candidate indicates the actual number of shares, including the shares held by
the Officers’ Shareholding Association of the Company.

12Proposal No.2:

Election of Three (3) Directors who are Audit & Supervisory Committee
Members

The terms of office of 3 Directors (Takao Kubo, Yoshiyuki Izawa, Hisayoshi Ando) who are Audit &Supervisory Committee Members will expire at the conclusion of this General Meeting. Therefore,
the Company proposes the election of three (3) Directors who are Audit & Supervisory Committee
Members. The Audit & Supervisory Committee has given its approval to this proposal.
The candidates for Directors who is Audit & Supervisory Committee Member are as follows:

CandidateNo.

Current positions andAttendance at

responsibilities in themeetings of the Boardof the Audit &Companyof Directors

Supervisory Committee

Director(Full-timeMember of Audit& Supervisory
Committee)
Outside Director(Audit &Supervisory
Committee
Member)Outside Director(Audit &Supervisory
Committee
Member)13 out of 13
meetings(100%)

14 out of 14
meetings(100%)

13 out of 13
meetings(100%)

14 out of 14
meetings(100%)

13 out of 13
meetings(100%)

14 out of 14
meetings(100%)

Name

1[Reappointment]

Takao Kubo

2

[Reappointment][Outside][Independent]

Yoshiyuki Izawa

3[Reappointment][Outside][Independent]

Hisayoshi Ando

13

Attendance at meetings

Candidate

Name

No

(Date of birth)

1[Reappointment]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

20,407
shares13 out of 13
meetings(100%)

Takao Kubo
(January 14, 1946)

Attendance atmeetings of the
Audit & Supervisory
Committee

14 out of 14
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Dec. 1977

Joined the Company

Feb. 1989

General Manager of Management Policy Office of the Company

May 1993

Full-time Corporate Auditor of the Company.

May 2001

Director & General Manager of Management Planning Office of the Company

Apr. 2003

Director & General Manager of President’s Office of the Company

May 2004

Full-time Corporate Auditor of the Company

Aug. 2010

Corporate Auditor of Nitori Co., Ltd. (current position)
Corporate Auditor of Home Logistics Co., Ltd. (current position)

May 2016

Director (Full-time Member of Audit & Supervisory Committee) of the Company (current position)

Apr. 2021

Corporate Auditor of SHIMACHU CO., LTD (current position)

Reasons for nomination as candidate for Director:
The candidate has considerable knowledge regarding finance and accounting and has abundant experience
covering the overall management gained from serving positions of Director & Corporate Auditor at the Company.
Accordingly, the Company proposes the election of the candidate for Director who is Audit & Supervisory
Committee Member.
Special interest between the candidate and the Company:
There is no special interest between Takao Kubo and the Company

14

Candidate

Name

No

(Date of birth)

2[Reappointment][Outside][Independent]

Number of

Attendance at

the Company’s

meetings of theshares owned

Board of Directors

330
shares13 out of 13
meetings(100%)

Yoshiyuki Izawa(February 10, 1948)

Attendance atmeetings of the
Audit & Supervisory
Committee

14 out of 14
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Apr. 1970

Joined Mitsui & Co., Ltd.

Sept. 1997

President of MITSUI & CO. DEUTSCHLAND GMBH

June 2000

Director and General Manager of Informative Industry Division of Mitsui & Co., Ltd.

June 2004

Executive Managing Officer and General Manager of Osaka Office of Mitsui & Co., Ltd.

Apr: 2007

Senior Executive Managing Officer of Mitsui & Co., Ltd.

June 2007

Representative Director, Senior Executive Managing Officer of Mitsui & Co., Ltd.

Apr. 2008

Representative Director, Executive Vice President of Mitsui & Co., Ltd.

Dec. 2009

President and Representative Executive Officer of JAPAN POST BANK Co., Ltd.

May 2015

Representative Director & Chairperson of BlackRock Japan Co., Ltd.

Apr. 2021

Chairperson of the Board of BlackRock Japan Co., Ltd.

May 2022

Outside Director of the Company (current position)
Outside Director of Seven & i Holdings Co., Ltd. (current position)

June 2022

Outside Director of Sanoh Industrial Co., Ltd. (current position)

Reasons for nomination as candidate for Outside Director and expected role:
The candidate has abundant experience in corporate management gained from his extensive years of engaging inmanagement of Mitsui & Co., Ltd. In addition, based on the deep insight not only from the perspective of amanager but also from the perspective of an investor gained while leading the management of BlackRock Japan
Co., Ltd., he has been actively expressing his opinions on our financial strategies , investment strategies, and othermatters, at meetings of the Board of Directors of the Company and playing his proper role as an Outside Director
in the supervision of business execution.
For these reasons, the Company proposes the election of the candidate for Outside Director who is Audit &Supervisory Committee Member, considered that he will continue to fulfill his duties as Outside Director
appropriately.
Tenure as Outside Director: 2 years (at the conclusion of this meeting)Special interest between the candidate and the Company:
There is no special interest between Yoshiyuki Izawa and the Company

15

Candidate

Name

No

(Date of birth)

3[Reappointment][Outside][Independent]

Number of

Hisayoshi Ando
(April 24, 1960)

Attendance at

the Company’s

meetings of theshares owned

Board of Directors―

13 out of 13
meetings(100%)

Attendance atmeetings of the
Audit & Supervisory
Committee

14 out of 14
meetings(100%)

Career summary, position and responsibility in the Company, and significant concurrent positions outside the Company
Apr. 1983

Joined the Ministry of International Trade and Industry

July 2005

Head of Iron and Steel Division of Manufacturing Industries Bureau of Ministry of Economy, Trade and Industry

July 2007

Head of Secretariat General Policy Division, Commissioner of Agency for Natural Resources and Energy of Ministry of Economy, Trade and Industry

July 2008

Head of Economic and Industrial Policy Division of Economic and Industrial Policy Bureau of Ministry of Economy, Trade and Industry

Dec. 2008

Head of Policy Planning and Coordination Division of Minister's Secretariat of Ministry of Economy, Trade and Industry

Sept. 2009

Executive Secretary to the Prime Minister

July 2010

Head of Natural Resources and Fuel Department of Agency for Natural Resources and Energy of Ministry of Economy, Trade and Industry

June 2013

Head of Kanto Bureau of Economy, Trade and Industry of Ministry of Economy, Trade and Industry

July 2015

Director-General of Commerce and Information Policy Bureau of Ministry of Economy, Trade and Industry

July 2017

Commissioner of Small and Medium Enterprise Agency of Ministry of Economy, Trade and Industry

July 2019

Vice-Minister of Economy, Trade and Industry of Ministry of Economy, Trade and Industry

July 2021

Retired from Ministry of Economy, Trade and Industry

May 2022

Outside Director of the Company (current position)

June 2022

Outside Director of Marubeni Corporation (current position)

Reasons for nomination as candidate for Outside Director and expected role:
The candidate has abundant experience and professional insight gained from held important positions including
Vice-Minister of Economy, Trade and Industry. He has been actively expressing his opinions on global strategies,
security measures, and other matters, at meetings of the Board of Directors of the Company and playing his properrole as an Outside Director in the supervision of business execution.
For these reasons, although the candidate has never directly taken part in corporate management, the Company
proposes the election of the candidate for Outside Director who is Audit & Supervisory Committee Member,considered that he will continue to fulfill his duties as Outside Director appropriately.
Tenure as Outside Director: 2 years (at the conclusion of this meeting)Special interest between the candidate and the Company:
There is no special interest between Hisayoshi Ando and the Company

16Notes:

1. Yoshiyuki Izawa and Hisayoshi Ando are candidates for Outside Director and both of them meet the “Independence Criteria for Outside
Directors” established by the Company. Please refer to page 20 for the “Independence Criteria for Outside Directors.”
2. The Company registered Yoshiyuki Izawa and Hisayoshi Ando as independent officers with the Tokyo Stock Exchange and the Sapporo
Securities Exchange pursuant to the regulations of the Exchanges. If their reelections are approved, the Company plans to continue
their designation as independent officers.
3. Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into agreements with Takao
Kubo, Yoshiyuki Izawa and Hisayoshi Ando to limit their liability for damages under Article 423, paragraph 1 of the Companies Act
to the minimum liability amount provided for by Article 425, paragraph 1 of the same Act. If their reelections are approved, theCompany plans to renew the limited liability agreements with them.
4. The Company has concluded a directors and officers liability insurance contract provided for in Article 430-3, paragraph (1) of theCompanies Act with an insurance company. The insurance contract shall cover damages, legal expenses, etc. (except for causes for
exemptions stipulated under the contract) in the event where a claim for damages is made during the insurance period as a result of theexecution of duties by directors and officers. However, as a measure to ensure the appropriateness of the execution of duties by the
insured is not impaired, there are certain causes for exemptions, including no coverage for damage arising from acts committed by the
insured while being aware that they were in violation of laws and regulations. The insureds under the said insurance contract are
directors and executive officers of the Company and its domestic and overseas subsidiaries (excluding some). In addition, the insurance
premiums are fully borne by the Company. All candidates will be insured under the said insurance contract. In addition, the Company
plans to renew the insurance contract with the same terms and conditions in February 2025, and all candidates will continue to be
insured under the said insurance contract if their reelections are approved.
5. The “Number of the Company’s shares owned” by each candidate indicates the actual number of shares, including the shares held by
the Officers’ Shareholding Association of the Company.

17

For reference (1)Composition of officers after the proposals are approved (management structure from June 20, 2024)
Of the skills, etc. held by each Director, maximum of six main skills are marked with ●.

ProposalCandidate
No.

Audit &
Supervisory
Committee

Name

Knowledge and experience the Company expects of Directors
(2)
(3)
(4)
(5)
SupplyCorporate
Rejecting
Product
Chain
IT and DX
Management
Status Quo
Development
Management
(1)

1

Akio
Nitori[Reappointment]

●

●

2

Toshiyuki
Shirai[Reappointment]

●

●

3

Fumihito
Sudo[Reappointment]

●

●

4

Masanori
Takeda[Reappointment]●

5

Hiromi
Abiko[Reappointment]

6

TakaakiOkano[Reappointment]

Yosihiko
Miyauchi[Reappointment]

7

Naoko
Yoshizawa[Reappointment]

●

●
●

●

●

●

●

●

●

●

●

●

No.1

8

No.2

●
●

[Outside]●[Independent]●[Outside]

Takao
Kudo
Yoshiyuki
Izawa[Reappointment]

2

Hisayoshi
Ando[Reappointment]

Masahito
Kanetaka[Independent]

―

●

●

[Independent]

1

3

●

[Reappointment][Independent]

○
○

●
●

●
●

[Outside][Independent]○●[Outside][Outside]○[Summary of each skill](1) Corporate Management:(2) Rejecting Status Quo:

(3) Product Development:(4) Supply Chain Management:(5) IT and DX:

Having experience in company management as a manager.
Equipped with a mindset essential for our management team,which is to constantly reject the status quo and repeatedly observe,
analyze, and judge in order to make improvements and reforms.
Having the skills to develop attractive products that can create“offering the unexpected” value by totally coordinating them.
Having the skills to develop our unique business model ofintegrating manufacturing, distribution, IT, and retail and optimize
the structure from procurement to sales.
Having the skills to drive company-wide business process
improvements through IT utilization and DX.

18

Proposal

Candidate
No.

Name

(6)
GlobalManagement●

Knowledge and experience the Company expects of Directors
(7)
(8)
(9)
(10)
HR
Legal Affairs
Internal Control
Finance
Development
Risk Management
Governance(11)
Sustainability

●

1

Akio
Nitori2

Toshiyuki
Shirai3

Fumihito
Sudo

4

Masanori
Takeda5

HiromiAbiko●

6

Takaaki
Okano

●

7

Yosihiko
Miyauchi

●

8

Naoko
Yoshizawa

●

1

Takao
Kudo

2

Yoshiyuki
Izawa

3

―

●

●
●

●

●

No.1

No.2

●

●
●

●

●

●

●
●

●

●

●

●

●

●

Hisayoshi
Ando

●

●

●

●

Masahito
Kanetaka

●

●

●

●

●
●

[Summary of each skill](6) Global Management:(7) HR Development:(8) Legal Affairs / Risk Management:(9) Internal Control Governance:(10) Finance:(11) Sustainability:

Having macroeconomic views and knowledge of global business,and the skills to drive overseas business.
Having extensive experience in human resource training anddevelopment, and the skills to augment human capital.
Having knowledge of legal affairs, compliance, etc., and the skills
to identify and control potential risks to the business.
Having experience of operating a large organization andknowledge of internal controls, and the skills to optimize anorganization’s management and supervision system.
Having knowledge of accounting, finance, taxation, etc., and theskills to support corporate management.
Equipped with a sustainability management perspective, which isessential for the sustainable development and growth of a company.

19

For reference (2)Independence Criteria for Outside Directors
The Company designates Outside Directors who do not fall under any of the following items as independent
Directors.
1) A person who is currently or was in the past ten years an executive director, executive officer, manager, or any
other employee (hereinafter collectively referred to as “Executive”) of the Company or a subsidiary of theCompany.
2) A person or the Executive of a corporation who holds either directly or indirectly 10% or more of the total numberof the voting rights of the Company.
3) A person or the Executive of a corporation for whom the Company or a subsidiary of the Company is a major
business partner (Note 1), and a person or the Executive of a corporation who is a major business partner (Note 2)of the Company or a subsidiary of the Company.
4) The financial auditor or one of their employees, etc., for the Company or for a subsidiary of the Company.
5) A consultant, attorney at law, certified public accountant, certified public tax accountant, etc., who received fromthe Company or a subsidiary of the Company monetary payment or other property benefits exceeding 10 million
yen annually other than director/corporate auditor remuneration (referring to the person belonging to theorganization if the one who received the relevant property is an organization such as a corporation or partnership).
6) A person or the Executive of a corporation who received donations or aid funds exceeding 10 million yen annuallyfrom the Company or a subsidiary of the Company.
7) A person who has fallen under any of 2) through 6) in the past three years.
8) A person whose spouse or relative who is within the second degree of kinship falls under any of 1) through 7).
However, in the event that the person who falls under 1) through 7) is the Executive, this is limited to the important
Executive (Note 3).
9) Any other person, even if they do not fall under 1) through 8), for whom there is potential for constant conflict ofinterests with general shareholders as a whole.
Notes:

1. A business partner for whom 2% or more of its annual consolidated net sales in the most recent fiscal year was paid by the Company
or a subsidiary of the Company.
2. A business partner who paid 2% or more of the annual consolidated net sales of the Company to the Company or a subsidiary of theCompany in the most recent fiscal year, or a business partner who loaned money that makes up 2% or more of the consolidated total
assets of the Company to the Company or a subsidiary of the Company at the end of the most recent fiscal year.
3. A person, among the Executives, who executes important business such as a director (excluding an outside director), executive officer,
manager or a person in charge of a department.

20Current Status of the Corporate Group(1) Business Progress and Results
During the fiscal year under review (from April 1, 2023 to March 31, 2024), the Japanese economy faced downside
risks from weaker-than-expected overseas economies amid the effects of global monetary tightening and concern over
China’s economic outlook; however, in an improving employment and income environment and buoyed by government
policy measures, Japan’s economy is expected to pick up. In the furniture and interior goods industry, the operating
environment remained challenging, with the intensification of sales competition beyond industry and business format
boundaries, increases in personnel expenses driven by labor shortages, supply constraints, and rising raw material prices.
The main results of operations for the fiscal year under review are as shown below.
Note that the previous fiscal year is a transitional period for the change in fiscal year-end and so covered a period of 13
months and 11 days from February 21, 2022 to March 31, 2023. Since the fiscal year under review is a 12-month period,
the length of the periods being compared is different. Nevertheless, the amount of change and the percentage change
are disclosed for reference purposes.
For the fiscal year ended
March 31, 2023

For the fiscal year ended
March 31, 2024

Increase /Decrease

Percentage change(millions of yen)(millions of yen)(millions of yen)(%)

Net sales

948,094

895,799(52,295)(5.5)

Operating profit

140,076

127,725(12,350)

(8.8)

14.8%

14.3%

Ordinary profit

144,085

132,377(11,707)(8.1)

Profit attributable toowners of parent

95,12986,523(8,605)(9.0)

Profit ratio

Operating results by business segment are as follows.

NITORI
Business

SHIMACHU
Business

For the fiscal year
ended March 31,2023

For the fiscal year
ended March 31,
2024

Increase /Decrease

Percentage change(millions of yen)(millions of yen)(millions of yen)(%)

Net sales

821,782

785,404(36,377)(4.4)

Sales to externalcustomers

813,734

776,835(36,899)(4.5)

Segment profit

135,329

125,075(10,254)(7.6)

Net sales

134,664

119,263(15,400)(11.4)

Sales to externalcustomers

134,360

118,964(15,395)(11.5)

Segment profit

4,112

2,108

(2,003)(48.7)

21

1) NITORI BusinessIn terms of the general sales situation in Japan, we opened 41 NITORI stores and 17 Deco Home stores during the
fiscal year under review. As a result, with the opening of the NITORI Tsuruga Store on March 29, 2024, the number
of NITORI Group stores reached 1,000. As for measures for generating sales, we actively implemented measures toincrease the number of customer visits, including refurbishing existing stores and also using opportunities for TV
coverage to promote products. Regarding cost of sales, the cost of imports rose due to the depreciation of the yen, but
we continued combating the weaker yen through improvement of gross margin. In February 2024, we launched abarcode payment service as a new payment method at NITORI, Deco Home and N+ stores, in response to feedback
from customers who wanted the option of barcode payment. To satisfy even more customers, we also provided certain
products at a limited-time-only price through various campaigns including an anniversary campaign and a campaign tocelebrate the number of Group stores worldwide reaching 1,000. Turning to SG&A expenses, we have sought to curb
expenses, including reducing delivery expenses by making logistics in-house and redeploying logistics centers.
As for actual sales for the fiscal year under review, products such as the three-layer adjustable NITORI Pillow for Easy
Side Sleeping (Natural Fit), the N-Polda series of no-drill wall storage solutions, and the Trolley series adjustable heightsteel wagon all sold well. Furthermore, in the Good Design Award 2023 organized by Japan Institute of Design
Promotion, we won awards for four items, namely Upcycle Personal Carpet, Hybrid Organic Cotton Bedding Series,
Deodorizing Fabric Series and Futon Washing Service with Storage. With these awards, we have now been Good
Design Award winners for 11 consecutive years from FY2013.
In initiatives related to new ways of shopping, we exhibited for the first time at the camping festival Go Out Jamboree
2023 and did our first livestream from an outdoor event about this season’s outdoor goods on NITORI Live, a customerparticipatory live commerce site. We also used NITORI Live to deliver regular seminars on storage and interior
coordination, which were well received. NITORI Live draws in a large audience, with the total number of viewers
exceeding 6.33 million in the fiscal year under review. Going forward, we will continue to implement measures
combining online and offline marketing, and work on continually building relationships with customers and improving
shopping convenience.
On the logistics measures front, during the fiscal year under review, we started construction of a distribution center(DC) in Fukuoka in September 2023, and completed a DC in Nagoya in November 2023. We implemented a strategic
logistics project aimed at optimizing the entire supply chain, from upstream to downstream, and made progress
optimizing the DC network and consolidating functions. In addition, we expanded our own road-based containertransport network in Japan and our last mile logistics network and, through a combination of initiatives such as relaytransportation, modal shift, a review of delivery frequency, and changes to loading and unloading times, we also
implemented measures to address the trucker overtime curbs known as the 2024 problem. Furthermore, we introduced
Fujitsu Limited’s delivery optimization technology to the Group’s vehicle allocation system, putting this into full-scale
operation at delivery centers across Japan and, through the digital transformation of last mile deliveries, we optimized
delivery routes and improved delivery efficiency.
Looking at the general sales situation overseas, during the fiscal year under review, we opened stores for the first timein Thailand, Hong Kong, South Korea and Vietnam in quick succession. We also accelerated store openings in theother Asia region, opening 10 stores in Taiwan, 30 stores in Mainland China and 4 stores in Malaysia. Especially in
Taiwan, we reopened our newly refurbished Taipei Dunbei Store as a flagship store with the largest floor area in Taiwan,
to build recognition for the NITORI brand. Going forward, we will continue actively expanding our store network to
include countries and regions where we have yet to open stores in line with our mission to “enrich homes of people allover the world.”

2) SHIMACHU BusinessIn the SHIMACHU Business, we opened the Homes Yokohama Tsurumi Store in December 2023, our first store
opening since the management integration. Built on the site of SHIMACHU Yokohama Store that was frequented by
local customers for the past 34 years, the new store offers a wide product lineup, with home center products on the firstfloor, and furniture, home fashion products and household goods on the second floor, and with more than 2,200
SHIMACHU brand products including bicycles, pet sheets and casual clothing, plus NITORI own-brand products andan array of national brand products. With a full lineup of counters selling medicines and cosmetics and even asupermarket attached to the venue, the new store will be used to inform new shop openings as a model for a one-stop
shopping store. Meanwhile, as a priority measure within the Group, we are working to develop more own brandproducts closely related to customers’ daily lives under the slogan ““offering the unexpected,” which means “quality
beyond its price,” and to enhance product strength. In a new initiative, employees actually use the products themselves
so that the customer perspective is reflected in the development of better products. We also completed construction of
Noda-Seto DC (Noda City, Chiba Prefecture) to ensure the inventory storage space necessary to expand sales of ownbrand products. Moving forward, we will continue helping enrich the lives of the local customers.

223) Entire Group
Progress on the indicators set as targets up to 2025 is as follows.
Targets up to 2025

As of March 31, 2024

Number of customers
Over 200 million

142 million

1,400

1,001

25 million

19.33 million

150 billion yen

87.1 billion yen(per year)
Group total
Number of stores(end of term)
Number of App members(end of term)
Domestic in JapanEC Sales(per year)

The status of store openings and closures is as follows.
Number of stores

Number of stores
Open

Close

(March 31, 2023)(March 31, 2024)

Nitori (including Nitori EXPRESS)

523

41

8

556

Deco Home

167

17

10

174

N Plus

30

15

7

38

Domestic Subtotal

720

73

25

768

Taiwan

53

10

2

61

Mainland China

67

30

2

95

U. S

1

-

1

-

Malaysia

7

4

-

11

Singapore

1

1

-

2

Thailand

-

5

-

5

Hong Kong

-

1

-

1

Korea

-

3

-

3

Vietnam

-

1

-

1

129

55

5

179

NITORI Business

849

128

30

947

SHIMACHU Business

53

1

-

54

Total

902

129

30

1,001

Overseas Subtotal

We believe that continued growth in the number of customers that shop with us is a barometer of our social contribution,
and we are expanding our store network in Japan and globally to develop a global chain, with the goal of enriching the
lives of more customers. Going forward, we will continue to expand our business domains and store network, toincrease customer numbers and improve shopping convenience.

23

In terms of sustainability initiatives during the fiscal year under review, we implemented renewable energy measures
as action on climate change and began generating solar power at some stores. The stores with solar panels generate
more electricity than they use and supply the surplus electricity to other stores in the Group. We plan to gradually rollthis circular framework out to logistics centers as well. In addition, we plan to improve customer convenience and help
reduce greenhouse gas emissions through the development of an EV charging infrastructure powered by 100%
renewable energy at the Group’s 300 or so NITORI and SHIMACHU stores.
In resource recycling initiatives, we have been running a curtain collection campaign, encouraging customers to bringin their unwanted curtains regardless of where they bought them from or what state they are in and, from June 2023,
all NITORI and SHIMACHU stores began accepting donated curtains at all times. We also ran a down duvet collection
campaign from October to December 2023. The down duvets made from recycled down, which we began selling at thesame time, had a much higher recycled down content per duvet than previous products, further helping to conserve
finite resources. Furthermore, in an initiative launched in January 2024, we began collecting unwanted towels at certain
stores for a limited time only. This was NITORI’s first attempt at collecting towels. The towels brought in by customers
were recycled into waste cloth (cloth products for removing oil and grime) and we plan to reuse them at our logistics
centers, etc. Through this, we will build our own in-house circular framework whereby we avoid using new resources
as much as possible and conserve finite resources. In the 72nd Nikkei Advertising Awards sponsored by Nikkei, Inc.,
our advertising campaign for carpets made from recycled raw materials and the curtain collection campaign was
selected out of more than 8,000 entries for the Excellence Award in the Environmental Category and the Minister ofthe Environment Award.
As for “Contribution to local communities,” which is one of the Group’s material issues on sustainability, we areproviding livelihood support and employment support to ensure that Ukrainian refugees who fled to Japan because of
the war can lead independent lives. In terms of livelihood support, money donated by NITORI Co., Ltd. and ourChairman Akio Nitori is used to pay financial assistance of 80,000 yen per month per person (40,000 yen per monthfor persons under 20 years of age) to Ukrainian refugees via the NITORI International Scholarship Foundation. In termsof employment support, we offer them employment opportunities at the Group’s stores and logistics centers acrossJapan. Moreover, in the immediate aftermath of the Noto Peninsular Earthquake in January 2024, we donated essential
items such as futons, pillows and slippers in coordination with the local governments of the affected areas, and in March
2024, we worked with Credit Saison Co., Ltd. to establish a 120-million yen support framework for the affected areas
funded by donations from Credit Saison Co., Ltd. and its credit card members and money donated by us. Under thissame framework, we plan to provide support in the form of NITORI products that are an integral part of daily life, foruse in the temporary housing that is gradually being built in the affected areas.
Going forward, we will continue developing sustainably as a company while at the same time seeking to contribute toa better future by solving social and environmental problems through our end-to-end business model.

(2) Capital investment
Total capital investment in the fiscal year amounted to 132,146 million yen, mainly for the construction of new storesand distribution centers and for the opening of new stores in the next fiscal year and beyond.

(3) Issues to be addressed<Figure omitted>

24

(4) Status of assets and income
49th fiscal year

50th fiscal year

51st fiscal year

52nd fiscal year
(Fiscal year under review)

Net sales (million yen)

716,900

811,581

948,094

895,799

Ordinary profit (million yen)

138,426

141,847

144,085

132,377

Profit attributable to owners of parent (million yen)

92,11496,724

95,12986,523

Earnings per share (yen)817.01856.71841.90765.62

Total assets

930,884

983,840

1,133,771

1,238,679

Total net assets

685,392

732,813

818,096896,308

Net assets per share

5,691.11

6,489.57

7,239.04

7,931.07

Notes:

1. The business combination with Shimachu Corporation was accounted for tentatively in the 49th fiscal year, but was finalized in the50th fiscal year. The figures for the 49th fiscal year reflect the finalization of the provisional accounting treatment..
2. Due to the change in fiscal year end, the 51st fiscal year is 13 months and 11 days from February 21, 2022 to March 31, 2023, while
the 50th and earlier fiscal years are 12 months from February 21 to February 20 of the following year.

(5) Major offices and plants (As of March 31, 2024)◆Major Locations in Japan(i) Offices
Sapporo, Tokyo, Toyonaka (Osaka), Saitama(ii) Logistics centers
Ishikari (Hokkaido), Shiraoka (Saitama), Goka (Ibaraki), Yokohama, Kawasaki,
Ibaraki (Osaka), Kobe, Sasaguri (Fukuoka)◆Major Overseas Locations(i) Offices
Shanghai (Mainland China), Taipei (Taiwan)(ii) Logistics centers
Taicang (Mainland China)(iii) Factories
Hanoi (Vietnam), Ba Ria - Vung Tau (Vietnam)

25

(6) Status of principal subsidiaries (As of March 31, 2024)(i) Principal subsidiaries
Share Capital

Votingrightsratio

Principal business

1,000 million yen

100.0%

Sales of furniture and interior goods

Home Logistics Co., Ltd.

490 million yen

100.0%

Logistics Services

SHIMACHU Co., Ltd.

101 million yen

100.0%

Sales of furniture, interior goods,
and home improvement products.

NITORI TAIWAN CO., LTD.

2,768 million yen

100.0%

Sales of furniture and interior goods

NITORI (CHINA) HOLDING Co., Ltd.

6,614 million yen

100.0%

Management of group companies

693 million yen

100.0%

Sales of furniture and interior goods

Company Name
Nitori Co., Ltd.

DECOHOME CHINA Co., Ltd.

[100.0%]NITORI (SHANGHAI) HOME FURNISHING CO., LTD

1,657 million yen

100.0%

Sales of furniture and interior goods[100.0%]NITORI (SHANGHAI) HOME FURNISHING SALES CO., LTD

50 million yen

100.0%

Sales of furniture and interior goods[100.0%]
Nitori Taicang Trading & Logistics Co., Ltd.

6,421 million yen

100.0%

Logistics Services and Commodity
Input

NITORI FURNITURE VIETNAM EPE

18,237 million yen

100.0%

Furniture Manufacturing[100.0%]
Nitori Public Co., Ltd.

150 million yen

100.0%

Advertising Business

HOME DECO CO., LTD.

28 million yen

100.0%

Curtain Manufacturing

Notes:

1. Figures in square brackets in the Voting rights ratio column represent indirect holdings.
2. At the Board of Directors meeting held on August 30, 2017, the Board resolved to liquidate P. T. NITORI FURNITURE INDONESIA,a consolidated subsidiary of the Company, and the company is currently in the process of liquidation.
3. The status of specified wholly owned subsidiaries as of the end of the current fiscal year is as follows.
Company Name
Address
Book value of shares
Total assets of the Company
8-3-32, Kamiochiai, Chuo-ku,
SHIMACHU Co., Ltd.

1216,038 million yen

576,173 million yen

Saitama-shi, Saitama(ii) Principal affiliated company
Share Capital

Votingrightsratio

Principal business

3,778 million yen

34.3%

Pre-Owned Housing Revitalization

Company Name
KATITAS Co., Ltd.

26

(7) Principal business (As of March 31, 2024)
The Group consists of the Company, 37 consolidated subsidiaries and one equity-method affiliate, and is distinguishedbetween NITORI Business and SHIMACHU Business. NITORI Business involves the development, manufacture, andsale of furniture and interior goods, as well as other activities such as real estate leasing, advertising services, andlogistics services. SHIMACHU Business includes the sale of furniture, interior goods, and home improvement products.

(8) Status of employees (As of March 31, 2024)
Division

Number of Employees

Increase / Decrease

NITORI Business

17,514

16,96843

1,268

SHIMACHU Business

1,420

2,638

(18)

(82)

Total

18,934

19,60625

1,186

Notes:The number of employees is the number of full-time employees, and the number of temporary employees is the average number of
employees per year (converted to 8 hours per day) in the right column.

(9) Principal lenders and amount of borrowings (As of March 31, 2024)
LenderLoan balance

Sumitomo Mitsui Banking Corporation

41,500 million yen

Sumitomo Mitsui Trust Holdings, Inc

31,500 million yen

Mizuho Bank, Ltd.

31,500 million yen

North Pacific Bank, Ltd.

20,500 million yen

MUFG Bank, Ltd.

11,500 million yen

Saitama Resona Bank, Limited

830 million yen

27

Status of the Company(1) Matters Regarding Shares (As of March 31, 2024)(i) Total number of authorized shares
288,000,000 shares(ii) Total number of issued shares
114,443,496 shares*The number stated above includes 1,044,184 shares of treasury stock.
(iii) Number of shareholders
25,898(iv) Status of the top 10 shareholders

Name

Number of shares
owned

Ratio to the total
number of issued
shares(thousands)(%)

NITORI Trading Ltd.

20,79918.34

The Master Trust Bank of Japan, Ltd. (trust account)

17,768

15.66

Custody Bank of Japan, Ltd. (trust account)

8,637

7.61

NITORI International Scholarship Foundation

4,000

3.52

North Pacific Bank, Ltd.

3,860

3.40

Akio Nitori

3,410

3.00

Momoyo Nitori

3,078

2.71

National Mutual Insurance Federation of Agricultural Cooperatives

2,411

2.12

JP MORGAN CHASE BANK 385632

2,351

2.07

Nippon Life Insurance Company

2,056

1.81

Notes:

1. The numbers presented in “Number of shares held” above are calculated based on the list of shareholders.
2. The Company’s 1,044,184 shares of treasury stock are excluded from the above list of major shareholders.
3. Calculations of equity positions exclude holdings of treasury stock.
4. The number of shares owned by The Master Trust Bank of Japan, Ltd. and Custody Bank of Japan, Ltd. are shares held in securities
investment trusts and retirement benefit trusts.

(v) Matters regarding shares granted to Company officers during the fiscal year as consideration for
performance of duties
Number of shares
Directors (excluding Directors who are Audit & Supervisory
Committee Members and Outside Director)

28

260

Number of grantees5(2) Matters Regarding Company Officers (As of March 31, 2024)(i)

Status of the Directors
Position in the Company

Representative Director &Chairperson

Name
Akio Nitori

Responsibility in the Company and Significant concurrent
positions outside the Company
Representative Director, Chairperson & President of Nitori Co.,Ltd.
Director & Senior Advisor of Home Logistics Co., Ltd.
Representative Director & Chairperson of Nitori Public Co., Ltd.
Director & Senior Advisor of HOME DECO CO., LTD.
Representative Director & Chairperson of N Plus Co., Ltd.
Representative Director, Chairperson & President of Nitori
Furniture Co., Ltd.
Director & Senior Advisor of Nitori Digital Base Co., Ltd.

Representative Director & President

Toshiyuki Shirai

Director of Nitori Co., Ltd.
Representative Director & Chairperson of Home Logistics Co.,Ltd.
Director of Nitori Public Co., Ltd.
Director of Nitori Furniture Co., Ltd.
Director of N plus Co., Ltd.
Director of KATITAS Co., Ltd.
Director of SHIMACHU CO., LTD.
Director of Nitori Digital Base Co., Ltd.

Director, Executive Officer & Vice
President

Fumihiro Sudo

Director, Executive Officer & Vice
President

Fumiaki Matsumoto

General Manager of Purchasing Control OfficeDirector, Executive Officer & Vice
President

Masanori Takeda

General Manager of Global Merchandising Division

Director of Nitori Co., Ltd.
Representative Director & Chairperson of SHIMACHU CO.,LTD.

General Manager of Global Sales Promotion Office
In charge of Overseas BusinessDirector of Nitori Co., Ltd.
Chairperson of NITORI (CHINA) HOLDING Co., Ltd.
Chairperson of Nitori Taicang Trading & Logistics Co., Ltd.
Chairperson of SIAM NITORI CO., LTD.
Chairperson of NITORI HONG KONG CO., LTD.
Chairperson of NITORI KOREA CO., LTD.

Director

Hiromi Abiko

General Manager of HR Education Division

Director

Takaaki Okano

Representative Director & President of SHIMACHU CO., LTD.

Director

Yoshihiko Miyauchi

Senior Chairman of ORIX Corporation
Outside Director of ACCESS CO., LTD.
Outside Director of Calbee, Inc.
Outside Director of RAKSUL INC.

Director

Naoko Yoshizawa

Outside Director of Yamaha Corporation29

Director (Full-time Member ofAudit & Supervisory Committee)

Takao Kubo

Corporate Auditor of Nitori Co., Ltd.
Corporate Auditor of Home Logistics Co., Ltd.
Corporate Auditor of SHIMACHU CO., LTD.

Director (Member of Audit &Supervisory Committee)

Yoshiyuki Izawa

Director (Member of Audit &Supervisory Committee)

Hisayoshi Ando

Outside Director of Marubeni Corporation

Director (Member of Audit &Supervisory Committee)

Masahito Kanetaka－

Notes:

Outside Director of Seven & i Holdings Co., Ltd.
Outside Director of Sanoh Industrial Co., Ltd.

1. In the 51st Annual General Meeting of Shareholders held on June 22, 2023, Masahito Kanetaka was elected and took office as a director.
2. Yoshihoko Miyauchi, Naoko Yoshizawa, Yoshiyuki Izawa, Hisayoshi Ando and Masahito Kanetaka are Outside Directors.
3. Takao Kubo is appointed as a Full-time Member of Audit & Supervisory in order to enhance the effectiveness of auditing andsupervisory functions by collecting and sharing information from Directors and strengthening cooperation with the Internal Audit
Department and other departments. He has many years of experience in his duties at the Company and has considerable knowledge offinance and accounting.
4. The Company registered Yoshihiko Miyauchi, Naoko Yoshizawa, Yoshiyuki Izawa, Hisayoshi Ando and Masahito Kanetaka as
independent officers with the Tokyo Stock Exchange and the Sapporo Securities Exchange pursuant to the regulations of the Exchanges,
and each of them meets the “Independence Criteria for Outside Directors” established by the Company. Please refer to page 20 for the“Independence Criteria for Outside Directors.”
5. Pursuant to the provisions of Article 427, paragraph 1 of the Companies Act, the Company has entered into agreements with Yoshiko
Miyauchi, Naoko Yoshizawa, Takao Kubo, Yoshiyuki Izawa, Hisayoshi Ando and Masahito Kanetaka to limit their liability for damages
under Article 423, paragraph 1 of the Companies Act to the minimum liability amount provided for by Article 425, paragraph 1 of thesame Act.
6. The Company has concluded a directors and officers liability insurance contract provided for in Article 430-3, paragraph (1) of theCompanies Act with an insurance company. The insurance contract shall cover damages, legal expenses, etc. (except for causes for
exemptions stipulated under the contract) in the event where a claim for damages is made during the insurance period as a result of theexecution of duties by directors and officers. However, as a measure to ensure the appropriateness of the execution of duties by the
insured is not impaired, there are certain causes for exemptions, including no coverage for damage arising from acts committed by the
insured while being aware that they were in violation of laws and regulations. The insureds under the said insurance contract are
directors and executive officers of the Company and its domestic and overseas subsidiaries (excluding some). In addition, the insurance
premiums are fully borne by the Company.
7. The Company has introduced an executive officer system to clearly separate management’s decision-making function and businessexecution function for more efficient and expedited management and to respond to changes in the business environment promptly andappropriately.
Executive Vice President:

Fumihiro Sudo, Fumiaki Matsumoto, Masanori Takeda

Managing Executive Officers:

Mitsuru Oki, Naoshi Takei, Manabu Nakamura, Hiroshi Nagai, Kazuyuki Hashimoto, Junichi Yoshima,
Tadashi Kudo

Senior Executive Officers:

Isao Arai, Tsuyoshi Okamura, Hiroki Murabayashi, Kenichiro Aoya, Soichi Oda, Kazuya Tsukada

Executive Officers:

Akio Igarashi, Toshinao Matsushima, Ei Sugiura, Harumi Sawai, Akihiro Kushida, Toshinori Arai,
Masaomi Zenji, Tetsuya Okuda, Takuya Ono, Tetsuo Yamamoto, Masatoshi Sano, Yuichi Maruhashi,
Hiroyuki Tajiri, Noriaki Hase, Hideki Sasaki, Ryo Takahashi, Katsunori Kobayashi

30

(ii)

Matters regarding the policy for determination of the amount and calculation method of the compensation,etc. of Directors

The Company has established a policy for determining the compensation, etc. for Directors, as set out below, anddetermine the amount of compensation, etc. for Directors and the calculation methods thereof in accordance with thispolicy. The Company has also established the Nominating and Compensation Committee, made up of a majority of
independent Outside Directors, as a voluntary advisory organ for the Board of Directors, to ensure the appropriatenessof compensation, etc. for Directors and the transparency of the determination process.
(a) Matters regarding the policy for determination of the compensation, etc. of Directors
The Company considers sustainable growth and improvement of corporate value in the medium and long term to be
management priorities and believes that the system of compensation for Directors should be a system that contributes
to the growth and enhancement of its corporate value. Specifically, compensation for Directors (excluding nonexecutive Directors, for example, Directors who are Audit & Supervisory Committee Members) (hereafter “Executive
Directors”) consists of fixed basic compensation and performance-based compensation, and the Company has madethe link between performance-based compensation and business results even clearer and set the percentage ofperformance-based compensation in total compensation at an appropriate level, in order to make Directors more awareof contributing to sustainable enhancement of its corporate value through medium-and long-term improvement inbusiness results and their shared interest with shareholders.
The compensation of non-executive Directors such as Directors who are Audit & Supervisory Committee Members(hereinafter, “Non-executive Directors”) consists of fixed basic compensation, in principle. Non-executive Directors
are not paid performance-based compensation.
Furthermore, based on a report obtained from the Nominating and Compensation Committee, the Company resolved,
at the Board of Directors meeting held on March 5, 2021, to adopt a policy on determining compensation, etc. for each
Director.
(b) Matters regarding shareholders meeting resolutions pertaining to the compensation, etc. of Directors
Division
Monetary compensation of Directors(excluding Directors who are Audit &Supervisory Committee Members)
・Basic compensation
・Performance-based monetarycompensation (short-term incentive
compensation)

Compensation for Directors who are
Audit & Supervisory Committee
Members

Date of resolution at theGeneral Meeting of
Shareholders
May 13, 2016; 44th Annual
General Meeting of Shareholders*As of the close of this Annual
General Meeting of Shareholders,the Company had seven Directors(excluding Directors who are
Audit & Supervisory Committee
Members) (including two Outside
Directors).

May 13, 2016; 44th Annual
General Meeting of Shareholders*As of the close of this Annual
General Meeting of Shareholders,the Company had four Directors
who are Audit & Supervisory
Committee Members (including
three Outside Directors).

Stock compensation for Executive
Directors

May 11, 2017; 45th Annual
General Meeting of Shareholders

・Performance-based stockcompensation (medium- to long-term
incentive compensation)*As of the close of this Annual
General Meeting of Shareholders,the Company had six Executive
Directors (including no Outside
Directors).

31

Details◆The maximum amount of compensation for
Directors (excluding Directors who are Audit& Supervisory Committee Members) shall be
600 million yen per year (including the
maximum amount of compensation for
Outside Directors of 100 million yen per year).
◆Details such as the actual amount to be paid toeach Director (excluding Directors who are
Audit & Supervisory Committee Member) andthe timing of payment shall be determined byresolution of the Board of Directors.
◆The maximum amount of compensation for
Directors who are Audit & Supervisory
Committee Members shall be 120 million yen
per year.
◆Details such as the actual amount to be paid toeach Director who is an Audit & Supervisory
Committee Member and the timing of
payment shall be determined by discussion
among the Directors who are Audit &Supervisory Committee Members.
◆Separate from the maximum amount ofmonetary compensation for Directors(excluding Directors who are Audit &Supervisory Committee Members), themaximum amount of stock compensation for
Executive Directors shall be 300 million yen
per year.

(c) Composition of the compensation and overview of procedures for determination of the compensation
Details of the Company’s compensation for Directors such as the composition of compensation, evaluation of theappropriateness of the design of the performance-based compensation system, the setting of targets and the evaluationof results are deliberated by the Nominating and Compensation Committee and determined by the Board of Directors
based on the Committee’s report of its deliberations submitted to the Board of Directors.
(1) Executive Directors
Compensation for Executive Directors is composed of fixed basic compensation and performance-based
compensation whose amount varies based on the company’s business performance and other factors. Performancebased compensation consists of performance-based monetary compensation-based to each fiscal year’s businessperformance, etc. (short-term incentive compensation) and performance-based stock compensation that is based ontargets set in advance every two fiscal years for the company’s business performance during a target period and thatis paid in the Company’s common shares after the end of the target period according to the degree of achievementof these targets (medium- to long-term incentive compensation). The pay structure is such that basic compensationaccounts for 75% and performance-based monetary compensation (short-term incentive compensation) accounts for
25%, and performance-based stock compensation (medium- to long-term incentive compensation) are 10% of acumulative two-year total of the above single fiscal year compensation (which gives the effective composition ratioof performance-based compensation of 31.8%).
The amount of basic compensation is determined by a resolution, etc. of the Board of Directors, etc. within amaximum amount approved by the General Meeting of Shareholders.
The performance-based monetary compensation (short-term incentive compensation) is linked to businessperformance in a single fiscal year and is positioned as monetary compensation that reflects key performanceindicators (KPIs) in order to increase awareness of improving business results each fiscal year. It is calculated basedon the achievement of business performance targets such as consolidated operating profit for each fiscal year (thecompany-wide targets and targets assigned to each individual reflecting performance of department in charge, etc.)
and is variable between 0% and 150% of the base amount. Based on consideration of the rate of achievement ofbusiness performance targets such as consolidated operating profit for each fiscal year (the company-wide targets
and targets assigned to each individual reflecting performance of department in charge, etc.), among other factors,
the amount to be paid to each Director is calculated and determined by a resolution, etc. of the Board of Directors,
etc. with reference to a report by the Nominating and Compensation Committee and within the maximum amountapproved by the General Meeting of Shareholders.
To strengthen the link between performance-based stock compensation and medium- to long-term enhancement ofcorporate value, the Company has adopted Performance Share Units. Compensation is calculated based on theachievement of business performance targets such as consolidated profit for every two fiscal years (company-widetargets and targets assigned to each individual reflecting performance of department in charge, etc.) and is variable
between 0% and 200% of the basic amount. After the end of the target period, based on consideration of the rate ofachievement of business performance targets such as consolidated profit for every two fiscal years (company-widetargets and targets assigned to each individual reflecting performance of department in charge, etc.), among otherfactors, and using the number of shares to be delivered determined with reference to the report of the Nominating
and Compensation Committee as a basis for the calculation, the amount of monetary compensation claims to becontributed in kind by each Director and the amount equivalent to tax expenses that will be borne by each Director
as a result of acquisition of the Company’s common shares are determined by a resolution, etc. of the Board of
Directors, etc. within the maximum amount approved by the General Meeting of Shareholders.
For the above stock compensation, the number of shares to be delivered to each Director is calculated by adding
together the number of shares for each respective numerical target obtained by multiplying the “basic number ofshares to be delivered” determined for each applicable Director (determined taking into consideration factors suchas the position of each Director and the rate of achievement of single fiscal year performance targets during thetarget period) by an allocation percentage for “each respective numerical target” set for each Director (set fromamong company-wide targets (consolidated profit, etc.), individual targets (performance of department in charge,etc.) and “each respective performance-based coefficient” determined based on the rate of achievement of each
respective numerical target (determined in the range 0% to 200%). Furthermore, Executive Directors (including
Directors who retire after delivery of shares under the system) are required to continue holding the shares delivered
under the system for a certain period in accordance with the shareholding guidelines established by the Company’s
Board of Directors to promote medium- to long-term profit sharing with shareholders. The shareholding guidelines
set forth that a three-year restriction shall be imposed on the transfer of shares delivered under the system.
(2) Non-executive Directors
The compensation of Non-executive Directors is composed of fixed basic compensation, in principle. Executive
Directors are not paid performance-based monetary compensations (short-term incentive compensation) or
performance-based stock compensation (medium- to long-term compensation).

32

The basic compensation for Non-executive Directors (excluding Directors who are Audit & Supervisory Committee
Members) is determined by resolution, etc. by the Board of Directors, etc. within the maximum amount ofcompensation, etc. for such Directors approved by the General Meeting of Shareholders. The basic compensation
for Directors who are Audit & Supervisory Committee Members is determined through discussion among Directors
who are Audit & Supervisory Committee Members within the maximum amount of compensation, etc. for Directors
who are Audit & Supervisory Committee Members approved by the General Meeting of Shareholders.

(d) Matters regarding delegation pertaining to the decision of compensation, etc. to each Director
Determination of the specific amounts allocated to each Director (excluding Directors who are Audit & Supervisory
Committee Members) for basic compensation and for performance-based monetary compensation (short-term incentive
compensation) and performance-based stock compensation (medium- to long-term incentive compensation) thatreflects achievement of company-wide targets and individual targets is delegated to Chairman Akio Nitori based on a
resolution of the Board of Directors, on the assumption that such amounts will be within the maximum amounts ofcompensation, etc. approved by the General Meeting of Shareholders. Mr. Nitori is delegated this authority based on
the judgment that he is the most suitable person to make a comprehensive evaluation of each Director (excluding
Directors who are Audit & Supervisory Committee Members), including their professional ability. Furthermore, whendelegating determination of specific allocations of compensation to each Director (excluding Directors who are Audit& Supervisory Board Members), the Board of Directors consults with and obtains a report from the Nominating andCompensation Committee, which consists of a majority of independent Outside Directors, regarding the performance
evaluation process used to determine the amounts of performance-based compensation paid, in order to ensure that thedelegated authority is exercised in an appropriate manner, and Mr. Nitori gives utmost respect to this report when
determining the specific amounts of compensation allocated.
The amount of compensation, etc. for each Director who is Audit & Supervisory Committee Member is determinedthrough discussion among Directors who are Audit & Supervisory Committee Members within the maximum amountof compensation, etc. for Directors who are Audit & Supervisory Committee Members approved by the General
Meeting of Shareholders.

(e) Amounts of compensation, etc. paid to Directors in the fiscal year under review
Total amount by type of compensation, etc.
Performance-based compensation

Division

Directors (excluding Directors
who are Audit & Supervisory
Committee Members)

Directors (excluding
Outside Directors)
Outside Director

Directors who are Audit &Supervisory Committee
Members

Directors (excluding
Outside Directors)
Outside Director

Notes:

Total amount ofcompensation,
etc.

Basic
compensation

185 million yen

185 million yen

21 million yen

21 million yen

2

16 million yen

16 million yen

1

33 million yen

33 million yen

3monetary
compensation(short-term
incentivecompensation)stockcompensation(medium- tolong-term
incentivecompensation)--

Number ofApplicable
Directors

6

1. As of March 31, 2024, Directors (excluding Directors who are Audit & Supervisory Committee Members consist of seven Directors(excluding Outside Directors) and two Outside Directors. Directors who are Audit & Supervisory Committee Members consist of one
Director (excluding Outside Directors) and three Outside Directors.
2. The amounts of compensation, etc. paid to each Director in the fiscal year under review were determined by the process described in(d), and the Board of Directors deems that the amounts of compensation, etc. paid to each Director in the fiscal year under review arein line with the determination policy.

The Company selected consolidated operating profit as the indicator for performance-based monetary compensation in
the fiscal year under review, in order to clarify the link between compensation and business performance andshareholders’ interests. Performance targets and results in the fiscal year under review were as follows.

Consolidated Operating Income

TargetResults

145,100 million yen

127,725 million yen

33

Achievement rate
88.0%

(iii) Matters Regarding Outside Directors(a)Matters regarding significant concurrent positions as executives of other corporations
Not applicable.

(b)Matters regarding significant concurrent positions as outside directors (and other officers) of other corporations

Position in the Company

Director

Name

Yoshihiko Miyauchi

Significant concurrent positions of othercorporations

Relationship between
the Company and thecompany where he/sheholds concurrent
positions

Senior Chairman of ORIX Corporation

There are no material
business relationships.

Outside Director of ACCESS CO., LTD.

There are no material
business relationships.

Outside Director of Calbee, Inc.

There are no material
business relationships.

Outside Director of RAKSUL INC.

There are no material
business relationships.

Director

Naoko Yoshizawa

Outside Director of Yamaha Corporation

There are no material
business relationships.

Director (Member of Audit &Supervisory Committee)

Yoshiyuki Izawa

Outside Director of Seven & i Holdings Co., Ltd.

There are no material
business relationships.

Outside Director of Sanoh Industrial Co., Ltd.

There are no material
business relationships.

Director (Member of Audit &Supervisory Committee)

Hisayoshi Ando

Outside Director of Marubeni Corporation

There are no material
business relationships.

Director (Member of Audit &Supervisory Committee)

Masahito Kanetaka

－

－

(c)

Status of the main activities of each outside director (excluding Directors who are Audit & Supervisory
Committee Members)
the Board of Directors meeting(13 times)

Name

Director

Summary of duties performed with respect to major activities and expected roles

Number of
Attendances

Attendance
ratio

12 times

92.3%

He attended 12 of the 13 meetings of the Board of Directors held during the fiscal
year under review. During the period under review, he appropriately fulfilled his
expected role by actively providing advice, etc. on the Company's medium- to longterm plans, management strategies, etc. from a broad perspective based on his
extensive experience and high-level insight on corporate management derived fromhis long years of involvement in the management of global companies.

13 times100%

She attended all 13 meetings of the Board of Directors held during the fiscal year
under review. During the period under review, she appropriately fulfilled his
expected role by actively providing advice, etc. from a professional perspective on
IT enhancement measures, etc. to promote the Company's DX, based on her
extensive experience and high-level insight on corporate management derived fromhis experience in important positions in a variety of business fields.

Yoshihiko Miyauchi

Director
Naoko Yoshizawa

Notes:In addition to the above number of Board of Directors meetings, there were two resolutions in writing that were deemed to have been
approved by the Board of Directors pursuant to Article 370 of the Companies Act and Article 22 of the Company's Articles ofIncorporation.

34

(d)

Status of the main activities of each outside director who are Audit & Supervisory Committee Members

Name

Director (Member of Audit& Supervisory Committee)

the Board of Directors
meeting

Audit & Supervisory
Committee meeting(13 times)(14 times)

Number of
Attendances

Attendance
ratio

Number of
Attendances

Attendance
ratio

13 times

100%

14 times

100%

He attended all 13 meetings of the Board of
Directors and all 14 meetings of the Audit
Committee held during the fiscal year underreview. During the fiscal year under review, heappropriately fulfilled his expected role byactively making comments on the Company's
financial and investment strategies, etc., and by
supervising the Company's business execution,etc., based on his extensive experience incorporate management and his high-levelinsight, which is not only as a manager but also
from an investor's perspective.

13 times

100%

14 times

100%

He attended all 13 meetings of the Board of
Directors and all 14 meetings of the Audit
Committee held during the fiscal year underreview. During the period under review, heappropriately fulfilled his expected role bysupervising the execution of the Company's
business operations, etc., including proactively
making comments on the Company's global
strategies and security measures, based on his
abundant experience and professional insightderived from having served in various important
positions, including Administrative Vice
Minister of Economy, Trade and Industry.

10 times

100%

10 times

100%

He attended all 10 meetings of the Board of
Directors and all 10 meetings of the Audit
Committee held after his appointment as
Director. During the period under review, heappropriately fulfilled the expected role bysupervising the execution of the Company's
business operations, etc., including proactively
making comments on the Company's risk
management system and policies for dealing
with misconduct, based on his abundant
experience and professional insight derived fromhaving served in various important positions,
including Commissioner of the National Police
Agency. The Company has been fulfilling its
expected role.

Yoshiyuki Izawa

Director (Member of Audit& Supervisory Committee)
Hisayoshi Ando

Director (Member of Audit& Supervisory Committee)
Masahito Kanetaka

Notes:

Summary of duties performed with respect tomajor activities and expected roles

1. As Masahito Kanetaka was elected at the 51st Annual General Meeting of Shareholders held on June 22, 2023, the status after his
appointment is shown. The number of meetings of the Board of Directors and the Audit Committee held after his appointment was 10.
2. In addition to the above number of Board of Directors meetings, there were two resolutions in writing that were deemed to have been
approved by the Board of Directors pursuant to Article 370 of the Companies Act and Article 22 of the Company's Articles ofIncorporation.

35

(3) Matters Regarding Accounting Auditors
(i)

Name
Deloitte Touche Tohmatsu LLC(ii)

Amount of remuneration of accounting auditor
Division

Amount of payment

Amount of compensation, etc. for the current fiscal year

58 million yen

Total amount of monetary and other financial benefits payable by the Company
and its subsidiaries to the Accounting Auditor

150 million yen

Notes:

1. The audit contract between the Company and the accounting auditor does not clearly distinguish between the amount of remuneration,etc. for audits based on the Companies Act and the amount of remuneration, etc. for audits based on the Financial Instruments andExchange Act, and it is practically impossible to do so; therefore, the total of these amounts is shown in the amount of remuneration,etc. for the current fiscal year.
2. The Company's overseas subsidiaries are audited by auditing firms other than the Company's accounting auditor..
3. With respect to the remuneration of the accounting auditor, the Audit Committee, after obtaining the necessary materials and reports
from the directors, relevant internal departments and the accounting auditor, verified the results of previous activities of the accounting
auditor, and conducted necessary verification and deliberation on the appropriateness of the activity plan of the accounting auditor forthe current fiscal year and the basis for calculating the remuneration estimate, determined that these are appropriate and, as a result,gave its consent under Article 399, Paragraph 1 of the Companies Act with respect to the amount of remuneration, etc. of the accounting
auditor.
4. The Company commissions and pays an accounting auditor for "advisory services on accounting standards," which are services otherthan those stipulated in Article 2, Paragraph 1 of the Certified Public Accountants Act (non-audit services).

(iii) Policies for determination of dismissal or refusal of reelection
The Audit Committee shall dismiss the accounting auditor with the unanimous consent of all members if it is reasonably
anticipated that the audit of the financial statements will be seriously impaired for any of the reasons specified in each
item of Article 340, Paragraph 1 of the Companies Act or for any other reason. In addition, the Audit Committee may
submit a proposal for non-reappointment of the accounting auditor to the General Meeting of Shareholders if it
determines that the system for execution of duties, auditing ability, expertise, etc. of the accounting auditor isinsufficient for the Company, or that a more appropriate auditing system can be established for the Company byreplacing the accounting auditor. The Audit Committee will submit a proposal for non-reappointment of the accounting
auditor to the General Meeting of Shareholders..

36

(4) Systems to Ensure the Appropriateness of Business Activities and Status of Operations of the Systems
1.

2.

3.

4.

5.

Systems to ensure that the performance of the duties of Directors and employees of the Company and its
subsidiaries (hereafter, the “Group”) conforms to laws and regulations and the Articles of Incorporation(a)

The Company shall establish the NITORI Group Code of Conduct and thoroughly familiarize all officers andemployees with this so that officers and employees of the Group perform their duties in compliance with laws
and regulations and the Articles of Incorporation and fulfil their social responsibility and exercise corporate
ethics.

(b)

The Company shall appoint an officer in charge of compliance and establish a department in charge ofcompliance. The department in charge of compliance periodically shall formulate a compliance program froma groupwide perspective and implement this program.

(c)

The Company shall have its officers and employees increase knowledge about compliance and raise awarenessof respecting compliance through initiatives such as providing compliance training to officers and employeesof the Group and preparing and distributing a compliance manual.

(d)

The Company shall ensure that employees of the Group have a means of directly reporting doubts about
practices that are not in accordance with laws and regulations and shall establish and operate a whistleblowing
hotline supported by outside lawyers as one such means.

(e)To eliminate antisocial forces, the Company shall develop a response policy, etc. within the Group and put asystem in place and thoroughly familiarize all officers and employees with the system.

System to store and manage information about the Directors’ performance of their duties(a)Directors shall prepare important documents about performance of their duties and properly store and manage
information based on internal regulations and in accordance with their respective duties.

(b)

Documents about important decisions and reports shall be prepared, stored and destroyed appropriately inaccordance with the Document Handling Regulations.

System to report matters regarding the execution of duties by the Directors, etc. of subsidiaries to the Company(a)

The Company shall require each Group company to report periodically to the Company on its operating results,financial position and other important matters through reports, etc. at the Company’s Board of Directors
meetings.

(b)

In the event of a situation at any Group company that might cause serious damage to that company, the Director,
etc. of the respective Group company shall report immediately to the Company’s officer in charge of risk
management and relevant departments at the Company.

Regulations and other systems to manage the risk of loss of the Group(a)

The Company shall appoint an officer in charge of risk management and establish a department in charge ofrisk management. The department in charge of risk management shall establish the Risk Management
Regulations, and develop and operate a system to assess and manage risks from a groupwide perspective.

(b)

Each of the Company’s departments and Group companies shall manage their own risks and the head of eachof the Company’s departments and the president of each Group company shall report on the status of risk
management periodically to the Risk Compliance Committee.

Systems to ensure the effective and efficient execution of duties by the Group’s Directors(a)Based on a medium-term management plan, which clarifies targets for the entire Group to be achieved as acompany, the Company shall clarify performance targets for each Director of the Group and clearly set out
how Directors will be evaluated.

(b)

The Company shall break down the system of execution of duties of each department to clarify responsibility
for performance within the Group and also seek to improve human capital efficiency through the use of
specialists.

(c)

The Company shall seek to speed up the decision-making through simplifying its process while at the sametime ensuring a careful decision-making process on important matters through discussions at the In-house
Directors meeting to be held a collegial basis. The Company shall also require each Group company to follow
the same practice.

(d)

The Company shall develop intra-group transaction standards to maintain fairness in intra-group transactions
and endeavor to have each Group company conduct such transactions in an appropriate manner.

37

6.

7.

8.

Matters regarding Directors and employees who are assigned to assist the duties of the Audit & Supervisory
Committee, matters regarding the independence of such Directors and employees from other Directors (excluding
Directors who are Audit & Supervisory Committee Members), and matters for ensuring the effectiveness of the
Audit & Supervisory Committee’s instructions to such Directors and employees(a)When the Audit & Supervisory Committee requires employees to assist it in its duties, the Company shallassign the necessary number of staff members to assist the Audit & Supervisory Committee.

(b)

In the event that the Company assigns staff members to assist the duties of the Audit & Supervisory Committee,
it shall obtain the consent of the Audit & Supervisory Committee for the personnel authority of such staff
members including job assignment and evaluation to ensure their independence.

(c)

Employees who are assigned to assist the duties of the Audit & Supervisory Committee shall follow thedirections and orders of the Audit & Supervisory Committee.

System through which Directors (excluding Directors who are Audit & Supervisory Committee Members),
Corporate Auditors and employees, etc. of the Group or persons who have received reports therefrom make reports
to the Company’s Audit & Supervisory Committee and system to ensure that persons who made reports to the
Audit & Supervisory Committee do not suffer disadvantageous treatment for having made such reports(a)Directors (excluding Directors who are Audit & Supervisory Committee Members) and employees, etc. of theGroup shall make reports as necessary at the Board of Directors meeting on the status of execution of theirduties and shall also promptly make appropriate reports when asked to make reports by the Company’s Audit& Supervisory Committee.

(b)Directors (excluding Directors who are Audit & Supervisory Committee Members), Corporate Auditors andemployees, etc. of the Group who have discovered a fact that might cause serious damage to the Company or
the Group such as a violation of laws and regulations shall make a report immediately to the Company’s Audit& Supervisory Committee, either directly or through the relevant department, for example, the department incharge of internal audits.

(c)

The department in charge of internal audits shall carry out audits of the Group periodically and report the audit
results as necessary to the Company’s Audit & Supervisory Committee.

(d)

The department in charge of the whistleblowing hotline shall report on its operation status and details ofwhistleblowing reports, etc. as necessary to the Company’s Audit & Supervisory Committee.

(e)

The Group shall prohibit the dismissal or other disadvantageous treatment of persons who made a report to the
Audit & Supervisory Committee or persons who made a whistleblowing report to the whistleblowing hotline
on the grounds that they made such report or whistleblowing report; the Group shall stipulate to this effect in
its internal regulations and thoroughly familiarize all officers and employees with this matter.

Matters regarding procedural policies for prepayments or reimbursement of expenses arising in relation to the
execution of duties by Audit & Supervisory Committee Members and other processing of expenses or obligations
arising in relation to the execution of duties by Audit & Supervisory Committee Members(a)9.

The Audit & Supervisory Committee Members may seek the opinion of lawyers, certified public accountants,
certified public tax accounts and other experts when deemed necessary for execution of their duties, and may
claim these expenses from the company. In addition, if an Audit & Supervisory Committee Member has
requested the prepayment of expenses in relation to the execution of his or her duties, the Company shall bearsuch expenses unless deemed unnecessary for the execution of duties by such Audit & Supervisory Committee
Member.

Other systems to ensure that audits by the Audit & Supervisory Committee are performed effectively(a)Directors (excluding Directors who are Audit & Supervisory Committee Members) and employees shalldeepen their understanding of audits by the Audit & Supervisory Committee and endeavor to develop an
environment for audits by the Audit & Supervisory Committee, and the full-time Audit & Supervisory
Committee Member shall attend important meetings such as In-house Directors meeting.

(b)

The Audit & Supervisory Committee shall exchange opinions periodically with the Representative Directors
and seek to communicate with them appropriately and execute audit operations effectively.

(c)

The Audit & Supervisory Committee shall be afforded the opportunity to obtain advice from lawyers andcertified public accountants where necessary for the execution of its audit operations.

38

The following is an outline of the status of operations of internal control systems within the Group implemented in thefiscal year under review based on the systems to ensure the appropriateness of business activities described above.
The Company reports to the Board of Directors periodically on the status of operations of the systems to ensure theappropriateness of business activities and makes revisions as necessary.

1.

Status of initiatives for compliance
The Company sought to strengthen the Group’s internal control systems by providing compliance training according
to each company’s business format and role, periodically distributed information on the intranet, etc. to share
information and raise awareness internally about amendments to laws relevant to operations, and otherwise soughtto raise compliance awareness. Furthermore, the Company formulated the NITORI Group Code of Conduct, whichreflects recent social developments and values, as a means of indicating the Group’s corporate stance. The Company
translated the code into many languages and engaged in activities to instill it and raise awareness about it across theentire Group. In addition, the Company established various policies based on the Code of Conduct including the
Human Rights Policy, Anti-competition Law Compliance Policy, Anti-corruption Policy and NITORI Group
Procurement Policy, and sought to raise awareness about each of these policies. For overseas subsidiaries, in addition
to training on the laws and regulations of each country delivered by legal experts and activities to raise awarenessabout the foregoing, the Company held the Global Administration Departments meetings to share risk information
specific to overseas operations and share information about changes to laws.
The Company has also established internal and external whistleblowing disclosure hotlines in accordance with theprovisions of the Group Whistleblowing Regulations. Through periodic internal newsletters, surveys and othermeans, the Company has sought to raise awareness of the whistleblowing hotline, thereby implementing
whistleblowing measures covering overseas subsidiaries, and increased the effect of early detection of issues andimprovement measures.

2.

Status of initiatives for ensuring that duties are executed appropriately and efficiently
The Company holds the In-house Directors meeting every week to deliberate matters in advance to expedite
decision-making at the Board of Directors meeting. At the Board of Directors meeting, Directors including Outside
Directors held lively discussions and had a lively exchange of opinions when deliberating proposals or when thestatus of execution of duties was reported. Furthermore, the Company sought to delegate authority for decisions on
key aspects of important business execution to the Representative Directors. Through such measures, the Company
believes that the appropriateness and efficiency of decision-making and the effectiveness of supervision(monitoring) was ensured. As for reports on the operating results, financial position and other important matters ofeach Group company, the Company appropriately supervised the status of execution of duties by Directors, etc. ateach Group company by setting operational targets to be achieved by each company and then requiring each Group
company to report periodically to the Company’s Board of Directors.

3.

Status of initiatives for the management of risk of loss
The Company has formulated regulations on risk management and a business continuity plan (BCP) to minimize
losses or disadvantages suffered by the Group and has developed a risk management system center on the Risk
Compliance Committee. In accordance with the business continuity plan (BCP), the Company conducted a range ofdrills, and the Risk Compliance Committee, which meets every month, also promoted subcommittee activities foreach individual material risk determined by the Board of Directors to review the risk prevention system, strengthen
the training system and implement measures to address new issues, thus strengthening the Group’s risk management
system.

4.

Status of initiatives for ensuring effective audits by the Audit & Supervisory Committee
The Company’s Audit & Supervisory Committee held both regular and ad hoc meetings to exchange information
about audits, and the full-time Audit & Supervisory Committee Member attended the In-house Directors meetings,
meetings to discuss progress on issues and other important meetings. As regards compliance and the status ofdevelopment of internal control, audit results were shared regularly with internal control operations and the internal
control system was used to conduct audits. The Company also ensured the effectiveness of audits by appointing fulltime employees to assist audit operations in accordance with the instructions of the Audit & Supervisory Committee.
In addition, the exchange of opinions necessary for audits was made through regular meetings with Representative
Directors and the Accounting Auditor.

39

(5)

Basic Policy Regarding Control of the Company

In light of the "Basic Policy Regarding Control of the Company" formulated based on the Company's Corporate
Philosophy, Corporate Governance Policy, Code of Corporate Conduct and Management Strategy, and as one of themeasures to prevent decisions on the Company's financial and business policies from being controlled byinappropriate parties, the Company has introduced "Countermeasures for Large-Scale Acquisitions of the Company's
Shares" (hereinafter referred to as "Anti-Takeover Measures") based on a resolution at the Company's Annual
General Meeting of Shareholders to be held on May 17, 2007.
However, since the introduction of the Anti-Takeover measures, the Board of Directors has repeatedly discussed thepros and cons of their continuation, taking into consideration the opinions of institutional investors and othershareholders, recent trends in takeover defense measures, and changes in the environment, including the spread of the
Corporate Governance Code. As a result of these discussions, the Company has determined that the need for takeover
defense measures in the Company has relatively decreased and has abolished Anti-takeover measures as of the closeof the 47th Annual General Meeting of Shareholders to be held on May 16, 2019.
We will continue to take appropriate measures to the extent permitted by the Financial Instruments and Exchange
Law, the Companies Act, and other applicable laws and regulations, such as requesting that any person who intends
to make a large-scale acquisition of our shares provide necessary and sufficient information for our shareholders tomake an appropriate judgment as to whether or not the acquisition is appropriate, and disclosing the opinions of our
Board of Directors to ensure that our shareholders have the time and information necessary to consider the acquisition
and will continue to strive to enhance corporate value and ensure the common interests of shareholders.

(6) Policy on exercise of authority when the Articles of Incorporation provide that the Board of Directors shalldetermine the dividends of surplus
The Company considers it an important management policy to pay stable dividends in the future in response to thetrust of its shareholders. It is our policy to use retained earnings for effective investment to further enhance andstrengthen our management base to cope with the expected intensification of competition in the retail industry.
Regarding the year-end dividend for the fiscal year ending March 31, 2024, The Company have decided to reduce theyear-end dividend by 3 yen from the previous forecast to 72 yen per share, because the net profit to shareholders ofparent company fell short of the forecast announced on May 9, 2023. The Company paid an interim dividend of 75
yen per share in the first half of the fiscal year, this will bring the annual dividend for the fiscal year under review to
147 yen per share.

40Consolidated Financial Statements
Consolidated Balance Sheets(Millions of yen)
As of March 31, 2023

As of March 31, 2024

AssetsCurrent assets
Cash and deposits

131,928

Notes and accounts receivable – trade57,40879,247

Merchandise and finished goods

112,401

101,206

Work in process

137.943479

520

Raw materials and supplies

7,496

6,802

Other

20,64122,018

Allowance for doubtfull accounts
Total current assets

(1)

(2)

330,353

347,736

Non-current assets
Property, plant and equipment
Buildings and structures

422,887

490,324

Accumulated depreciation(219,531)(234,477)
255,847

Buildings and structures, net

203,356

Machinery, equipment and vehicles

20,792

25,531

Accumulated depreciation(13,978)(16,072)

Machinery, equipment and vehicles, net

6,813

9,458

29,77334,037

Accumulated depreciation(18,417)(20,237)

Tools, furniture and fixtures, net

11,356

13,799377,009403,228

Tools, furniture and fixtures

Land
Leased assets
Accumulated depreciation
Leased assets, net

4,414

4,408

(2,894)(3,163)

1,519

1,244

15,333

18,632

Accumulated depreciation(4,203)(6,637)Right of use assets, net

11,12911,995Right of use assets

Construction in progress

38,294

41,323

Total property, plant and equipment

649,479

736,897

Goodwill

19,61917,060Software

5,267

4,128

Software in progress

1,740

3,463

Leasehold interests in land

6,272

6,406

Intangible assets

Other
Total intangible assets

107

102

33,00531,16239,08942,439Investments and other assets
Investment securities
Long-term loans receivable

562

520

Guarantee deposits

16,893

16,646

Leasehold deposits

30,31330,982

Deferred tax assets

21,76521,513

Other

12,37910,851

Allowance for doubtful accounts
Total investments and other assets
Total non-current assets
Total assets

41

(72)

(72)

120,932

122,882

803,417890,942

1,133,771

1,238,679

(Millions of yen)
As of March 31, 2023

As of March 31, 2024

Liabilities
Current liabilities
Notes and accounts payable – trade38,45948,294

Short-term borrowings

83,068

107,557

Lease obligations

1,602

1,895

Accounts payable – other

24,05845,933

Income taxes payable

28,351

20,366

Contract liabilities

23,77429,091

Provision for bonuses

8,380

6,604

Provision for point card certificates

11

11

Provision for shareholder benefit program

422

318

Provision for loss on business liquidation

220

-

Other

13,41916,264

Total current liabilities

221,769

276,336

Long-term borrowings

57,33030,000

Lease liabilities

4,598

4,519

228

145

Non-current liabilities

Provision for retirement benefits for directors(and other officers)
Retirement benefit liability

5,886

5,558

Asset retirement obligations

14,80014,748Other

11,06011,061

Total non-current liabilities

93,90566,033

315,674

342,370

Share capital

13,37013,370Capital surplus

30,71130,715Retained earnings

771,743

841,541

Total liabilities
Net assets
Shareholders’ equity

Treasury shares(10,111)(10,113)

Total shareholders’ equity

805,714875,513

1,769

4,711

Accumulated other comprehensive income
Valuation difference on available-for-salesecurities
Deferred gains or losses on hedges(1,829)-Foreign currency translation adjustment

12,47915,816

Remeasurements of defined benefit plans
Total accumulated other comprehensive income
Non-controlling interests
Total net assets
Total liabilities and net assets

42

(36)

262

12,382

20,790-

4

818,096896,308

1,133,771

1,238,679

Consolidated Statements of Income and Comprehensive Income
Consolidated Statements of Income(Millions of yen)
For the fiscal year ended March 31, 2023

For the fiscal year ended March 31,2024

Net sales

948,094

895,799

Cost of sales

469,988439,850

Gross profit

478,106

455,949

Selling, general and administrative expenses

338,029

328,223

Operating profit

140,076

127,725

Interest income

638

1,323

Dividend income

275

521

Foreign exchange gains

853

680

Share of profit of entities accounted for using equity
method929

542

Subsidy income

298

180

Vending machine income

363

341

Gain on sales of goods

303

281

Other

1,097

1,477

Total non-operating income

4,760

5,349

Interest expenses

401

521

Other

349

176

Total non-operating expenses

751

697

144,085

132,377

Gain on sale of non-current assets

17

1,784

Total extraordinary income

17

1,784

Non-operating income

Non-operating expenses

Ordinary profit
Extraordinary income

Extraordinary losses
Loss on sale and retirement of non-current assets

139

25

4,769

10,230Loss on change in equity

61

0Provision for loss on business liquidation

218

-

5,189

10,257

Profit before income taxes

138,913

123,904

Income taxes – current

47,50339,293

Income taxes – deferred(3,720)(1,912)

Total income taxes

43,78337,381

Profit95,12986,523

Profit attributable to owners of parent

95,12986,523

Impairment losses

Total extraordinary losses

43Consolidated Statements of Comprehensive Income(Millions of yen)
For the fiscal year ended March 31, 2023
Profit

For the fiscal year ended March 31,2024

95,12986,523

Other comprehensive income
Valuation difference on available-for-sale securities

542

2,941

Deferred gains or losses on hedges(1,829)1,829

Foreign currency translation adjustment

5,888

3,337

Remeasurements of defined benefit plans, net of tax
Total other comprehensive income
Comprehensive income

151

298

4,751

8,407

99,881

94,931

99,881

94,931

Comprehensive income attributable to
Owners of parent

44