March 22, 2022
To Shareholders
Company: Japan Securities Finance Co., Ltd.
Representative Executive Officer & President: Shigeki Kushida(Code No. 8511, TSE1)
Contact: Kentaro Hibi, Manager, Corporate Governance Office
Phone: 03-3666-3184

Notice Regarding the Election of Candidates of Director
The Company is pleased to announce that its Nomination Committee, at its meeting
held on March 22, 2022, decided on the following Director candidates to be proposedat the 112th Ordinary General Meeting of Shareholders to be held in the latter part ofJune 2022.

I．Candidates for Directors
1．CandidatesOutside director（Chairperson of the Board of Directors,
Naotaka
Chairperson of the Nomination Committee, Chairperson of theObata
Remuneration Committee)
Executive Advisor To the Board, Mitsubishi HC Capital Inc.
Outside director (Nomination Committee Member, Remuneration
Shoko Sugino Committee Member, Audit Committee Member)
LawyerShuya Iimura

Outside director (Chairperson of the Audit Committee)

Kensuke
Futagoishi

Outside director [New appointment]
Chairman and Representative Director, Seven Bank, Ltd.

Takayoshi
Yamakawa

Outside director [New appointment]
Representative Partner, Business Producer LLC
Director (Nomination Committee Member, Remuneration CommitteeMember)
Representative Executive Officer & President of Japan Securities
Finance Co., Ltd.

Shigeki
KushidaHiroshi
AsakuraDirector (Audit Committee Member)

12．Career Summaries, etc. of Candidates for Directors
Name
Naotaka Obata
Date ofOctober 15, 1944birthCareer
Apr. 1968
Joined The Mitsubishi Bank, Ltd.
SummaryMay 1999
Managing Executive Officer of The Bank of TokyoMitsubishi, Ltd.
Jan. 2004
Senior Managing Executive Officer of The Bank ofTokyo-Mitsubishi, Ltd.
Jun. 2004
Deputy President, The Bank of Tokyo-Mitsubishi, Ltd
Jun. 2005
President and CEO, Diamond Lease Company
LimitedApr. 2007
President and CEO, Mitsubishi UFJ Lease &Finance Company Limited (currently Mitsubishi HC
Capital Inc.)
Jun. 2010
Chairman, Mitsubishi UFJ Lease & Finance
Company LimitedJun. 2012
Executive Advisor To the Board, Mitsubishi UFJ
Lease & Finance Company Limited (current position)
Apr. 2013
Board member of Japan Pension Service
Jun. 2019
Director, Japan Securities Finance Co., Ltd. (currentposition)
Reasons
The Company expects that Naotaka Obata will fulfill a sufficient roleforin highly effective supervision of our management and makeNomination decisions on medium- to long-term management policies from anas theindependent and objective standpoint. The Company trusts he will
Candidateutilize his extensive experience and broad knowledge in the financial
industry and his extensive knowledge and insight on international
business development through his experience in overseas
operations.

2NameDate ofb i r t hCareersummary

Reasonsfor
Nomination
as theCandidate

Shoko Sugino
August 7, 1945
Apr. 1973

Registered Lawyer
Joined Fujibayashi Law Office
Apr. 1994
Partner Attorney at Fujibayashi Law Office (currentposition)
Apr. 1997
Professor for The Legal Training and ResearchInstitute of Japan
Apr. 2000
Tokyo Family Court Conciliation
Committee Member
Jul. 2005
Environment Dispute Coordination
Commission Member
Mar. 2007
Audit & Supervisory Board Memberof Kitoku Shinryo Co., Ltd. (current position)
Jun. 2018
Audit & Supervisory Board Memberof Takeei Corp (current position)
Jun. 2019
Director of Japan Securities Finance Co., Ltd.
(current position)
As an attorney at law, Shoko Sugino is a candidate for Outside
Director because she has extensive experience and broad
knowledge in legal and compliance matters, as well as knowledge ofinternal controls, sustainability, and corporate governance. The
Company has nominated her as a candidate for director because
the Company expects her to play a sufficient role in effectively
supervising the Company’s management and determining mediumto long-term management policies from an independent andobjective standpoint as an Outside Director.

3

N a m e
Date ofb i r t h
Ca re e r
Summary

ReasonsforNominationa s t h e
Candidate

Shuya Iimura
February 13, 1964
Apr. 1987
Jul. 2001

Joined Tokyo Stock Exchange (TSE)
Chief of Public Relations office of General Affairs
Dept., TSEJun. 2010
Director of Derivatives Dept., TSEMar. 2014
Director of Market Planning Dept., Osaka ExchangeApr. 2016
Human Resources Dept., JapanExchange GroupJun. 2016
Audit & Supervisory Board member of Japan
Securities Finance Co., Ltd.
Aug. 2018
Audit & Supervisory Board memberof Intellex Co., Ltd. (current position)
Jun. 2019
Director of Japan Securities Finance Co., Ltd.
(current position)
Shuya Iimura has extensive experience and broad knowledge in thefields of finance and securities, having served as a general managerof the Tokyo Stock Exchange. He has also been engaged inmonitoring and auditing the Company's business as a full-timestatutory auditor and full-time audit committee member, and isknowledgeable about internal control and compliance. The Company
has selected him as a candidate based on the judgment that he canbe expected to play a sufficient role in effectively supervising theCompany’s management and determining medium- to long-term
management policies from an independent and objective standpoint
as an Outside Director.

4

Name
Date ofbirth
Ca re e r
SummaryReasonsfor
Nominationa s t h eCandidate

Kensuke FutagoishiOctober 6, 1952
Apr. 1977

Joined The Sanwa Bank, Limited (currently MUFJBank, Limited)
Apr. 1998
Secretary of the Secretarial Office (Tokyo)
Apr. 2001
General Manager, Retail Banking Planning Division,
UFJ Holdings, Inc. (currently Mitsubishi UFJ
Financial Group, Inc.)
Jan. 2002
General Manager, Gotanda Corporate Sales
Department and Branch Manager, Gotanda Branch,
UFJ Bank Limited (currently MUFJ Bank, Ltd.)
Oct. 2003
Joined IY Bank (currently Seven Bank, Ltd.)
Jun. 2004
Director and General Manager of Business
Promotion Division
Oct. 2006
Director, Executive Officer and General Manager ofPlanning DivisionNov. 2007
Director, Managing Executive Officer, General
Manager of Planning DivisionJun. 2009
Director, Senior Managing Executive Officer andPlanning Division General ManagerJun. 2010
President and Representative DirectorJun. 2018
Chairman and Representative Director (currentposition)
Kensuke Futagoishi has a wealth of experience in the managementof financial institutions with unique and cutting-edge business models,
as well as extensive knowledge and broad insight on internal control
and risk management. The Company has selected him as a candidate
for Director believing that he will play a sufficient role in effectively
supervising the Company’s management and determining mediumto long-term management policies from an independent and objective
standpoint as an Outside Director.

5NameDate ofbirth
Ca re e r
SummaryReasonsforNomination
as theCandidate

Takayoshi Yamakawa
October 2, 1965
Apr. 1991
Oct. 1995
Jan. 1997
May 1999
Jun. 2000

Joined Yokogawa Hewlett Packard Co.
Joined The Boston Consulting Group
Project Manager
Principal
Founded (co-established) Dream Incubator Inc.
Director, CTO
Jun. 2005
Vice Representative Director
Jun. 2006
Representative Director & CEOJul. 2020
Representative Partner, Business Producer LLC(current position)
Jan. 2021
Outside Director, BitStar, Inc. (current position)
Apr. 2021
Outside Director, Baseconnect Inc. (current position)
Jun. 2021
Outside Director, Akatsuki Securities, Inc. (currentposition)
Takayoshi Yamakawa has a wealth of knowledge and broad insight oftechnological innovation trends related to digital transformation, as
well as a wealth of experience in corporate management in theindustrial sector. The Company has selected him as a candidate for
Director believing that he will play a sufficient role in effectively
supervising the Company's management and determining medium- tolong-term management policies from an independent and objective
standpoint as an Outside Director.

6N a m e
Date ofb i r t h
Ca re e r
SummaryReasonsfor
Nomination
as theCandidate

Shigeki Kushida
June 8, 1958
May 2008

Deputy Director-General of
Personnel and Corporate Affairs Dept. (PersonnelManagement)., BOJ
Mar. 2009
Director-General of Personnel and CorporateAffairs Dept., BOJ
Jun. 2010
Director-General of Monetary Affairs Dept., BOJ
May 2011
General Manager of Nagoya Branch, BOJ
Mar. 2013
Executive Director of BOJ
Apr. 2017
Senior Advisor of American Family Life Assurance
Company (currently Aflac Japan Ltd.)May 2019
Advisor of Japan Securities Finance Co., Ltd.
Jun. 2019
Director (current position)
Representative Executive Officer &President (current position)
Shigeki Kushida filled key posts such as Executive Director of BOJ,
through which he gained abundant insights and experiences infinancial and securities sector. In addition, he has been involved in
the management of the Company as Representative Executive
Officer & President since 2019. The Company has selected him as a
candidate for the position of Director believing that he will play asufficient role in improving the supervisory function of the Board ofDirectors and in determining the Company's medium- to long-term
management policies through his concurrent position as the person
who leads and directs the Executive Officers as the Chief ExecutiveOfficer.

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N a m e
Date ofb i r t h
Ca re e r
Summary

ReasonsforNomination
as theCandidate

Hiroshi Asakura
November 1, 1955
Apr. 1978
Jun. 2002
Jun. 2005
Jun. 2006

Joined Japan Securities Finance Co., Ltd.
General Manager of Planning Dept.
General Manager of Margin Loan Dept.
Corporate Officer & General Manager of MarginLoan Dept.
Feb. 2008
Corporate Officer & General Manager of LoanDept.
Jun. 2009Managing Director of Japan Securities FinanceCo., Ltd.
Jun. 2013
Senior Managing DirectorJun. 2016
President of Nihon Building Co., Ltd. (retired onJun. 2021)
Jun. 2021
Director of Japan Securities Finance Co., Ltd.
(current position)
Hiroshi Asakura has served as general manager and director of theCompany and has a thorough knowledge of the Company's overallbusiness operations. In addition, he has abundant experience andbroad knowledge in the fields of finance and securities, as well as
knowledge of financial matters. The Company has, therefore,
selected him as a candidate for Director because of his highly
effective supervision of the Company's management and his ability toplay an adequate role in determining medium- to long-term
management policies.

8II．Policy on the Composition of the Board of Directors, etc.
1．Background(1) Efforts to date
In 2019, the Company transitioned to a company with a nomination committee, and witha five-member Board of Directors, including three outside directors, has been working
to improve the effectiveness of the Board of Directors by dividing the supervisory andexecutive functions.
Specifically, based on a system whereby the chairperson of the Board of Directors andthe chairpersons of the three committees are all outside directors, the Company has
conducted repeated studies and discussions from various perspectives to formulate its
medium-term management plan, etc. In addition, in order to appropriately supervise
business execution, the Company has made efforts to enhance the provision of
information to directors by revising the content of reports and implementing businessbriefings. These initiatives have been evaluated as appropriate in the evaluation of theeffectiveness of the Board of Directors.

(2) Changes in the Environment Surrounding the Company
On the other hand, during this period, the securities and financial markets surrounding
the Company have experienced significant changes due to the progress ofinternationalization, digitalization, etc., and the spread of COVID-19. The revision ofJapan’s Corporate Governance Code implemented last year and the transition to theTSE's new market classification in April of this year also require the establishment ofincreasingly sophisticated governance frameworks. As a listed company, we arerequired to further strengthen its profitability and address new issues such assustainability.
(3) Formulation of the “Medium-Term Management Policy”
In light of these environmental changes, the Company formulated its "Medium-TermManagement Policy" last November. This policy aims to maintain a high level ofsoundness in its role as an infrastructure function of the securities market and to achieveboth sustainable growth and medium-term corporate value enhancement required of alisted company during the next Medium-Term Management Plan period (FY2023 toFY2025). The Company has set a medium-term management goal of achieving ROE of5%. FY2022 is the final year of the current (6th) Medium-Term Management Plan, andbased on the results achieved to date, it will be the year to proceed with the study of thenext (7th) Medium-Term Management Plan in order to realize the management targets
set in the “Medium-Term Management Policy.”9

2．Consideration of the Composition of the Board of Directors, etc.
In light of this situation both inside and outside the Company, and from the viewpointof further enhancing the role of the Board of Directors as a company with a Nomination
Committee in determining basic management policies and in assuming a supervisory
function, the Company's Board of Directors has considered the composition of theBoard of Directors, following renewed deliberations by the Nomination Committee. As aresult, the Board of Directors has decided that it is appropriate to adopt the followingpolicy.
⚫ The current Board of Directors of the Company is composed of directors with thenecessary skills and is effectively fulfilling its supervisory function over the executionof the company's business.
⚫ However, in recent years, the Company has found it appropriate to multi-layer skill
sets. This is based on the fact that the Company’s business has been steadily
growing and becoming more diversified and sophisticated, especially in the security
finance business, and that it is necessary to respond to changes in the environment,⚫

⚫
⚫

such as further progress in internationalization and DX, and that it is preferable tohave a system that enables multidimensional consideration of various aspects bymembers with diverse backgrounds.
The Company also considers it important to maintain a balance in the number ofsupervisors and executors, as well as to diversify the age structure and gendercomposition of personnel.
In light of these circumstances, we believe that the number of members of the Boardof Directors should be increased by about 2, in addition to the current 5 persons.
On the other hand, it is also worth considering to review the maximum number of
directors in line with a skill matrix with a certain margin relative to the actual numberof directors, from the viewpoint of enabling speedy decision-making and the size of
the Company.

Today's decision to select the candidates for the Board of Directors was taken inaccordance with the above-listed approach.

End10