Note: This document has been translated from the Japanese original for the convenience of non-Japaneseshareholders. In the event of any discrepancy between this document and the Japanese original, the original shallprevail.

NOTICE OF THE 75th ORDINARY
GENERAL MEETING OF SHAREHOLDERS

Japan Airlines Co., Ltd.

Dear Shareholders,
I would like to take this opportunity to express my sincere gratitude to our shareholders and investors for theircontinued support. I am TOTTORI Mitsuko, Representative Director and President, and Chief Executive Officerof the JAL Group, effective from April 1, 2024. I am pleased to notify you of the 75th Ordinary General Meetingof Shareholders of Japan Airlines Co., Ltd.
In FY2023, after completing three years of the “FY2021-2025 JAL Group Medium-term Management Plan,”we achieved profits exceeding the FY2019 levels, with EBIT of 145.2 billion yen and profit attributable toowners of parent of 95.5 billion yen. We would like to express our sincere gratitude to our shareholders for theirwarm support.
In the Medium-term Management Plan Rolling Plan 2024 announced on March 21, we will aim to realize further
profit growth through business model reform and achieve the profit targets set at EBIT of 170.0 billion yen for
FY2024 and EBIT of 200.0 billion yen for FY2025, as well as each financial indicator listed as managementtargets (EBIT margin of 10% or higher, ROIC of 9%, EPS of 290 yen level). We will carry out ESG investment,
including environmental measures and human resource investments, with an aim to complete the Medium-termManagement Plan and realize sustainable growth and development and the improvement of corporate value
beyond the plan period. With a strive to realize continuous and stable shareholder returns, we have set an annual
dividend forecast of 80 yen per share (dividend payout ratio of about 35%) for FY2024.
Thank you for your continued support.
May 2024
TOTTORI Mitsuko
Representative Director, President-1-Securities code: 9201
Date of sending by postal mail: May 27, 2024
Start date of measures for electronic provision: May 17, 2024

NOTICE OF THE 75th ORDINARY
GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders,
We hereby announce that the 75th Ordinary General Meeting of Shareholders of Japan Airlines Co., Ltd. (the“Company”) will be held on Tuesday, June 18, 2024, as described hereunder.
If you choose not to attend the meeting, please review the Reference Documents for General Meeting of
Shareholders, and please exercise your voting rights no later than 6:00 p.m., Monday, June 17, 2024 by either
procedure described in “Guide for Exercising Voting Rights” on page 6.
Sincerely yours,
TOTTORI Mitsuko
Representative Director, President
Japan Airlines Co., Ltd.
2-4-11 Higashi-Shinagawa, Shinagawa-ku, Tokyo
MEETING DETAILS
1. Date and Time:

10:00 a.m., Tuesday, June 18, 2024 (The reception starts at 8:30 a.m.)

2. Venue:2-1-6 Ariake, Koto-ku, TokyoTOKYO GARDEN THEATER (Please refer to the map of the venue at the end of
this document.) (Japanese only)

3. Agenda:
Items to be reported:

1. Business Report and Consolidated Financial Statements, Audit Reports of the
Accounting Auditors and Board of Corporate Auditors regarding theConsolidated Financial Statements for the 75th Fiscal Year (April 1, 2023 toMarch 31, 2024)
2. Non-consolidated Financial Statements for the 75th Fiscal Year (April 1, 2023 toMarch 31, 2024)

Items to be proposed:
Proposal 1:

Appropriation of Surplus

Proposal 2:

Election of Nine (9) Directors

Proposal 3:

Election of Two (2) Audit and Supervisory Board Members

4. Predetermined Terms of the Convocation (Guide for Exercising Voting Rights)
Please refer to the “Guide for Exercising Voting Rights” on pages 6 to 7.

-2- There are no souvenirs available for shareholders attending the General Meeting of Shareholders.
 It is prohibited to bring any dangerous items and other items that may interfere with smooth proceedings ofthe meeting into the meeting place.
 Proceedings on the day of the General Meeting of Shareholders will be carried out in Japanese. There will
be no interpreters at the venue, however, in the event that a shareholder is accompanied by their own
interpreter (including sign-language interpreters), if the shareholder informs the reception desk on the dayof the General Meeting of Shareholders, it will be possible for the interpreter to enter the meeting place.
 If any shareholder requires support from our staff on the day of the General Meeting of Shareholders,please contact us by calling the following phone number at least one week before the meeting.
JAL shareholders call center: 03-6733-3090(excluding Saturdays, Sundays and holidays; 9:30 a.m. to 12:00 p.m., 1:00 p.m. to 5:00 p.m.)-3-

Flow of the General Meeting of Shareholders
Prior to June 17, 2024
Before the General Meeting of Shareholders
Step 1
Submit questions / check answers in advance of the meeting
No later than 12:00 p.m., Friday, June 7 (JST)► You can submit questions and check answers on the dedicated website for shareholders (see page 9).
Step 2
Exercise voting rights in advanceNo later than 6:00 p.m., Monday, June 17 (JST)► You can exercise your voting rights by scanning the 2D barcode located at the bottom right of the Voting
Form (see page 7).
* You can also exercise your voting rights by mail.

Image of Top Page

The dedicated website for shareholders has been revamped.
The website provides the following information:
Registration and login
 Guide for the General Meeting offor the dedicatedShareholders
website for shareholders
 Shareholder benefit
is here: Surveys
 Special deals (website-only discounts, etc.)
https://jal.premium Events
yutaiclub.jp/ (in* For more information, please see the flyer enclosed with thisNotice of Convocation.

-4-

Japanese)From 10:00 a.m., June 18, 2024
Day of the General Meeting of Shareholders
Step 3
Watch the live streaming of the meeting / attend the meeting in person● Watch live streaming
Date and time:

From 10:00 a.m. until the end of the meeting*The live streaming page can be accessed around 9:30 a.m. on the day.

► You can watch live streaming on the dedicated website for shareholders (see page 8).
● Attend the meeting in person
Venue:TOKYO GARDEN THEATER (2-1-6 Ariake, Koto-ku, Tokyo)

Date and time:

10:00 a.m., Tuesday, June 18, 2024 (The reception starts at 8:30 a.m.)► Please bring the Voting Form to the meeting (see page 10 and the back cover (in Japanese)).

After June 18
After the closing of the General Meeting of Shareholders
Step 4
Review various information
 Resolutions adopted at the meeting (notice of resolutions adopted, extraordinary report) Archived videos (from the opening to the closing of the General Meeting of Shareholders)► You can review the information on the Company’s website.
The Company’s website
https://www.jal.com/ja/investor/stockholders_meeting/ (in Japanese)
https://www.jal.com/en/investor/stockholders_meeting/ (in English)-5-

Guide for Exercising Voting Rights
Exercise of voting rights at the Company’s General Meeting of Shareholders is shareholders’ important right.
Please by all means exercise your voting rights.
For shareholders exercising voting rights in advance Exercise of voting rights via the Internet
You are kindly requested to exercise your voting right by accessing the Exercise of Voting Rights
Website designated by the Company.
https://evote.tr.mufg.jp/ (in Japanese)
Otherwise, please scan the 2D barcode located at the bottom right of the Voting Form.
 Exercise of voting rights by mailYou are kindly requested to indicate your vote of approval or disapproval of each proposal on the
Voting Form, and to return the completed Voting Form to the Company. You do not need to affix astamp.
* For the method to fill in the Voting Form, please refer to the following section.
Guide for filling in the Voting Form
Please indicate your vote of approval or disapproval of each proposal.
Proposal 1▶ If you approve ················································ Put a circle in the box marked 賛 [Approve].
▶ If you disapprove ············································ Put a circle in the box marked 否 [Disapprove].
Proposals 2 and 3▶ If you approve of all of the candidates ···················· Put a circle in the box marked 賛 [Approve].
▶ If you disapprove of all of the candidates ················ Put a circle in the box marked 否 [Disapprove].
▶ If you disapprove of some of the candidates ············· Put a circle in the box marked 賛 [Approve], andindicate the candidate numbers for the candidates
that you disapprove of.
Exercise due date: No later than 6:00 p.m., Monday, June 17, 2024 (JST)(Voting by mail must arrive no later than the due date.)

For shareholders attending the General Meeting of Shareholders in person
 Exercise your voting rights by attending the meeting
You are kindly requested to present the Voting Form at the reception desk on the day of the General
Meeting of Shareholders. (Not required to place a seal.)
For institutional investors
The electronic platform for exercising voting rights for institutional investors operated by ICJ, Inc. isavailable.

-6-

The Voting Rights Exercise via the Internet
Method 2: Entering “Login ID” and “Temporary
Password”

Method 1: Scanning 2D Barcode
You can login to the Exercise of Voting Rights Website
without having to enter your “login ID” and “temporary
password” provided on the Voting Form.
Please scan the 2D barcode located at the bottom rightof the Voting Form.

Exercise of Voting Rights Website

https://evote.tr.mufg.jp/ (in Japanese)
1. Please access the website for exercising voting
rights.
2. Enter your “Login ID” and “Temporary Password”
provided on the Voting Form, and click on Log in.

Please follow on-screen instructions to indicate your approval or disapproval of each item.
1.

You will not be able to access the website from 2:30 a.m. to 4:30 a.m. each day during the exercise period.

2.

The website may not be accessible depending on the shareholder’s Internet environment.

3.

Any expenses arising from access to the voting site shall be the responsibility of the shareholder.

Voting rights may be exercised by 6:00 p.m. on Monday, June 17, 2024, but shareholders are requested to
do so as early as possible. If you have any questions, please contact the Help Desk (only in Japanese).
Help Desk, Stock Transfer Agency Department
Mitsubishi UFJ Trust and Banking Corporation

In case you need instructions for how to operate
your personal computer/smartphone/mobile phone
in order to exercise your voting rights via theInternet, please contact:

Phone: 0120-173-027 (toll free (Only within Japan))
Open: 9:00 a.m. to 9:00 p.m. (Japan Time)

Notes on exercising voting rights
 When exercising voting rights in writing (via mail) and there is no indication of a vote of approval ordisapproval of each proposal on the Voting Form, it shall be treated as an indication of a vote of approval.
 If you exercise your voting rights via the Internet or by mail more than once, your final vote shall prevail.
 If you exercise your voting rights both by mail and via the Internet, your vote via the Internet shall prevail
regardless of the arrival date and time.
 If you exercise your voting rights by a proxy, in accordance with the provision of Article 29 of the Articles
of Incorporation of the Company, said proxy must be another shareholder of the Company who also owns
voting rights. A written power of attorney must be submitted together with the enclosed Voting Form at
the reception desk on the day of the General Meeting of Shareholders.

-7-Guide for Live Streaming Service
1. Date and time
From 10:00 a.m., Tuesday, June 18, 2024 (JST)*The live streaming page can be accessed around 9:30 a.m. on the day.
2. How to log in *Prior membership registration is required to watch live streaming. Please register early.
(1) Please access the dedicated website for shareholders and click the “New Member Registration” button.
URL for the dedicated website
https://jal.premium-yutaiclub.jp/ (in Japanese)for shareholders(2) If you are logging in for the first time, please enter the shareholder number described on the Voting Formand the postcode registered with the securities company, confirm the terms of use, and complete theregistration by following the on-screen instructions.
(From the second time onwards, please log in by using the email address and password you registered.)* Dedicated website for shareholders: Member registration procedure
Step 1: Access the dedicated website for shareholders and click “New Member Registration.”
Step 2: Enter the shareholder number and postcode and click “Proceed to member registration.”
Step 3: Enter information for each item.
(3) “Instructions for Setting Password” will be sent to the registered email address when registration is
submitted with the required information. Registration is complete once you set your password via the URL
provided.
(4) Please click the “Click here for live streaming” button at the head of the top page after the registration iscompleted. You can watch live streaming when it is ready.
[Inquiries for the dedicated website for shareholders]
The dedicated website for shareholders help desk
0120-763-393(9 a.m. to 5 p.m. on weekdays, excluding Saturdays, Sundays and holidays)-8-3. Notes on the live streaming Since viewing the live streaming is not recognized as attending the General Meeting of Shareholders
according to the Companies Act, you will not be able to ask questions or exercise your voting rights on theday. Please exercise your voting rights in advance via the Internet or in writing (by mail), etc.
 Prior membership registration is required to watch live streaming. Therefore, please register early.
 Shareholders are asked to bear the connection fees, etc. that may incur for viewing the live streaming.
 Depending on your device or network environment, there may be viewing problems such as video and audio
disruptions and you may not be able to watch the live streaming.
 Please note that there is a possibility that we may not be able to conduct the live streaming on the day forvarious reasons. In such case, we will notify our shareholders on the dedicated website for shareholders.
 Photography, video recording, voice recording, storing, and secondary use (publication on social media, etc.)of the live streaming are strictly prohibited.
 Viewing of the live streaming will be limited to our shareholders only.
 Please direct your inquiries regarding the live streaming as follows.
For Login ID (shareholder number) inquiries

For troubles with the live streaming, etc.

Stock Transfer Agency Department
Mitsubishi UFJ Trust and Banking Corporation

V-cube, Inc.
03-6833-6855

0120-232-711 *Toll free

From 9:00 a.m. until the meeting ends

On weekdays excluding Saturdays, Sundays andholidays, etc., from 9:00 a.m. to 5:00 p.m.
[Pre-meeting questions] No later than 12:00 p.m., Friday, June 7, 2024
We welcome shareholders’ questions in advance regarding the agenda of the General Meeting of Shareholders(up to one question per person). We plan to provide answers to some key questions we have received on the
Company’s website before the meeting.
Please note that we are unable to individually respond to questions from shareholders. We thank you for yourunderstanding.
* Procedure for pre-meeting questions
Step 1: Log in to the dedicated website for shareholders using the email address and password you registeredon the previous page.
Step 2: Click on [Shareholder Post] and access “Submission of questions in advance of the 75th Ordinary
General Meeting of Shareholders.”
Step 3: Post a question by accessing “Link to the submission of pre-meeting questions” in the main body of
Shareholder Post.

-9-

[Measures for Electronic Provision]
When convening this meeting, the Company takes measures for providing information that constitutes thecontent of Reference Documents for the General Meeting of Shareholders, etc. (matters subject to measures forelectronic provision) in electronic format, and posts this information on the following websites. Please accessany of these websites to review the information.
The Company’s website
https://www.jal.com/ja/investor/stockholders_meeting/ (in Japanese)
https://www.jal.com/en/investor/stockholders_meeting/ (in English)
Tokyo Stock Exchange’s website (Listed Company Search):https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show (in Japanese)
https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show (in English)(Please access the TSE website above, enter and search for “Japan Airlines” in the “Issue name (company
name)” field or “9201,” the securities code of the Company in the “Code” field, select “Basic
information” and “Documents for public inspection/PR information,” in that order, and inspect the
information posted in “[Notice of General Shareholders Meeting /Informational Materials for a General
Shareholders Meeting]” under “Filed information available for public inspection.”) If revisions to the matters subject to measures for electronic provision arise, a notice of the revisions andthe details of the matters before and after the revisions will be posted on the above Company’s website and
TSE website on the Internet.
 Of the matters subject to measures for electronic provision, the “Business results and assets,” “Principal
business,” “Principal locations of business and plants,” “Major creditors,” “Other important mattersconcerning current status of the JAL Group,” “Shares,” “Company’s systems and policies,” “Outside
Officers” in “Corporate Officers,” “Accounting Auditor,” and “Systems to ensure that the execution ofduties by Directors complies with laws and regulations and the Articles of Incorporation and other systems
to ensure the properness of operations of the Company, and operation statuses of such systems” in theBusiness Report, Consolidated Financial Statements, Non-Consolidated Financial Statements, and audit
report of the Accounting Auditors are not stated in the paper-based documents to be delivered toshareholders who requested the delivery of paper-based documents in accordance with the provisions oflaws and regulations and the Company’s Articles of Incorporation. The Audit and Supervisory Board
Members and the Accounting Auditors have audited the documents subject to audit, including the matterslisted above.
[For shareholders attending the meeting in person]
・ If attending the meeting in person, please bring and present the enclosed Voting Form at the reception desk.
・ If there are any changes in the administration or venue of the General Meeting of Shareholders due tochanges in circumstances taking place up to the day of the meeting, we will announce such changes on our
website, so please be sure to check it before attending the meeting.
・ Please understand that although the video cameras are placed near the chairperson’s and officers’ seats toprotect the privacy of shareholders, it is possible that some shareholders attending the meeting will be
unavoidably captured in the video.

- 10 -

Table of Contents[Reference Documents for General Meeting of Shareholders]
Proposals and reference information ······················································································ 12[Attached Documents]
Business Report ·············································································································· 31
1. Current state of the JAL Group ························································································ 31(1) Business progress and results····················································································· 31(2) State of each department ·························································································· 33(3) Initiatives related to safety and comfort········································································· 36(4) Initiatives related to Sustainability··············································································· 37(5) Issues to be addressed ····························································································· 39(6) Employees (as of March 31, 2024) ·············································································· 45(7) Aircraft (as of March 31, 2024) ·················································································· 45(8) Capital expenditures ······························································································· 46(9) Financing ············································································································ 46(10) Major parent companies and subsidiaries (as of March 31, 2024) ·········································· 46
2. Corporate Officers ······································································································· 47
3. Basic stance on capital strategy and policy on shareholder return ················································ 54
4. Shareholder benefit programs, etc. ···················································································· 55
Business results and assets·································································································· 56
Principal business (as of March 31, 2024) ··············································································· 56
Principal locations of business and plants (as of March 31, 2024) ··················································· 56
Major creditors (as of March 31, 2024)··················································································· 57
Other important matters concerning current status of the JAL Group················································ 57
Shares (as of March 31, 2024) ····························································································· 58
Company’s systems and policies ·························································································· 59
Corporate Officers (Outside Officers) ···················································································· 60
Accounting Auditor·········································································································· 61
Systems to ensure that the execution of duties by Directors complies with laws and regulations and the
Articles of Incorporation and other systems to ensure the properness of operations of the Company, andoperation statuses of such systems ························································································ 62
Consolidated Statement of Financial Position ··········································································· 67
Consolidated Statement of Profit or Loss ················································································ 69
Consolidated Statement of Changes in Equity ··········································································· 70
Notes to Consolidated Financial Statements ············································································· 71
Non-consolidated Balance Sheet ·························································································· 88
Non-consolidated Statement of Income ·················································································· 90
Non-consolidated Statement of Changes in Net Assets ································································ 91
Notes to Non-Consolidated Financial Statements ······································································· 93
Independent Auditor’s Report for the Consolidated Financial Statements ·········································· 97
Independent Auditor’s Report for the Non-consolidated Financial Statements ··································· 100
Audit Report of the Board of Corporate Auditors ····································································· 102- 11 -

Proposal 1: Appropriation of Surplus
We regard shareholder returns as one of our most important management matters. Our fundamental policy is
to actively implement shareholder returns through continuous and stable dividends and flexible share
repurchases, while securing internal reserves for making investments for corporate growth in the future andchanging business environments and to build a strong financial structure.
In consideration of factors such as consolidated financial results and the outlook for our ability to generatecash flow, we propose to pay year-end dividends for the current fiscal year as follows.
1. Type of dividend property
Cash
2. Allocation of dividend property to our shareholders and total amount thereof
45 yen per common stock of the Company
Total amount of dividends: 19,665,322,785 yen
3. Effective date for dividend of surplus
June 19, 2024
This, together with the interim dividend of 30 yen, will achieve an annual dividend of 75 yen per share for thecurrent fiscal year.
Going forward, we will strive to achieve continuous and stable shareholder returns, which has been our basic
policy for some time, in line with the recovery of our business performance.

- 12 -

Proposal 2: Election of Nine (9) Directors
The Company’s Articles of Incorporation sets out the term of office for Directors as one (1) year in order toclarify their management responsibility for each fiscal year. Accordingly, the terms of office of all nine (9)active Directors will expire at the conclusion of this General Meeting of Shareholders.
In the current term, the Company wishes to retain the number of Directors as the current nine (9). In terms ofthe composition of Directors, this will retain the current three (3) Outside Directors and will retain the current
six (6) non-Outside Directors. With an emphasis put on securing diversity among members of the Board of
Directors, the Company will further continue to enhance its corporate value by establishing a corporate
governance system at a higher level, which enables more appropriate management decisions and an enhanced
supervising of corporate management in a highly transparent manner.
Accordingly, the Company hereby proposes that you elect the nine (9) Directors including three (3) Outside
Directors. For this proposal, the Board of Directors consulted the Nominating Committee, which comprises amajority of Outside Directors and is chaired by an Outside Director, and makes the proposal withconsideration of the Committee’s report.
The candidates for Directors are as follows:

No.

1

2

3

4

5

6

Name

AKASAKA Yuji

TOTTORI Mitsuko

SAITO Yuji

AOKI Noriyuki

KASHIWAGI Yoriyuki

TAMURA Ryo

Current position and main
responsibilities at theCompany

Attendanceat Board of
Directors
meetings

TenureNumber ofCompany
sharesheld

Representative Director,
Chairperson
Chairman of the Board of
Directors
Chief Safety Officer

94%(15/16)

6 years

12,800

Reappointment

Male

Reappointment

Representative Director,
President
Female Chief Executive Officer of
the JAL Group
Chief Sustainability Officer

100%(13/13)

1 year

1,600

Reappointment

Male

Representative Director,
Executive Vice President
Head of Corporate Division
Chief Financial Officer of
the JAL Group100%(13/13)

1 year

1,500

Male

Executive Vice President
Head of Customer Division
Chief Customer Officer of
the JAL Group
Senior Vice President,
Customer Experience
Division

—

—

700

Male

Senior Managing Executive
Officer
In charge of Policy
Management Center

—

—

1,100

Male

Managing Executive Officer
Senior Vice President,
Engineering & Maintenance
Division

—

—

700

New appointment

New appointment

New appointment- 13 -

No.

Current position and main
responsibilities at theCompany

Name

Attendanceat Board of
Directors
meetings

TenureNumber ofCompany
sharesheld

7

KOBAYASHI Eizo

Reappointment,
Outside,Independent

Male

Director

100%(16/16)

9 years

10,4008

YANAGI Hiroyuki

Reappointment,
Outside,Independent

Male

Director

100%(16/16)

3 years

4,000

9

MITSUYA Yuko

Reappointment,
Outside,Independent

Female Director

100%(13/13)

1 year400* The Company has designated Mr. KOBAYASHI Eizo, Mr. YANAGI Hiroyuki and Ms. MITSUYA Yuko as
Independent Officers as stipulated by the Tokyo Stock Exchange and provided the notification to the stock
exchange.

- 14 -

No. 1AKASAKA Yuji
(January 3, 1962)
62 years old[Male]
Number of Company
shares held
Ordinary shares
12,800Tenure as Director: 6 years

Reappointment(Career summary, position and responsibilities at the Company)
April

1987

Joined the Company

April

2009

April

2014

April

2016

April

2018

Senior Vice President, Corporate Safety & Security Division of theCompany
Vice President, Customer Relations Department of the Company
Executive Officer of the Company
Senior Vice President, Engineering & Maintenance Division
Representative Director, President of JAL ENGINEERING CO., LTD.
Managing Executive Officer of the Company
Senior Vice President, Engineering & Maintenance Division
Representative Director, President of JAL ENGINEERING CO., LTD.
President of the Company

June

2018

Representative Director, President of the Company

April

2023

April

2024

Representative Director, President of the Company
Chief Executive Officer of the JAL Group
Representative Director, Chairperson of the Company (to present)(Important positions concurrently assumed outside the Company)
None.

(Reasons for the nomination as Director)
After joining the Company, Mr. AKASAKA engaged mainly in Engineering &Maintenance Division, and acquired on-the-job experience and insight related to safety
operations, etc. at an extremely high level as well as significant knowledge and extensive
connections in the airline engineering & maintenance industry. As Representative Director
and President of the Company since 2018, he has worked to uphold in the JAL Group thatflight safety is the foundation of the JAL Group and by “Lead by Example” through his
own practicing of JAL philosophy he has worked with all employees to realize JAL’s
corporate philosophy. He possesses such advanced expertise and experience, and theCompany expects him to contribute to enhancing its corporate value and play a role insupervising general management of the Company. For all of these reasons, he is believed tobe the right person for the Company to sustainably enhance its corporate value, so theCompany hereby proposes that you elect him as Director.

- 15 -

No. 2(Career summary, position and responsibilities at the Company)
April
May

1985
2015

May

2016

April
April

2019
2020

April

2022

April

2023

(December 31, 1964)
59 years old[Female]

June

2023

Number of Company
shares held

April

2024

TOTTORI Mitsuko

Ordinary shares
1,600

Joined the Company
Senior Director, Cabin Attendants Office II, Narita Cabin Attendants Iof the Company
Vice President, Narita Cabin Attendants II Department of theCompany
Vice President, Cabin Safety Promotion Department of the Company
Executive Officer and Senior Vice President, Cabin Attendants
Division of the Company
Managing Executive Officer and Senior Vice President, Cabin
Attendants Division of the Company
Senior Managing Executive Officer of the Company
Senior Vice President, Customer Experience Division in charge ofBrand Communication
Representative Director, Senior Managing Executive Officer of theCompany
Chief Customer Officer of the JAL Group
Senior Vice President, Customer Experience Division
Representative Director, President of the Company
Chief Executive Officer of the JAL Group (to present)(Important positions concurrently assumed outside the Company)
None.
(Reasons for the nomination as Director)

Tenure as Director: 1 year

Reappointment

After joining the Company, Ms. TOTTORI gained a high level of insight and field
experience in safe flight operations and service through her career as a cabin attendant andthrough her work with Corporate Safety & Security. From 2020, she has demonstrated
outstanding leadership as Senior Vice President, Cabin Attendants Division in balancing
human resource development and employee motivation, making contribution tomaintaining safe operations. From 2023, she has contributed to improving the quality weprovide to our customers as Senior Vice President, Customer Experience Division. The
Company expects her to continue honing JAL’s unique values and be a leader in
implementing further reforms despite the increasingly complex corporate management
environment. For all of these reasons, she is believed to be the right person for theCompany to sustainably enhance its corporate value, so the Company hereby proposes thatyou elect her as Director.

- 16 -

No. 3(Career summary, position and responsibilities at the Company)
April

1988

Joined the Company

October

2009

Vice President, Sales Department of Tokyo Branch of the Company

January

2011

April

2019

April

2021

April

2023

June

2023

April

2024

Vice President, International Route Marketing Department of theCompany
Executive Officer and Senior Vice President, Corporate Control
Division of the Company
Managing Executive Officer of the Company
Senior Vice President, Corporate Planning Division
Senior Vice President, Corporate Control Division
Senior Managing Executive Officer of the Company
Senior Vice President, Corporate Planning Division
Chief Financial Officer of the JAL Group
Director and Senior Managing Executive Officer of the Company
Senior Vice President, Corporate Planning Division
Chief Financial Officer of the JAL Group
Representative Director, Executive Vice President of the Company
Head of Corporate Division
Chief Financial Officer of the JAL Group (to present)

SAITO Yuji
(September 26, 1964)
59 years old[Male]
Number of Company
shares held
Ordinary shares
1,500
Tenure as Director: 1 year

Reappointment(Important positions concurrently assumed outside the Company)
None.

(Reasons for the nomination as Director)
After joining the Company, Mr. SAITO has held positions in the international passenger
sales department and the corporate planning department, where he has proven his ability to
exercise precise analysis and good judgment. He was appointed as Senior Vice President,
Corporate Control Division in 2019, Senior Vice President, Corporate Planning Division
and Senior Vice President, Corporate Control Division in 2021, and Senior Vice President,
Corporate Planning Division and Chief Financial Officer of the JAL Group in 2023. He has
made significant contribution to formulating the JAL Group’s Medium-term Management
Plans based on major changes in the times and values and carrying out steps towards thecompletion of those plans. For all of these reasons, he is believed to be the right person for
the Company to sustainably enhance its corporate value, so the Company hereby proposesthat you elect him as Director.

- 17 -

No. 4AOKI Noriyuki(July 28, 1964)
59 years old[Male]
Number of Company
shares held
Ordinary shares
700

New appointment(Career summary, position and responsibilities at the Company)
April

1989

Joined the Company

March

2012

Vice President, Corporate Control Department of the Company

April

2014

July

2018

April

2019

June

2019

April

2022

April

2024

Vice President, Passenger System Promotion Department of theCompany
Deputy Senior Vice President, Managing Division Route Marketing
Division of the Company(In charge of Passenger System Promotion Department)
Executive Officer of the Company
Assistant to Senior Vice President, Managing Division RouteMarketing Division
Executive Officer of the Company
Representative Director, President in charge of Okinawa Region ofJAPAN TRANSOCEAN AIR CO., LTD.
Managing Executive Officer of the Company
Senior Vice President, General Affairs Division
Executive Vice President of the Company
Head of Customer Division
Chief Customer Officer of the JAL Group
Senior Vice President, Customer Experience Division (to present)(Important positions concurrently assumed outside the Company)
None.

(Reasons for the nomination as Director)
After joining the Company, Mr. AOKI successively engaged in the information system
department and the corporate planning department. He has steadily realized achievements,
including the revamping of the Company’s core system, demonstrating his outstanding
leadership and planning ability. From 2019, as Representative Director and President ofJAPAN TRANSOCEAN AIR CO., LTD., he contributed to its safety operations andcustomer satisfaction improvement. He was appointed to Senior Vice President, General
Affairs Division in 2022 and greatly contributed to strengthening corporate governance andimplementing ESG strategies. For all of these reasons, he is believed to be the right person
for the Company to sustainably enhance its corporate value, so the Company hereby
proposes that you elect him as Director.

- 18 -

No. 5KASHIWAGI Yoriyuki(September 5, 1962)
61 years old[Male]
Number of Company
shares held
Ordinary shares
1,100

New appointment(Career summary, position and responsibilities at the Company)
April

1986

Joined the Company

January

2011

Vice President, Planning Department, Managing Division Passenger
Sales Division of the Company

July

2013

Senior Vice President, Kyushu Region of the Company

April

2016

April

2020

April

2022

April

2024

Executive Officer of the Company
Deputy Senior Vice President, Managing Division Passenger Sales
Division
Senior Vice President, International Passenger Sales Division
Senior Vice President, Web Sales Division
Senior Vice President, Eastern Japan Region
Executive Officer of the Company
In charge of Executive Secretariat Department, Strategic Corporate
Relations Department and Policy Management Center
Managing Executive Officer of the Company
In charge of Policy Management Center
Senior Managing Executive Officer of the Company
In charge of Policy Management Center (to present)(Important positions concurrently assumed outside the Company)
None.

(Reasons for the nomination as Director)
Since joining the Company, Mr. KASHIWAGI has accumulated a wealth of experience insales and marketing departments and human resources departments. He has served as
Executive Officer and Senior Vice President of sales divisions from 2016, contributing tomaximizing revenue with his outstanding proposal abilities and negotiation skills, as well as
meticulous responsiveness. He took charge of Executive Secretariat Department, Strategic
Corporate Relations Department and Policy Management Center from 2020, strengthening
external relations activities and greatly contributing to improving the Company’s presence.
For all of these reasons, he is believed to be the right person for the Company to sustainably
enhance its corporate value, so the Company hereby proposes that you elect him as Director.

- 19 -

No. 6

TAMURA Ryo(September 21, 1965)
58 years old[Male]
Number of Company
shares held
Ordinary shares
700

New appointment(Career summary, position and responsibilities at the Company)
April

1988

Joined the Company

April

2016

Executive Officer of JAL ENGINEERING CO., LTD.

April

2019

April

2021

April

2023

Executive Officer of the Company
Senior Vice President, Procurement Division
Executive Officer of the Company
Senior Vice President, Engineering & Maintenance Division
Representative Director, President of JAL ENGINEERING CO., LTD.
Managing Executive Officer of the Company
Senior Vice President, Engineering & Maintenance Division
Representative Director, President of JAL ENGINEERING CO., LTD.
(to present)(Important positions concurrently assumed outside the Company)
None.

(Reasons for the nomination as Director)
Since joining the Company, Mr. TAMURA has been involved in engineering departments
and maintenance and contributed to upholding and improving the JAL Group’s
maintenance quality. He has served as Executive Officer and Senior Vice President,
Procurement Division from 2019, contributing to carrying out sustainable procurement
activities. He has assumed Executive Officer and Senior Vice President, Engineering &Maintenance Division of the Company as well as Representative Director and President of
JAL ENGINEERING CO., LTD. since 2021, developing strong frontlines and greatly
contributing to the Company’s safety operations with his precise analysis and judgment.
For all of these reasons, he is believed to be the right person for the Company tosustainably enhance its corporate value, so the Company hereby proposes that you electhim as Director.

- 20 -

No. 7(Career summary, position and responsibilities at the Company)
April

1972

Joined ITOCHU Corporation

June

2000

Executive Officer of ITOCHU Corporation

April

2002

Managing Executive Officer of ITOCHU Corporation

June

2003

Representative Director, Managing Director of ITOCHU Corporation

April

2004

Representative Director, Senior Managing Director of ITOCHU
Corporation

June

2004

President and Chief Executive Officer of ITOCHU Corporation

April

2010

Representative Director Chairman of ITOCHU Corporation

July

2010

Outside Auditor of Asahi Mutual Life Insurance Company

June

2011

Director Chairman of ITOCHU Corporation

KOBAYASHI Eizo

June

2013

Director (Outside) of OMRON Corporation(January 7, 1949)
75 years old[Male]

June

2015

Outside Director of the Company (to present)

June

2016

Chairman of ITOCHU Corporation
Outside Director of Japan Exchange Group, Inc. (to present)

April

2018

Senior Representative for Business Community Relations of ITOCHU
Corporation

April

2020

Director Emeritus of ITOCHU Corporation (to present)

Number of Company
shares held
Ordinary shares
10,400Tenure as Director: 9 years(Important positions concurrently assumed outside the Company)
Number of important concurrent positions assumed at other listed companies: 1
Outside Director of Japan Exchange Group, Inc.

(Reasons for the nomination as Outside Director)

Reappointment,
Outside,Independent

Mr. KOBAYASHI has extensive experience in global management and leadership overmultifaceted group companies and deep insight into management as a member of top
management of a general trading company which develops businesses around the world.
With such experience and insight, he gives advice to the Company’s management andappropriately supervises the performance of duties from practical and diversified
perspectives, and if he is elected, the Company expects that he will continue to fulfil thoseduties. For all of these reasons, he is believed to be the right person for the Company torealize sustainable enhancement of its corporate value, so the Company hereby proposesthat you elect him as Outside Director who meets the Independence Standards of Outside
Officers stipulated by the Company. He is currently serving as the Company’s Outside
Director. As of the conclusion of this General Meeting of Shareholders, his tenure as
Outside Director will be nine (9) years.

* Japan Exchange Group, Inc., of which Mr. KOBAYASHI is an Outside Director, received a business improvement orderon November 30, 2020 by the Financial Services Agency in relation to a system failure at its subsidiary Tokyo Stock
Exchange, Inc.

- 21 -

No. 8YANAGI Hiroyuki(November 20, 1954)
69 years old[Male]
Number of Company
shares held
Ordinary shares
4,000
Tenure as Director: 3 years

Reappointment,
Outside,Independent(Career summary, position and responsibilities at the Company)
April

1978

Joined Yamaha Motor Co., Ltd.

March

2007

Executive Officer of Yamaha Motor Co., Ltd.

March

2009

Senior Executive Officer of Yamaha Motor Co., Ltd.

March

2010

January

2018

President, Chief Executive Officer and Representative Director of
Yamaha Motor Co., Ltd.
Chairman and Representative Director of Yamaha Motor Co., Ltd.

March

2019

March

2021

Outside Director of AGC Inc. (to present)
Outside Director of Kirin Holdings Company, Limited (to present)
Chairman and Director of Yamaha Motor Co., Ltd.

June

2021

Outside Director of the Company (to present)

January2022

Director of Yamaha Motor Co., Ltd.

March

2022

Advisor of Yamaha Motor Co., Ltd. (to present)

June

2022

Outside Director of Mitsubishi Electric Corporation (to present)(Important positions concurrently assumed outside the Company)
Number of important concurrent positions assumed at other listed companies: 3
Outside Director of AGC Inc.
Outside Director of Kirin Holdings Company, Limited
Outside Director of Mitsubishi Electric Corporation(Reasons for the nomination as Outside Director)
Mr. YANAGI has deep insight and extensive experience as a member of top management
in a company pushing ahead with international expansion. With such insight andexperience, he gives advice to the Company’s management and appropriately supervises
the performance of duties from practical and diversified perspectives, and if he is elected,
the Company expects that he will continue to fulfil those duties. For all of these reasons, heis believed to be the right person for the Company to realize sustainable enhancement of its
corporate value, so the Company hereby proposes that you elect him as Outside Director
who meets the Independence Standards of Outside Officers stipulated by the Company. He
is currently serving as the Company’s Outside Director. As of the conclusion of this
General Meeting of Shareholders, his tenure as Outside Director will be three (3) years.

- 22 -

No. 9(Career summary, position and responsibilities at the Company)
April

1981

Joined Hitachi, Ltd.

July

2010

Representative Director of Cipher Co., Ltd.

March

2014

Outside Audit & Supervisory Board Member of ASICS Corporation

March

2015

Outside Director of Fujita Kanko Inc.

April

2015

Outside Director of Paloma Co., Ltd.

June

2016

President of Japan Basketball Association (to present)

March

2018

June

2018

Representative Director of SORA Corporation (currently PIT Co’
Limited) (to present)
Outside Director of The Fukui Bank, Ltd.

June

2019

June

2021

Outside Director (Audit and Supervisory Committee Member) of
JXTG Holdings, Inc. (currently ENEOS Holdings, Inc.) (to present)
Outside Member of the Board of DENSO CORPORATION (topresent)
Vice President of Japanese Olympic Committee (to present)

June

2023

Outside Director of the Company (to present)

MITSUYA Yuko
(July 29, 1958)
65 years old[Female]Number of Company
shares held
Ordinary shares
400
Tenure as Director: 1 year

Reappointment,
Outside,Independent(Important positions concurrently assumed outside the Company)
Number of important concurrent positions assumed at other listed companies: 2
President of Japan Basketball Association
Representative Director of PIT Co’ Limited
Outside Director (Audit and Supervisory Committee Member) of ENEOS Holdings, Inc.
Outside Member of the Board of DENSO CORPORATION
Vice President of Japanese Olympic Committee(Reasons for the nomination as Outside Director)
Ms. MITSUYA has gained extensive experience and broad insight as a corporate manager,
as well as a wealth of experience and practical knowledge in human resource development.
With such insight and experience, she gives advice to the Company’s management andappropriately supervises the performance of duties from diversified perspectives, and if she
is elected, the Company expects that she will continue to fulfil those duties. For all of thesereasons, she is believed to be the right person for the Company to realize sustainableenhancement of its corporate value, so the Company hereby proposes that you elect her as
Outside Director who meets the Independence Standards of Outside Officers stipulated by
the Company. She is currently serving as the Company’s Outside Director. As of theconclusion of this General Meeting of Shareholders, her tenure as Outside Director will beone (1) year.

(Reference) Independence Standards of Outside Officers
A person to whom none of the following Independence Standards apply shall be judged to be independent and Outside Officers
who do not qualify as being highly independent will not be nominated as Outside Directors or Outside Audit and Supervisory
Board Members. In addition, individuals who concurrently serve as directors or audit & supervisory board members at more thanfour (4) listed companies other than the Company will not be nominated.
1.

An individual who has executed business (Note) of the Company and the Company’s consolidated subsidiaries at present orin the past ten years.
2. An individual who corresponded to the any of the items a ~ f in the past three years.
a. A business counterpart or a person who executed business of such business counterpart, whose transactions with theCompany for one business year exceeded 1% of consolidated revenue of the Company or the business counterpart.
b. A major shareholder or a person executing business of such shareholder having an equity ratio of 5% or more in the
Company.
c. A major lender of borrowings of the Company or a person executing business of such lender.
d. An individual receiving contributions of over 10 million yen a year from the Company or a person belonging to anorganization receiving such contributions.
e. An individual receiving remuneration of over 10 million yen excluding Director’s remuneration from the Company or aperson belonging to an organization receiving remuneration exceeding 1% of consolidated revenue of the Company.
f. In case a person executing business of the Company is assigned as Outside Director of another company, the person
executing business of such other company.
3. The spouse or relative within second degree of kinship of individuals corresponding to 1 and 2.
(Note) A person executing business refers to an Executive Director or Executive Officer.

- 23 -

 Special interest
The candidate, Ms. MITSUYA Yuko, is the President of the Japan Basketball Association. Although the Company has provided
services to this Association and received consideration for them, this amount represents less than 0.001% of the Company’s
consolidated revenue. In addition, although the Company has paid sponsorship fees to this Association, the total amount ofsuch fees represents less than 0.15% of the Association’s ordinary income. Ms. MITSUYA Yuko is Vice President of JapaneseOlympic Committee and has been acting as President of the committee since November 2, 2023. Although the Company has
paid sponsorship fees to the committee, the total amount of such fees represents less than 0.36% of the committee’s ordinary
income. As stated below, Ms. MITSUYA Yuko meets the Independence Standards of Outside Officers stipulated by theCompany, and as such, the Company has designated her as an Independent Officer and provided the notification to the stock
exchange.
There is no special interest between other candidates for Directors and the Company.
 Conclusion of a directors and officers liability insurance policy
The Company has entered into a directors and officers liability insurance (“D&O insurance”) policy as provided for in Article
430-3, Paragraph (1) of the Companies Act with an insurance company, thereby covering compensation for damages, litigation
expenses, etc. incurred by Directors and Audit and Supervisory Board Members as a result of receiving claims for damages
arising from the performance of their duties (unless a coverage exclusion in the insurance policy is applied). All of thecandidates presently serving as Directors are covered under the D&O insurance policy. If each of the candidates, including
new candidates, are elected and assume their posts, all of them will be covered by the D&O insurance policy. The full amountof the insurance premiums for the D&O insurance policy is borne by the Company. The term of the D&O insurance policy isone (1) year, and the Company plans to renew the policy before the expiration of that term by resolution of the Board of
Directors.
 Independent Officers
Mr. KOBAYASHI Eizo, Mr. YANAGI Hiroyuki and Ms. MITSUYA Yuko meet the requirements of Independent Officers who
are unlikely to have conflicts of interest with general shareholders as prescribed by the Tokyo Stock Exchange and theIndependence Standards of Outside Officers stipulated by the Company described on page 23. The Company, therefore, hasdesignated them as the Independent Officers and provided the notification to the stock exchange. If they are reappointed as
Director and assume the post of Outside Director, they will continue to be Independent Officers.
 Overview of limited liability agreement
In accordance with Article 427, Paragraph (1) of the Companies Act and the Company’s Articles of Incorporation, theCompany has entered into agreements with Mr. KOBAYASHI Eizo, Mr. YANAGI Hiroyuki and Ms. MITSUYA Yuko to limit
their liability pursuant to Article 423, Paragraph (1) of the Companies Act, setting the minimum amount stipulated by Article
425, Paragraph (1) of the said Act as the maximum liability. If they are reappointed as Director and assume the post, theCompany will continue the agreements with them.

- 24 -

Proposal 3: Election of Two (2) Audit and Supervisory Board Members
The terms of office of Mr. KAMO Osamu and Mr. OKADA Joji, active Audit and Supervisory Board
Members, will expire at the conclusion of this General Meeting of Shareholders. Accordingly, the Company
proposes the election of two (2) Outside Audit and Supervisory Board Members.
For this proposal, the Board of Directors consulted the Nominating Committee, which comprises a majority of
Outside Directors and is chaired by an Outside Director, the Nominating Committee formulated their report
while reviewing the requirements for candidates provided by the Board of Corporate Auditors, and the Boardof Directors makes the proposal with consideration of the Committee’s report.
In addition, submission of this proposal to this General Meeting of Shareholders was approved in advance by
the Board of Corporate Auditors.
The candidates for Audit and Supervisory Board Members are as follows:No.

Attendance
NumberAttendanceat Board ofof
Current position at the at Board of
Corporate Tenure Company
Company
Directors
Auditors
sharesmeetings
meetings
held

Name

1 OKADA Joji

Reappointment,
Outside,IndependentMale

2 MATSUMURA MarikoNewappointment,
Outside,Independent

Female —Audit and Supervisory
Board Member- 25 -

100%(16/16)100%(15/15)

4 years

5,200

—

—

—

0

(Reference) The composition of the Board of Corporate Auditors after the election
In the event that Proposal 3 is approved, the number of Audit and Supervisory Board Members will be five (5)including three (3) Outside Audit and Supervisory Board Members, and the composition of the Board of
Corporate Auditors will be as follows.
Important positions
concurrently assumed
outside the Company

Name

Attendance atBoard ofDirectors
meetings

Attendance atBoard ofCorporate
Auditors
meetings

TenureNumber ofCompany
shares held

KITADA Yuichi

Male

—

100%
(16/16)100%(15/15)

3 years

1,900

KIKUYAMA Hideki

Male

—

100%
(13/13)100%(11/11)

1 year2,000

OutsideIndependent
Male

Representative Partner,
Kyoei Accounting Office
External Audit andSupervisory Board
Member, KAWASAKIKISEN KAISHA, Ltd.

100%
(16/16)100%(15/15)

6 years

7,600

OutsideIndependent
Male

Governor (Outside), Japan
Exchange Regulation
Chairperson, ACFE
JAPAN
Outside Director, NEC
Corporation100%(16/16)100%(15/15)

4 years

5,200

OutsideIndependent
FemalePartner and Attorney atLaw, SHINWA LAW
Outside Corporate
Auditor, Fund Creation
Group
Independent Outside
Member of the Board,
Meiji Holdings Co., Ltd.
Outside Audit &Supervisory Board
Member, Komatsu Ltd.
Outside Member of theBoard, SODA NIKKA
CO., LTD.

—

—

—

0

KUBO Shinsuke

OKADA Joji

MATSUMURA Mariko* The Company has designated Mr. KUBO Shinsuke and Mr. OKADA Joji as Independent Officers as
stipulated by the Tokyo Stock Exchange and provided the notification to the stock exchange. In addition, theCompany plans to designate Ms. MATSUMURA Mariko as an Independent Officer as stipulated by the
Tokyo Stock Exchange and provide the notification to the stock exchange.

- 26 -

No. 1(Career summary and position at the Company)
April

1974

Joined Mitsui & Co., Ltd.

February

2006

General Manager, Financial Planning Division of Mitsui & Co., Ltd.

April

2008

June

2011

February

2013

Managing Officer, General Manager, Accounting Division of Mitsui& Co., Ltd.
Representative Director, Executive Managing Officer, CFO of Mitsui& Co., Ltd.
Member, Business Accounting Council of Financial Services Agency

July

2013

Trustee of IFRS Foundation

April

2014

June

2015

Representative Director, Executive Vice President, CFO of Mitsui &Co., Ltd.
Full-time Audit & Supervisory Board Member of Mitsui & Co., Ltd.

OKADA Joji

November 2017

(October 10, 1951)
72 years old[Male]

June

Number of Company
shares held
Ordinary shares
5,200
Tenure as Audit and Supervisory
Board Member: 4 years

Reappointment
Outside,Independent

2020

October

2020

June

2023

Chairperson of the Japan Audit & Supervisory Board Members
Association
Outside Audit and Supervisory Board Member of the Company (topresent)
Governor (Outside) of Japan Exchange Regulation (to present)
Chairperson of ACFE JAPAN (to present)
Outside Director of NEC Corporation (to present)(Important positions concurrently assumed outside the Company)
Number of important concurrent positions assumed at other listed companies: 1
Governor (Outside) of Japan Exchange Regulation
Chairperson of ACFE JAPANOutside Director of NEC Corporation(Reasons for the nomination as Outside Audit and Supervisory Board Member)
Mr. OKADA has significant insight into all aspects of audit work including governanceand risk management, through his practical experience along with expertise as a manager
in the administration and the finance & accounting department of a general trading
company, as well as his rich experience as a Full-time Audit & Supervisory Board Memberof a general trading company and Chairperson of the Japan Audit & Supervisory Board
Members Association. He now carries out audits and provides advice concerning financial
and other matters as an Audit and Supervisory Board Member of the Company. For all ofthese reasons, he is believed to be the right person to maintain the soundness of theCompany and to achieve the sustainable enhancement of the Company’s corporate value,so the Company hereby proposes that you elect him as Outside Audit and Supervisory
Board Member who meets the Independence Standards of Outside Officers stipulated by
the Company. He is currently serving as the Company’s Outside Audit and Supervisory
Board Member. As of the conclusion of this General Meeting of Shareholders, his tenure as
Outside Audit and Supervisory Board Member will be four (4) years.

- 27 -

No. 2

MATSUMURA Mariko(September 24, 1959)
64 years old[Female]Number of Company
shares held
Ordinary shares0

New appointment
Outside,Independent(Career summary and position at the Company)
April

1988

February

1994

Registered as Attorney at law (Dai-Ichi Tokyo Bar Association)
Joined Braun Moriya Hoashi & Kubota
Joined Ryudo Sogo Law Office

January

2006

Partner and Attorney at Law of SHINWA LAW (to present)

February

2017

Outside Corporate Auditor of Fund Creation Group (to present)

June

2018

April

2022

Independent Outside Member of the Board of Meiji Holdings Co.,
Ltd. (to present)
President of Dai-Ichi Tokyo Bar AssociationVice-President of Japan Federation of Bar Associations

June

2023

Outside Audit & Supervisory Board Member of Komatsu Ltd. (topresent)
Outside Member of the Board of SODA NIKKA CO., LTD. (topresent)(Important positions concurrently assumed outside the Company)
Number of important concurrent positions assumed at other listed companies: 4Partner and Attorney at Law of SHINWA LAW
Outside Corporate Auditor of Fund Creation Group
Independent Outside Member of the Board of Meiji Holdings Co., Ltd.
Outside Audit & Supervisory Board Member of Komatsu Ltd.
Outside Member of the Board of SODA NIKKA CO., LTD.

(Reasons for the nomination as Outside Audit and Supervisory Board Member)
Since registering as Attorney at law in April 1988, Ms. MATSUMURA has served as
President of Dai-Ichi Tokyo Bar Association and other positions, gaining a wealth ofexperience and insight in legal and compliance fields. For all of these reasons, she isbelieved to be the right person to maintain the soundness of the Company and to achieve
the sustainable enhancement of the Company’s corporate value through audits and advice
on legal and other matters, so the Company hereby proposes that you elect her as Outside
Audit and Supervisory Board Member who meets the Independence Standards of Outside
Officers stipulated by the Company. Although she has no previous experience of being
directly involved in corporate management other than as an outside officer, the Company
believes that she is able to appropriately perform her duties as Outside Audit andSupervisory Board Member for the reasons stated above.

* Ms. MATSUMURA Mariko’s name on her family register is Ms. HOSOI Mariko.

- 28 -

 Special interest
There is no special interest between the candidates for Audit and Supervisory Board Members and the Company.
 Conclusion of a directors and officers liability insurance policy
The Company has entered into a directors and officers liability insurance (“D&O insurance”) policy as provided for in Article
430-3, Paragraph (1) of the Companies Act with an insurance company, thereby covering compensation for damages, litigation
expenses, etc. incurred by Directors and Audit and Supervisory Board Members as a result of receiving claims for damages
arising from the performance of their duties (unless a coverage exclusion in the insurance policy is applied). All of thecandidates presently serving as Audit and Supervisory Board Members are covered under the D&O insurance policy. If eachof the candidates, including new candidates, are elected and assume their posts, all of them will be covered by the D&O
insurance policy. The full amount of the insurance premiums for the D&O insurance policy is borne by the Company. The
term of the D&O insurance policy is one (1) year, and the Company plans to renew the policy before the expiration of thatterm by resolution of the Board of Directors.
 Independent Officers
Mr. OKADA Joji meets the requirements of an Independent Officer who is unlikely to have conflicts of interest with generalshareholders as prescribed by the Tokyo Stock Exchange and the Independence Standards of Outside Officers stipulated by
the Company described on page 23. The Company, therefore, has designated him as the Independent Officer and provided thenotification to the stock exchange. If he is reappointed as Audit and Supervisory Board Member and assumes the post of
Outside Audit and Supervisory Board Member, he will continue to be an Independent Officer.
Additionally, Ms. MATSUMURA Mariko is a new candidate for Outside Audit and Supervisory Board Member and meets therequirements of an Independent Officer who is unlikely to have conflicts of interest with general shareholders as prescribedby the Tokyo Stock Exchange and the Independence Standards of Outside Officers stipulated by the Company described on
page 23. If she is appointed as Audit and Supervisory Board Member and assumes the post of Outside Audit and Supervisory
Board Member, she will become an Independent Officer.
 Overview of limited liability agreement
In accordance with Article 427, Paragraph (1) of the Companies Act and the Company’s Articles of Incorporation, theCompany has entered into an agreement with Mr. OKADA Joji to limit his liability pursuant to Article 423, Paragraph (1) of
the Companies Act, setting the minimum amount stipulated by Article 425, Paragraph (1) of the said Act as the maximum
liability. If he is reappointed as Audit and Supervisory Board Member and assumes the post, the Company will continue theagreement with him.
Additionally, in accordance with Article 427, Paragraph (1) of the Companies Act and the Company’s Articles of Incorporation,
if Ms. MATSUMURA Mariko is appointed as Audit and Supervisory Board Member and assumes the post, the Company willenter into an agreement with her to limit her liability pursuant to Article 423, Paragraph (1) of the Companies Act, setting theminimum amount stipulated by Article 425, Paragraph (1) of the said Act as the maximum liability.

- 29 -

(Reference) Skill matrix
With regard to the specialized knowledge and experience that the Company’s Directors and Audit and Supervisory Board
Members should possess, the necessary skill set includes the basic corporate management skills of “Management Experience,”“Finance & Accounting,” “Legal/Risk Management,” “Personnel Affairs/Talent Development,” as well as “Safety
Management,” which is particularly important given the business characteristics of the Company, and also “Global Experience,”“CX/Marketing,” “DX/IT/Technology,” and “GX/Environment.”
In the event that Proposal 2 and 3 are approved, the skill matrix of Directors and Audit and Supervisory Board Members will be
as follows.

Position at theCompany

Name

Representative
Director,
Chairperson

AKASAKA
Yuji

Representative
Director, President

TOTTORI
Mitsuko

Representative
Director, Executive
Vice President

SAITO
Yuji

Director, Executive
Vice President

AOKI
Noriyuki

Personnel
Legal/ Risk
Affairs/
Management Finance &SafetyGlobalManagement
TalentExperience Accounting
Management Experience(G)
Development
(S)
〇

〇
〇

〇

〇

〇
〇

〇
〇

〇

〇

〇

〇

〇

〇

〇

Outside Director

YANAGI
Hiroyuki〇〇〇

Outside Director

MITSUYA
Yuko〇

Audit andSupervisory Board
MemberKITADA
Yuichi〇

Audit andSupervisory Board
MemberKIKUYAMA
Hideki〇〇

Outside Audit andSupervisory Board
MemberKUBO
Shinsuke〇〇〇

Outside Audit andSupervisory Board
Member

OKADA
Joji

〇

〇

〇

Outside Audit andSupervisory Board
Member

MATSUMURA
Mariko- 30 -

〇

〇

〇

〇

〇

〇

〇

〇

〇
〇

〇

〇

〇

〇

〇

〇

〇

KOBAYASHI
Eizo

〇

〇

〇

Outside Director

〇

〇
〇

〇

Director and Senior
KASHIWAGIManaging Executive
Yoriyuki
Officer
Director and
TAMURAManaging Executive
Ryo
OfficerCX/
GX/
DX/ IT/
Marketing
Environment
Technologies(S)(E)

(Attached Documents)

Business Report(April 1, 2023 to March 31, 2024)
1. Current state of the JAL Group(1) Business progress and results
For the fiscal year under review, we achieved profit levels higher than both FY2019 and the previous fiscal
year, driven by full-service carriers and LCCs, among others.
The number of customers for the full-service carrier international passenger business largely exceeded theprevious fiscal year, owing to the contribution of strong inbound demand surpassing the pre-COVID level ona monthly basis. The revenue per passenger also remained at a high level. Furthermore, we prepared for future
growth by introducing a new flagship aircraft, Airbus A350-1000, and launching a direct flight to Doha in the
Middle East. As for the domestic passenger business, the number of customers exceeded the previous fiscal
year, as we revamped fares to be easier to understand, more economical, and easier to use, while providing
supply at pre-COVID levels. As a result, both the international passenger business and the domestic passenger
business realized an increase in revenue from the previous fiscal year.
For the cargo and mail business, we strived to capture demand for cargo, including high value-added cargosuch as pharmaceuticals and perishables, while commencing the operation of Boeing 767-300ER cargo-only
aircraft. As a result, we secured revenue significantly higher than the pre-COVID level, despite a decrease
from the previous fiscal year.
LCC strived to create new human flow by expanding the network to and from Narita, achieving an increase inrevenue from the previous fiscal year and turning full-year EBIT positive.
In the Mileage, Lifestyle and Infrastructure business, the “Life Status program” was launched, allowing
members to accumulate status points over their lifetime by boarding JAL flights and using various everyday
services and earn statuses and awards. Furthermore, we made efforts to achieve growth through the creation ofconnections between people and goods, such as expanding ground handling for foreign airlines’ flights.
To enhance our human capital, we hired approximately 2,000 new employees for the first time in three years
and resumed mid-career recruitment. In addition, we enhanced human capital management, improving
productivity through DX training and other measures and implementing a significant increase in base salary
for the first time in four years.
As for expenses, while fuel costs increased from the previous fiscal year due to the expanding scale ofoperations, all employees made efforts to reduce costs.
As a result, the consolidated financial results of the JAL Group for the fiscal year under review were as
follows.
(Billions of yen)
FY2019(Pre-COVID)

FY2022

1,385.9

1,375.5

88.8

64.5

48.0

34,4

Revenue

Earnings before
interest and taxes(EBIT)
Profit attributableto owners of parent

FY2023

1,651.8(+276.3 year on year)

145.2(+80.6 year on year)

95.5(+61.1 year on year)(Note) Hereinafter, all mention of months falling inside FY2023 are expressed by stating only the month withthe year omitted.

- 31 -

Management targets
The JAL Group has set management targets respectively for “safety and comfort,” “sustainability,” and“finances” to be achieved by FY2025, and is taking steps towards achieving them.
In the case of “safety and comfort,” we have been striving for “zero aircraft accidents and zero serious
incidents.” However, one case was classified as an aircraft accident and one case was classified as a serious
incident by the Ministry of Land, Infrastructure, Transport and Tourism in FY2023. We will continue ourceaseless efforts to ensure safety and work fully to prevent recurrence of such accidents.

*1: Net Promoter Score: Objective indicator of customer satisfaction (compared to the beginning of
FY2021)*2: Single-use plastic products provided to our customers*3: Items that do not use new or reduced petroleum-derived raw materials, such as biomass, recycled plastic,
and certified paper*4: Growth in passenger traffic between major cities and local cities achieved mainly by stimulating tourism
demand and creating new flows*5: Organizational management positions*6: Return on Invested Capital (ROIC) = EBIT (after tax) / average of fixed assets (*7) at the beginning andend of the fiscal year
*7: Fixed assets = Inventories + non-current assets - deferred tax assets - assets for retirement benefits*8: July 12, Flight JL585: Reserve fuel shortage during landing (serious incident)
January 2, Flight JL516: Runway collision (aircraft incident)*9: Preliminary data

- 32 -

(2) State of each department

Full-service carrier(international)

Growth driven by Airbus A350-1000 and network
expansion
Regarding international passenger demand, full-year demand
recovered to 80% of the FY2019 level, as the number ofcustomers increased significantly compared to the previous
year due to strong inbound demand, as seen in the number offoreign travelers visiting Japan in October exceeding the preCOVID level, as well as a gradual recovery in outboundbusiness demand from Japan. The revenue per passenger also
remained at a high level from the previous year.

In business operations, we introduced Airbus A350-1000, a
new flagship aircraft for international flights, which comeswith the reduction of fuel consumption and CO2 emissions by
about 15 to 25% compared to previous models as well as
maximum comfort. Airbus A350-1000 began flying on the
Supply and demand with FY2019 as 100 Haneda-New York route in January. We also opened the new
Haneda-Doha route in March, the first direct flight to theMiddle East by a Japanese airline, enabling connection from
Doha to Europe, Africa and South America through the
networks of partner companies.

Airbus A350-1000

In products and services, we were highly acclaimed asproviding the best quality in the world, including receiving the
SKYTRAX (*1) “5-Star” certification for the seventh
consecutive year and being the only airline in Japan to receive
the APEX (*2) “WORLD CLASS” for the third consecutive
year.
(*1) UK-based airline rating agency(*2) APEX: A U.S.-based non-profit organization working to improvecustomers’ flight experience, which comprises airline companies,
aviation-related manufacturers, travel-related companies, etc.

- 33 -

Full-service carrier(domestic)

Higher revenue achieved by revamping fares andgenerating travel demand momentum
Regarding domestic passenger demand, while corporate
demand is below the FY2019 level primarily due to the spreadof remote meetings, tourism demand has recovered as a resultof efforts to generate travel demand momentum. As a result,full-year demand was almost level with the FY2019 level.

Regarding business operations, as part of campaigns for postCOVID resumption of traveling, we carried out sales
promotion for flight tickets and Dynamic Package products toachieve recovery in tourism demand. Hokkaido Air System
introduced its fourth ATR 42-600 aircraft and started service
Supply and demand with FY2019 as 100 on the Sapporo (Okadama)-Nemuro Nakashibetsu route fromthe 2023 winter schedule. It is the first time in 12 years for the
JAL Group to serve a new airport for its domestic flights.

ATR 42-600 of Hokkaido Air System

Cargo and mail business

Demand with FY2019 as 100

JAL’s own cargo-only aircraft Boeing
767-300ER

As for products and services, fares were redesigned to be
simpler, easier to understand, and more economical in April.
Many customers used connection flight discounts and Award
Ticket PLUS that allows customers to book award ticket
reservations with miles even during busy periods and forcrowded flights, among others. We also introduced JAL
SMART SECURITY at Naha Airport in March, the second
location following Haneda Airport, making the HanedaOkinawa (Naha) route stress-free and more comfortable.
Cargo-only aircrafts introduced on both international anddomestic routes and logistics network enhanced
International cargos
While demand for cargo to/from Japan was slow to recover,
we strove to capture demand for cargo between Asia/China
and North America and focused on capturing high valueadded cargo such as pharmaceuticals and perishables,
resulting in revenues far above the pre-COVID level. In
February, we introduced two of our own cargo-only aircrafts
for the first time in 13 years and started their operations toserve Narita, Nagoya, Seoul, Taipei and Shanghai throughstrong partnership with DHL Express, a global logistics
company.
Domestic cargos
As supply recovered in line with the resumption of passenger
flights, we strived to maximize revenues by capturing demandthrough flexible pricing policies. Furthermore, in order toresolve the issue of securing land transportation capacity after
2024 and build a sustainable logistics network, including anenvironmentally-friendly modal shift from land, we decided
on the routes and number of flights for the operation of a
dedicated cargo plane Airbus A321-200 from April 2024 with
YAMATO HOLDINGS CO., LTD.

- 34 -

Expansion of networks with Narita Airport as the hub andcreation of a new flow of people
With an aim to create a new flow of people, we aggressively
expanded to international routes and captured inbounddemand, achieving full-year profitability.

LCC

FY2022

FY2023

5,435

9,266

ZIPAIR
ZIPAIR captured demand through aggressive route expansion
2,880
7,117 to extend service to nine cities, opening routes from Narita to(Million passenger-km)
Load factor
53.0%
76.8% San Francisco in June, Manila in July, and Vancouver in(Note) The above do not include the results of March.
Supply(Million seat-km)
DemandJetstar Japan, an affiliate accounted for by theequity method.

ZIPAIR “the newly-launched NaritaManila route”

Mileage, Lifestyle andInfrastructure Business

Statuses in “Life Status program”

SPRING JAPANAs immigration restrictions related to the China routes
gradually eased, we resumed the Narita-Shanghai (Pudong)route after three years and eight months, steadily capturing
demand.
Jetstar Japan (an affiliate accounted for by the equity method)
We newly opened the Narita-Asahikawa route in December toexpand and improve the network of flights to/from Narita. Forinternational flights, we also resumed the Narita- Shanghai(Pudong) route, capturing domestic tourism demand andinbound demand.
Creation of connections between people and goods to growthe non-aviation businessWe endeavored to grow the non-aviation business, byexpanding “JAL Mileage and Lifestyle” in the
Mileage/Finance and Commerce business, growing the groundhandling business for foreign airlines’ flights, and promoting
the Air Mobility business such as drone logistics.
Commencement of Life Status program
The “Life Status program” was launched in January. The
program allows members to keep accumulating status points
by using various everyday services, in addition to boarding
JAL flights, and earn new statuses and awards.
Launch of JAL Mall where miles can be earned and spent
In May, we opened JAL Mall, a general online shopping mall,where not only JAL’s original goods but also many popular
shops in a wide range of fields are available.

Ground handling

Expansion of ground handling
We strived to build a sustainable production system andprovided ground handling for the flights of foreign airlines
who are expanding operations, supporting the increase in
inbound tourists.

- 35 -

(3) Initiatives related to safety and comfort
Detailed safety and comfort information and our Safety Report
are available on our corporate website:
https://www.jal.com/en/safety/

In January, JL516 collided with a Japan Coast Guard aircraft after landing at Haneda Airport. This was
designated as an aircraft accident by the Civil Aviation Bureau in the Ministry of Land, Infrastructure,
Transport and Tourism. For this case, an investigation by the Transport Safety Board of the Ministry of Land,
Infrastructure, Transport and Tourism is currently underway. The Company will continue to fully cooperate in
the investigation by the investigation agency and strive to prevent recurrence of accidents in cooperation withthe agency and relevant parties.
Ongoing initiatives for enhancing safety
Aiming to be the leading company in safety, we have set “sustainable development of human resources,”“response to various changes in the environment for aviation,” and “safety innovation through the use ofdigital technology” as priority issues to achieve our management target “zero aircraft accidents and zero
serious incidents,” and promoted various initiatives.
- We built career paths that span across the JAL Group and created development programs such as reciprocal

assignments, with an aim to sustainably train human resources who can think and act with safety as toppriority.

- To prepare for diversifying threats such as terrorism, we rolled out “JAL SMART SECURITY” at Naha

Airport, following Haneda. “JAL SMART SECURITY” is security equipment fitted with a computed
tomography (CT) device that can produce volumetric 3D images and capable of advanced security
inspection.

- Leveraging the know-how cultivated in air transportation business, we made efforts to build a safety

management system that addresses issues unique to the Air Mobility business, while promoting the creationof sustainable logistics using drones and eVTOL and initiatives to support local communities with local
governments and cooperative companies.

- Aiming to accelerate the development of logic to predict aircraft failures, we collaborated with aircraft

manufacturers to introduce a platform to predict and analyze failures and promote the use of AI. We alsobegan research to detect failures using five senses such as smell and sound.

- We installed Wi-Fi in the cockpits and created a system to receive the latest weather information. In addition, we

made preparations to install a system that automatically shares information related to tremors detectedduring navigation with other aircrafts.

Program to train human resources
who can think and act with safety
as top priority

Use of drones in Amami Setouchicho- 36 -

Weather information received incockpit(4) Initiatives related to Sustainability
Detailed information on our initiatives related
sustainability is available on our corporate website:
https://www.jal.com/en/sustainability/

toa. Environment
Efforts to Reduce CO2 Emissions (Reference: (5) Issues to be addressed, “GX strategy.”)
Replacing our fleet by more fuel-efficient aircraft
The new flagship aircraft Airbus A350-1000 began service on internationalroutes in January. For domestic routes, we decided in March to upgrade ourfleet to Airbus A321neo as a mid-size aircraft successor, following Boeing
737-8 becoming a small-size aircraft successor. Together with other models,
we made a decision to order a total of 42 state-of-the-art fuel-efficient
aircrafts from Boeing and Airbus. As a result, 76% of our aircrafts will become
fuel efficient by FY2030.

Airbus A321neo

Utilizing SAF (“SAF”: Sustainable Aviation Fuel)With the goal of “replacing 10% of all fuel on board with SAF by FY2030,” we worked on initiatives withstakeholders across industries, such as the expansion of overseas SAF suppliers, the launch of initiatives using
waste cooking oil as raw material to commercialize, promote, and expand the use of SAF in Japan, andcampaign development.
Reduction of single-use plastics
As part of our “3Rs (Reduce, Reuse, Recycle) + 1R (Redesign)” to promote the effective use of limited
resources, we have changed the trays and lids for inflight meals to paper-based products and implemented
other reduction measures. In terms of progress on the management targets, we have achieved “eliminating
58%* of virgin petroleum-derived plastics on board and at lounges (+13pt year on year)” and “switching
92%* of single-use plastics to environmentally sustainable materials at airport and cargos (+1pt year onyear).”* Preliminary datab. Communities
Regional revitalization (Reference: (5) Issues to be addressed, “Building relationships and societal
connections.”)
To achieve the target of “increasing domestic passengers and cargo transport volume by 10% compared to
FY2019,” we have made preparations for the start of operations of cargo-only aircraft, which will attract
inbound visitors to local areas and promote the shift from land transportation to air transportation. In terms ofprogress on the management targets, the volume of domestic passengers increased by 2% (+17pt year onyear), and the cargo transport volume decreased by 14% (+3pt year on year).
c. Human
Promotion of Diversity, Equity, and Inclusion (DEI) (Reference: (5) Issues to be addressed, “Human
capital management.”)
The ratio of female managers* increased to 29.8% (+1.4pt from the previous year). In addition, the number offemale Executive Officers also increased by one to eight, raising the ratio to 25.0% (+3.1pt from the previous
fiscal year). Furthermore, we have provided more opportunities for employees with disabilities. We also
worked to provide our diverse employees, such as those employees hired at overseas locations, theopportunity to actively enhance their careers.
* Changed in the fiscal year under review to the ratio based on the number of managers at or above the director-level who
manage organizational departments.

Respect for human rights
We carried out initiatives based on mechanisms for human rights due diligence from three points of view:“supply chain management,” the “provision of products and services,” and the “enhancement of our internal- 37 -

environment.” As part of our initiatives for supply chain management, we completed confirmation of thesoundness of 461 major primary suppliers, which is an initiative carried out since FY2019.

- 38 -

(5) Issues to be addressed
In FY2023, the third year of the “FY2021-2025 JAL Group Medium-term Management Plan,” we achieved
profits exceeding the FY2019 level. However, we faced new challenges common to all of society, such as
unstable global conditions, rising prices, and a shortage of human resources.
In light of these changes in the business environment, we have formulated the “Medium-term Management
Plan Rolling Plan 2024” in order to accomplish the Medium-term Management Plan in FY2025 and to prepare
ahead of time for medium- to long-term growth.
We have positioned the ESG strategy as our top-level strategy since FY2023. While taking care of theenvironment, we have been working not only to provide a means of air transportation, but also to increase andimprove the relationships and societal connections brought about by the movement of people and goods
through air transportation.
We will strive to increase the number of people related to interacting communities and improve the level ofcommunity involvement to solve social issues, while steadily advancing Green Transformation (GX) andhuman capital management.

CX: Customer Experience DX: Digital Transformation GX: Green Transformation
We have summarized the issues that the JAL Group is to address, along the timeline for achieving our target,
as follows, and we will advance our initiatives accordingly.
(1) Medium-term issues (to 2025)(i) Achievement of profit targets and business model reform(ii) Achievement of management targets(2) Medium to long-term issues (to 2030 / to 2050)(i) Building relationships and societal connections(ii) GX strategy(iii) Human capital management- 39 -

(1) Middle-term issues (to 2025)(i) Achievement of profit targets and business model reform
We will implement business model reform by promoting ESG strategies to achieve the profit targets of 170.0
billion yen in EBIT for FY2024 and 200.0 billion yen in EBIT for FY2025 and to establish the business modelwith resilience and growth potential.

*1 Pre-pandemic: FY2019 actual results excluding the impact of the COVID-19 pandemic (earnings forecast
disclosed at the time of announcement of FY2019 Q3 financial results (IFRS))- 40 -

(ii) Achievement of management targets
We will achieve FY2025 management targets and improve sustainability of business operations through crossdomain initiatives.

- 41 -

(2) Medium to long-term issues (to 2030 / to 2050)(i) Building relationships and societal connections (to 2030)
We will create social and economic value and enhance corporate value by building “relationships andconnections” through the “movement” of goods and people. We will quantify “the number of people related tointeracting communities” and “the level of community involvement” at the JAL Group and continuously
strive to improve those numbers, with an aim to increase the total amount of relationship and connections by
1.5 times in 2030.

- 42 -

(ii) GX strategy (to 2050)
We will speed up our efforts to achieve “Net Zero CO2 emissions by 2050.” “Upgrades to fuel-efficient
aircrafts” will accelerate, replacing 76% of our aircrafts with more fuel-efficient ones by FY2030. In terms of“Sustainable Aviation Fuels (SAF),” as the start of production and mass production of domestically produced
SAF gains momentum, we will deepen our partnerships with manufacturers to secure procurement.
Furthermore, we will procure the required amount of credits at the appropriate time through “emissions
trading” to achieve targets and implement CORSIA(*), while aggressively employing “new technology.”(*) CORSIA: A scheme adopted by the International Civil Aviation Organization (ICAO) that requires airlines
operating international flights to purchase SAF and carbon credits for the amount “exceeding 85% of CO2
emissions in 2019.”- 43 -

(iii) Human capital management (to 2030)
We will improve engagement and create value by realizing an environment in which diverse human resources
can work in a variety of fields through investment in human capital and providing rewards based on theirabilities.

Through these initiatives, we will strive to achieve “JAL Vision 2030” and all employees will move forward
as one to realize a vibrant society and future where many people and various goods freely move.

- 44 -

(6) Employees (as of March 31, 2024)
Increase (decrease) from the previous fiscal
year

Number of Employees
Air transportation business

32,550 persons[1,912 persons]+1,478 [+508]

Other

3,950 persons[613 persons]+143 [+181]

36,500 persons[2,525 persons]+1,621 [+689]

Total(Notes) 1

The number of employees excludes employees on leave and employees seconded to companies outside the Group,
but does include employees temporarily seconded from outside the Group to inside the Group.
2. For the number of employees dispatched from temporary employment agencies and part-time employees, theaverage annual number is provided separately in brackets. The increase (decrease) in dispatched employees andpart-time employees from the previous fiscal year shows, in brackets, the difference between the average annual
number in the previous fiscal year and the current fiscal year.

(7) Aircraft (as of March 31, 2024)
AircraftNumber of aircraft

Number of seats

Owned

LeasedTotal

Airbus A350-1000

3

0

3

239

Airbus A350-900

11

4

15

369, 391
244

Large-sized aircrafts

Boeing 777-300ER

13

0

13

(Subtotal)

(27)

(4)

(31)

Boeing 787-9

19

3

22

195, 203, 239

Boeing 787-8

31

0

31

186, 206, 290, 291
199, 252, 261

Middle-sized aircrafts

Boeing 767-300ER

16

9

25

(Subtotal)

(66)

(12)

(78)

47

15

62

(47)

(15)

(62)

Embraer 170

18

0

18

76

Embraer 190

14

0

14

95

De Havilland DHC8400CC

5

0

5

50

ATR42-600

12

1

13

48

ATR72-600

2

0

2

70

(51)

(1)

(52)

0

2

2

-

Small-sized aircrafts
Boeing 737-800(Subtotal)

144, 165, 189

Regional aircrafts(Subtotal)
Cargo aircrafts
Boeing 767-300ER
Airbus A321-200

0

2

2

(Subtotal)

(0)

(4)

(4)

Total

191

36

227

- 45 -

(8) Capital expenditures
During the current fiscal year, the JAL Group’s capital expenditures totaled 218.0 billion yen, which is broken
down into 179.6 billion yen for aircraft-related capital expenditures, 9.8 billion yen for ground-based assets,etc., and 28.5 billion yen for intangible fixed assets.
Five new aircraft were purchased during the fiscal year under review. In contrast, four aircraft were sold off.
Of the aircraft currently on order, we made advance or other payments on 15 aircraft during the fiscal year
under review.
◇ Newly introduced: 5 airplanes◇ Sold or disposed: 4 airplanes

Airbus A350-1000
Boeing 787-8
ATR42-600

Airbus A350-900
Boeing 777-200

3 airplanes
1 airplane
1 airplane

1 airplane
3 airplanes(9) Financing
In order to make solid progress on the effort to replace our aircraft with advanced fuel-efficient aircraft, wehave conducted the debt financing of about 44.9 billion yen in total (excluding increases or decreases of shortterm borrowings), including the issuance of our second Transition Bond in June.
(10) Major parent companies and subsidiaries (as of March 31, 2024)
a. Parent companies
Noneb. Subsidiaries
Name

Ratio of voting
rightsCapitalPrincipal business

4,537 million yen

72.8%

Air transportation business (fullservice carrier)

100 million yen

100.0%Air transportation business (fullservice carrier)

ZIPAIR Tokyo Inc.

100 million yen

100.0% Air transportation business (LCC)SPRING JAPAN Co., Ltd.

100 million yen

66.7% Air transportation business (LCC)

JAPAN TRANSOCEAN AIR CO., LTD.
J-AIR CO., LTD.

JALUX Inc.

2,558 million yen* 69.7% Wholesale

JALUX AIRPORT INC.

15 million yen* 100.0% Airport shop management

JALCARD, Inc.

360 million yen

50.6% Credit card business

JALPAK CO., LTD.

80 million yen* 97.8% Travel agency(Notes) 1. We have revised which companies to present in the above list based on the viewpoint of materiality. The Company
and the above-listed subsidiaries account for the majority of the operating revenues (after elimination ofintersegment transactions) in the JAL Group’s previous and current fiscal year.
2. Figures with an asterisk (*) show the ratio of voting rights including those owned by subsidiaries.

- 46 -

2. Corporate Officers(1) Directors and Audit and Supervisory Board Members (as of March 31, 2024)
Position
Director,
Chairperson

Name

Responsibility

Important concurrent occupations or positions atother organizations(* indicates a listed company)

UEKI Yoshiharu

Chairman of the Board of
Directors

Representative
Director, President

AKASAKA Yuji

Chief Safety Officer
Chief Executive Officer of the
JAL Group
Chairman of the Management
Committee
Chairman of the GroupManagement Council
Chairman of the Council forGroup Safety Enhancement
Chairman of the JAL
Philosophy Committee
Chairman of the Group Risk
Management Council
Chair of the Sustainability
Promotion Council
Chair of the Customer Value
Creation Council
Chief Sustainability Officer

Representative
Director, Executive
Vice President

SHIMIZU
Shinichiro

Aide to the President, Chief
Wellness Officer, Chair of the
JAL Wellness Promotion
Committee

TOTTORI Mitsuko

Senior Vice President,
Customer Experience Division
Chief Customer Officer of the
JAL Group

SAITO Yuji

Senior Vice President,
Corporate Planning Division
Chief Financial Officer of the
JAL Group

Director, Managing
Executive Officer

TSUTSUMI
Tadayuki

Senior Vice President,
Corporate Safety and Security
Division, Senior Director,
Family Assistance & Support
OfficeDirector

KOBAYASHI Eizo

Outside Director, Japan Exchange Group, Inc.(*)

YANAGI Hiroyuki

Outside Director, AGC Inc.(*)
Outside Director, Kirin Holdings Company,
Limited (*)
Outside Director, Mitsubishi Electric Corporation(*)

Director

MITSUYA Yuko

President, Japan Basketball Association
Representative Director, PIT Co’ Limited
Outside Director (Audit and Supervisory
Committee Member), ENEOS Holdings, Inc.(*)
Outside Member of the Board, DENSOCORPORATION(*)
Vice President, Japanese Olympic Committee

Audit andSupervisory Board
Member, full-time

KITADA Yuichi

Representative
Director, Senior
Managing
Executive Officer
Director, Senior
Managing
Executive Officer

Director- 47 -

Outside Director, Japan Airport Terminal Co.,
Ltd.(*)

Position

Name

Responsibility

Important concurrent occupations or positions atother organizations(* indicates a listed company)

Audit andSupervisory Board
Member, full-time

KIKUYAMA
Hideki

Outside Audit andSupervisory Board
MemberKAMO Osamu

Attorney at law, Ginza Sogo Law Office
External Audit & Supervisory Board Member,
Azearth Corporation(*)

Outside Audit andSupervisory Board
MemberKUBO Shinsuke

Representative Partner, Kyoei Accounting Office
External Audit and Supervisory Board Member,
KAWASAKI KISEN KAISHA, Ltd.(*)

OKADA Joji

Governor (Outside), Japan Exchange Regulation
Chairperson, ACFE JAPANOutside Director, NEC Corporation(*)

Outside Audit andSupervisory Board
Member(Notes) 1. Changes of Directors and Audit and Supervisory Board Members during the current fiscal year
(1) Assumption
At the 74th Ordinary General Meeting of Shareholders held on June 23, 2023, Ms. TOTTORI Mitsuko, Mr. SAITO
Yuji and Ms. MITSUYA Yuko were newly appointed as Director, and Mr. KIKUYAMA Hideki was newly appointed
as Audit and Supervisory Board Member, and they assumed office on the same date.
(2) Retirement
At the conclusion of the 74th Ordinary General Meeting of Shareholders held on June 23, 2023, Mr. KIKUYAMA
Hideki, Mr. TOYOSHIMA Ryuzo and Ms. HATCHOJI Sonoko retired from office of Director, and Mr. SAITO
Norikazu retired from office of Audit and Supervisory Board Member, due to the expiration of the term of office.
(3) Changes of positions and responsibilities of Directors
Director, Mr. AKASAKA Yuji, was newly appointed as Chief Executive Officer of the JAL Group on April 1, 2023
and Chair of the Customer Value Creation Council on May 16, 2023.
2. Changes in important concurrent occupations or positions at other organizations of Directors and Audit andSupervisory Board Members during the current fiscal year
(1) Assumption
Director, Mr. OKADA Joji, was newly appointed as Chairperson, ACFE JAPAN on June 9, 2023 and Outside Director,
NEC Corporation on June 22, 2023.
(2) Retirement
Director, Ms. MITSUYA Yuko, retired from office of Outside Director, The Fukui Bank, Ltd. on June 24, 2023.
3. Directors, Mr. KOBAYASHI Eizo, Mr. YANAGI Hiroyuki and Ms. MITSUYA Yuko are Outside Directors whomeet the Independence Standards of Outside Officers stipulated by the Company. The Company has designatedthem as the Independent Officers who are unlikely to have conflicts of interests with general shareholders as
stipulated by the Tokyo Stock Exchange and notified them to the stock exchange. In addition, Mr. KOBAYASHI
Eizo is the Lead Independent Outside Director.
4. Audit and Supervisory Board Members, Mr. KAMO Osamu, Mr. KUBO Shinsuke and Mr. OKADA Joji are
Outside Audit and Supervisory Board Members who meet the Independence Standards of Outside Officers
stipulated by the Company. The Company has designated them as the Independent Officers who are unlikely to haveconflicts of interests with general shareholders as stipulated by the Tokyo Stock Exchange and notified them to thestock exchange.
5. Audit and Supervisory Board Member, Mr. KIKUYAMA Hideki has considerable knowledge of finance andaccounting, having been engaged mainly in general administrative departments over his many years since joining
the Company, and having served as Senior Vice President of Finance & Accounting Division for the last four years
since 2019.
6. Audit and Supervisory Board Member, Mr. KUBO Shinsuke is qualified to be a certified public accountant and has
considerable knowledge of finance and accounting.
7. Audit and Supervisory Board Member, Mr. OKADA Joji has considerable knowledge of finance and accounting,having been engaged mainly in the finance and accounting departments over his many years since joining Mitsui &Co., Ltd., and having served as Executive Vice President, CFO of Mitsui & Co., Ltd.
8. Important positions which Outside Officers concurrently assumed outside the Company are as stated in the abovetable. Ms. MITSUYA Yuko is the President of the Japan Basketball Association. Although the Company has
provided services to this Association and received consideration for them, this amount represents less than 0.001%
of the Company’s consolidated revenue. In addition, although the Company has paid sponsorship fees to thisAssociation, the total amount of such fees represents less than 0.15% of the Association’s ordinary income. Ms.
MITSUYA Yuko is Vice President of Japanese Olympic Committee and has been acting as President of thecommittee since November 2, 2023. Although the Company has paid sponsorship fees to the committee, the total
amount of such fees represents less than 0.36% of the committee’s ordinary income. Ms. MITSUYA Yuko meets the
Independence Standards of Outside Officers stipulated by the Company, and as such, the Company has designated- 48 -

her as an Independent Officer and provided the notification to the stock exchange. There is no special interest
between the Company and other companies of which important positions are concurrently held.
9. Effective April 1, 2024, the positions and responsibilities of Directors have been changed as follows:
Position

Name

Responsibility

Director

UEKI Yoshiharu

Representative Director,
Chairperson

AKASAKA Yuji

Director, Vice Chairperson

SHIMIZU Shinichiro

Chairman of the Board of Directors
Chief Safety Officer

Representative Director,
President

Representative Director,
Executive Vice President

Director

TOTTORI Mitsuko

Chief Executive Officer of the JAL Group
Chairman of the Management Committee
Chairman of the Group Management Council
Chairman of the Council for Group Safety
Enhancement
Chairman of the JAL Philosophy Committee
Chairman of the Group Risk Management Council
Chair of the Sustainability Promotion Council
Chair of the Customer Value Creation Council
Chief Sustainability Officer

SAITO Yuji

Head of Corporate Division
Chief Financial Officer of the JAL Group
Chief Wellness Officer
Chair of the JAL Wellness Promotion Committee

TSUTSUMI Tadayuki- 49 -

(2) Overview of liability limitation agreement
In accordance with Article 427, Paragraph (1) of the Companies Act and the Company’s Articles ofIncorporation, the Company has entered into an agreement with each Outside Director and Audit andSupervisory Board Member, by which they are bound to be liable for damages specified in Article 423,
Paragraph (1) of the Companies Act, to the extent of the amount of the minimum liability specified in Article
425, Paragraph (1) of the said Act.
(3) Conclusion of a directors and officers liability insurance policy
The Company has entered into a directors and officers liability insurance (“D&O insurance”) policy covering
Directors, Audit and Supervisory Board Members and Executive Officers as the insured, which is provided forin Article 430-3, Paragraph (1) of the Companies Act. The insurance policy covers damages, litigation expenses,
etc., incurred by the insured resulting from any claim filed due to an act of the insured in the performance of
their duties, provided that the insurance policy provides for certain indemnification conditions and the amountof indemnification. The Company pays for the entire amount of insurance premiums.
(4) Remuneration, etc. paid to Directors and Audit and Supervisory Board Members
a. Remuneration, etc. paid for the fiscal year under review

Classification

Number of
Directors andTotal amount
Audit andpaid
Supervisory(Millionsof yen)
Board
Members

Total amount paid by type(Millions of yen)Basicremuneration

Performance-linked
Performance-linked
remuneration
remuneration(Non-monetary(Bonus)remuneration claims,
etc.)

Directors(Of which, Outside
Directors)

12
(4)

482
(36)

258
(36)

151
(–)

72
(–)

Audit and Supervisory
Board Members(Of which, Outside Audit
and Supervisory Board
Members)

6
(3)

77
(28)

77
(28)

–

–

Total

18

560

335

151

72

* Performance-linked remuneration (Bonus) shall be referred to as “Performance-linked bonus,” and Performance-linked
remuneration (Non-monetary remuneration claims, etc.) shall be referred to as “Performance-linked share-based remuneration”
in this section.
(Notes)1. The amounts of performance-linked bonuses and performance-linked share-based remuneration, etc. are amounts
that were posted as expenses for the current fiscal year.
2. The total amount of remuneration, etc. paid to Directors does not include salaries for employees serving
concurrently as Directors.
3. The maximum annual remuneration (total amount) for Audit and Supervisory Board Members was determined bya resolution at the Special Meeting of Shareholders on July 10, 2012, to be no more than 100 million yen. To
ensure independence, remuneration for Audit and Supervisory Board Members consists only of fixed remuneration(monthly remuneration) and is determined through consultation with Audit and Supervisory Board Members. At
the time of conclusion of such General Meeting of Shareholders, the number of Audit and Supervisory Board
Members was five (including three Outside Audit and Supervisory Board Members).

- 50 -

b.

Policy on determination of remuneration in kind for Directors

The total amount of remuneration, etc. was determined by a resolution at 68th Ordinary General Meeting of
Shareholders held on June 22, 2017 as follows. At the time of conclusion of such General Meeting of
Shareholders, the number of Directors was ten (including three Outside Directors).
The total amount of remuneration, etc.
1)

The total amount of monetary remuneration, etc.: No more than 700 million yen (consisting of fixedbasic remuneration of 350 million yen or less (of which, 50 million yen or less for Outside Directors),
and a performance-linked bonus of 350 million yen or less)2)

The total amount of remuneration in the form of monetary remuneration receivables under the
performance-linked share-based remuneration plan per each performance evaluation period (refers to thethree most recent consecutive completed fiscal years): The amount obtained by multiplying the upper
limit on the number of shares to be delivered per performance evaluation period (100,000 shares), by theupper limit on amount to be paid in* per share(*) Upper limit on amount to be paid in:
The highest closing price of ordinary transactions of ordinary shares of the Company on the Tokyo Stock Exchange for threemonths before and three months after (total six months) the point of expiration of the performance evaluation period that forms
the target period for execution of the duties which are to be compensated by the monetary remuneration receivables allocated for
payment.

The Company has decided the following policies regarding the determination of Director remuneration, etc. at
the Board of Directors meeting after deliberation and reporting to the Compensation Committee.
Fundamental policies(1) The JAL Group will encourage the performance of duties consistent with our Corporate Policy andmanagement strategies and provide strong incentives for the achievement of specific managementtargets, with the aim of sustainable and steady growth of the Company and the Group and of medium tolong-term improvement in corporate value.
(2) The Company will establish appropriate proportions for performance-linked bonus linked to fiscal year
performance and, for the purpose of further promoting the aligning of interests with shareholders, aperformance-linked share-based remuneration linked to corporate value in accordance with medium tolong-term performance, in order to contribute to the demonstration of sound entrepreneurial spirit.
(3) The Company will provide treatment that is appropriate to the management team of the Company, in
accordance with the Company’s business performance.
Remuneration levels and remuneration composition ratios(1) The Company will set appropriate remuneration levels with reference to objective data on remunerationin the marketplace, and based on the business conditions of the Company.
(2) Taking into account factors including the content of the Company’s business and the effectiveness of
performance-linked remuneration, the Company sets the proportions of (A) amount of fixed basic
remuneration*, (B) amount of performance-linked bonus to be paid according to degree of achievement
against targets, and (C) amount of performance-linked share-based remuneration to be issued according
to the degree of achievement against targets, as follows. (The below ratios are provided as a general
guideline only, and may vary according to changes in the market price, etc.)- 51 -

If the degree of achievement of targets is 100%:
Fixed remuneration
Linked with financial targets and non-financial targets
0

50%

80%

Basic remuneration

Performance-linked bonus

50%

30%

100%

Performance-linked
share-based
remuneration
20%* The amount excludes the amounts of allowances in cases in which an Executive Officer servesconcurrently as Director, and the amounts of allowances when the Executive Officer has
representative authority.
Framework for performance-linked remuneration
The performance-linked bonus and the performance-linked share-based remuneration will be reviewed asnecessary in accordance with changes in the business conditions, the roles of officers, etc. In order to strongly
advance our finance strategy, business strategy and ESG strategy, the three pillars of our management strategy
under the Medium-term Management Plan, we have revised the performance evaluation indices for the
performance-linked bonus and the performance-linked share-based remuneration and other factors for
FY2022 and beyond.
There is no provision of performance-linked share-based remuneration for each of the periods which started in
FY2020 and FY2021, respectively, in light of our performance and other factors.
The performance-linked bonus(*1)
Range of variation (with 100 in
The amount to be paid will vary
the case when performance targets
from 0 to 150
are achieved)

The performance-linked sharebased remuneration
The number of shares to be granted
will vary from 0 to 150 (*2)

Performance evaluation indicesand ratios
Performance evaluation period

1 year

3 years
Legend:*1 For Chairperson and President, “individual performance evaluation indices for each officer” is not set, and instead, “EBIT”
is used for performance evaluation. The level of achievement in terms of indicators related to safety operation will beconsidered.
*2 For the final fiscal year of the Medium-term Management Plan period, the number will vary from 0 to 200, adjusted byaddition or subtraction according to the level of achievement of the targets.
*3 Individual indices for each officer*4 TSR: Evaluated based on the ratio of the total shareholder return of the Company’s share to the return of TOPIX
including dividends.
*5 Evaluated based on consolidated ROIC.
*6 Evaluated based on the number of major ESG stock indices etc., by which JAL has been listed or recognized (DJSI World
Index, FTSE Blossom Japan Index, APEX WORLD CLASS, CDP A-, and MSCI WIN).
*7 Evaluated based on CO2 emissions per revenue-ton-km.

Procedures for determination of remuneration, etc.
Matters related to remuneration of Directors will be decided by the Board of Directors, following deliberation
and reporting within a Compensation Committee arbitrarily established by the Company. A majority of themembers of the Compensation Committee will be Outside Directors, and its Chairman will be appointed fromamong the Outside Directors.
- 52 -

Basic remuneration is to be paid monthly and performance-linked bonuses and performance-linked sharebased remuneration is to be paid annually.
Reasons why the Board of Directors judged that the details of individual remuneration, etc. comply with thepolicies
Regarding the individual remuneration, etc., after a discussion based on the policies concerning thedetermination of the Director remuneration etc. described above at the Compensation Committee, which has
an Outside Director serving as Chairperson and a majority of members who are Outside Directors, it was
decided at the Board of Directors meeting held on February 22, 2023, with due respect for the deliberations
and reports of that committee that the details of the individual remuneration, etc. are judged to be incompliance with the above policies established by the Company.

- 53 -

3. Basic stance on capital strategy and policy on shareholder return
Basic stance on capital strategy
1)

In order to plan for future corporate growth and adapt to changes in the management environment so as
to be prepared for business risks unique to the air transportation business, JAL Group strives to secure
net assets required for capital expenditures and to keep the equity ratio stable.

2)

It has established a system to secure diverse and flexible means of procuring capital and strives tomaintain a good credit rating to realize this.

3)

JAL Group is also aware of cost of equity and to achieve a level of capital efficiency that exceeds thecosts, establishes a management plan and financial targets and discloses and explains them including
concrete measures to achieve its targets.

Outlook for the future
In the fiscal year under review, in the new post-COVID-19 environment, we finally achieved a return to the
profit level exceeding EBIT of 100.0 billion yen. In the next fiscal year, we will realize further growth bypromoting business model reform. With regard to the full-year consolidated earnings forecast for the next
fiscal year, we forecast revenue of 1,930.0 billion yen, EBIT of 170.0 billion yen, and profit attributable toowners of parent of 100.0 billion yen based on the business environment and other factors presented in the
FY2021-2025 JAL Group Medium-term Management Plan Rolling Plan 2024, assuming that the supplydemand balance of international passengers will remain tight.
The calculation is based on an exchange rate of 145 yen to the U.S. dollar and a market price of US$110 per
barrel for Singapore Jet Kerosene, an indicator of aviation fuel costs.
Policy on shareholder return
The Company regards the return of profits to shareholders as one of its top management priorities. Its basic
policy is to actively return profits to shareholders by flexibly purchasing treasury stock in addition to paying
continuous and stable dividends, while securing internal reserves that will contribute to investment and thebuilding of a strong financial position in order to support future corporate growth and respond to changes inthe business environment.
For the fiscal year under review, we plan to pay a year-end dividend of 45 yen per share, in consideration offactors such as consolidated financial results and the outlook for our ability to generate cash flow.
Accordingly, the annual dividend for the fiscal year under review will be 75 yen per share, including theinterim dividend of 30 yen per share.
Since the Company expects revenue and profit growth, mainly as a result of higher domestic passenger
revenue due to further growth in unit prices and higher international passenger revenue due to a recovery indemand for flights from Japan, the annual dividend forecast for the next fiscal year is 80 yen per share, of
which the interim dividend forecast is 40 yen per share.
In line with the recovery of our business results, we will strive to realize continuous and stable shareholder
returns, which has been our basic policy for some time.

- 54 -

4. Shareholder benefit programs, etc.
Detailed information on our shareholder benefit programs isavailable on our corporate website:
https://www.jal.com/en/investor/guidance/

Basic concept of shareholder benefit
In addition to returning profits to our shareholders, something of prime importance to us, we have establisheda shareholder benefit program. The shareholder benefit program has been established in the hope that throughthe use of our products and services, shareholders will become familiar with our company and become JAL
fans by experiencing our products and services firsthand. The shareholder benefit program is designed andoperated so that it will be a source of shareholder returns and enhance corporate value. (*)
Details of shareholder benefit
As a benefit program, we issue JAL Group 50% discount coupons for domestic flights and provide
information on travel discounts to shareholders as of March 31 and September 30 of each year, based on thenumber of shares held and other issuance criteria.
To become more familiar with JAL
We plan and implement special campaigns for our products and services aimed exclusively at shareholders,which are announced when we issue special benefit coupons. During the fiscal year under review, we
implemented special promotions on “JAL Mall,” a general online shopping mall where miles can be earned
and spent, and other websites.
We also offer plant tours and online information seminars as opportunities for people to become more familiar
with our company.
We will inform you about special campaigns and events such as plant tours through the dedicated website forshareholders. Please register on the website.

Haneda hangar tour (a conceptual image)(*)

Dedicated website for shareholders

The 50% discount for domestic flights may not be available on some flights. The number of seats soldon each flight is capped according to passenger demand in order to maximize revenues for the purposeof enhancing corporate value. Additionally, we do not plan to introduce the awarding of miles or eJAL
points as a new benefit program, as we do not believe it is appropriate as a benefit program that leads
to increased corporate value since it may directly result in an expense.

- 55 -

Business results and assets
72nd fiscal year ended 73rd fiscal year ended
March 31, 2021
March 31, 2022

Classification

74th fiscal year ended
March 31, 2023

75th fiscal year ended
March 31, 2024

Revenue (Millions of yen)

481,225

682,713

1,375,589

1,651,890

Profit (loss) before financing
and income tax (EBIT)(Millions of yen)

(398,306)(239,498)

64,563

145,235(82.8)(35.1)

4.7

8.8

Profit (loss) attributable toowners of parent (Millionsof yen)(286,693)(177,551)

34,42395.534

Basic earnings (loss) per
share (Yen)(764.99)(406.29)78.77

218.61Return On Invested Capital(ROIC) (%)(20.6)(12.4)

3.3

7.3

Return On Equity (ROE)(%)(29.2)(20.3)

4.3

11.1

Total assets(Millions of yen)

2,107,279

2,375,724

2,520,603

2,649,232

Total equity(Millions of yen)

981,535

846,067

856,957

948,345

Equity per share attributableto owners of the parent(Yen)

2,168.06

1,830.03

1,867.91

2,082.23

Ratio of equity attributableto owners of the parent tototal assets (%)

45.0

33.7

32.4

34.3

EBIT margin (%)(Notes) 1. The Company prepares its consolidated financial statements in accordance with the International Financial
Reporting Standards.
2. Basic earnings per share is calculated based on the average number of shares outstanding during the current fiscal
year after subtracting the number of treasury shares. Equity per share attributable to owners of the parent iscalculated based on the total number of shares issued as of the end of the current fiscal year after subtracting thenumber of treasury shares.
3. The Company regards “Profit before financing and income tax,” a profit from which income tax expense, interest,and other financial income and expense have been deducted, as EBIT.
4. EBIT margin (%) = EBIT / Revenue
5. Return On Invested Capital (ROIC) (%) = EBIT (after tax) / Average fixed assets (*)*Fixed assets = Inventories + Non-current assets - Deferred tax assets - Retirement benefit asset
6. In the 74th fiscal year under review, the Company finalized the provisional accounting treatment for the businesscombination, and the amounts for the 73rd fiscal year reflect the details of the said treatment.

Principal business (as of March 31, 2024)
Air transportation business and other businesses incidental or related thereto.
Principal locations of business and plants (as of March 31, 2024)
Business Office
Head Office2-4-11 Higashi-Shinagawa, Shinagawa-ku, TokyoJapan

Sapporo, Hakodate, Asahikawa, Obihiro, Kushiro, Kitami, Aomori, Akita, Sendai, Iwate, Tokyo, Niigata,
Nagoya, Kanazawa, Osaka, Kyoto, Okayama, Hiroshima, Matsue, Yamaguchi, Matsuyama, Kochi,
Takamatsu, Tokushima, Fukuoka, Nagasaki, Oita, Kumamoto, Miyazaki, Kagoshima, Amami, Okinawa

Overseas

Seoul, Beijing, Tianjin, Shanghai, Dalian, Guangzhou, Hong Kong, Taipei, Manila, Bangkok, Hanoi, Ho
Chi Minh City, Singapore, Kuala Lumpur, Jakarta, Sydney, Melbourne, New Delhi, Bengaluru, Doha,
Moscow, Vladivostok, Helsinki, Frankfurt, London, Paris, Guam, Vancouver, New York, Boston,
Chicago, Dallas, Los Angeles, San Diego, San Francisco, Seattle, Honolulu, Kona

PlantsHaneda Maintenance Center, Narita Maintenance Center, Osaka Maintenance Center- 56 -

Major creditors (as of March 31, 2024)
The status of major creditors of the Company is as follows.
Creditor

Loans outstanding at the end of the period

Mizuho Bank, Ltd.

155,436 million yen

MUFG Bank, Ltd.

155,436 million yen

Development Bank of Japan Inc.

71,850 million yen

Sumitomo Mitsui Banking Corporation

44,019 million yen(Note) Since the Company accounts for the majority of the JAL Group’s borrowings, we are stating theCompany’s situation in light of its importance.
Other important matters concerning current status of the JAL Groupa. As regards the case that the Company was charged with forming a price cartel on air cargo by European
Union antitrust authorities, a judgment by the European Court of Justice became final in February 2016,
revoking the monetary penalty payment ordered by authorities. However, the authorities again issued anorder of monetary penalty payment in March 2017. Accordingly, we filed a suit in the European Court ofJustice again in May 2017 to confirm nullity of the order. A judgment was made in the first trial that partof the order shall be null and that the amount of monetary penalty payment shall be reduced in March
2022. In response, we appealed to the European Court of Justice in June of the same year, seeking afurther reduction of the surcharge by means such as confirming the invalidity of the order. At the sametime, as a civil suit, cargo owners are suing several airlines including the Company in the Netherlands,
etc., claiming damages arising from the alleged air cargo cartel. In regard to reserve for loss on antitrust
liabilities, for which the probability and amount of possible losses can be reasonably estimated, anestimated amount of possible losses is recorded. The JAL Group provides training for employees onoverseas assignments before they are stationed abroad, and holds seminars on antitrust and provides elearning mainly for staff in the sales departments, in order to prevent occurrence of cartel behavior, while
requiring managerial staff in the sales departments to confirm compliance every six months. Thus, theJAL Group endeavors to strengthen the structure for compliance with the antimonopoly law.
b. A case in which reserve fuel ran short during landing in July 2023 was designated as a serious incident. In
addition, a case in which a collision with a Japan Coast Guard aircraft occurred after landing in January2024 was designated as an aircraft accident by the Civil Aviation Bureau in the Ministry of Land,
Infrastructure, Transport and Tourism. For these cases, an investigation by the Transport Safety Board of
the Ministry of Land, Infrastructure, Transport and Tourism is underway. The Company will fully
cooperate in the investigation by the investigation agency and strive to prevent recurrence of accidents.
Depending on how these matters develop, they could negatively affect our business performance. In addition,
the JAL Group is at risk of various legal proceedings concerning its business activities that could affect its
business or business performance.

- 57 -

Shares (as of March 31, 2024)
1. Status of shares issued by the Company(1) Total number of shares issued and number of shareholders
Classification

Total number of shares issued

Ordinary shares

437,143,500 shares

Number of shareholders
479,152 persons(Note) The total number of shares issued includes 136,327 shares of treasury shares.

(2) Major shareholders(As of March 31, 2024)
Number of shares held
(shares)Name

Shareholding ratio (%)

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

80,412,000

18.40

Custody Bank of Japan, Ltd. (Trust account)

27,266,200

6.23

KYOCERA Corporation

7,638,400

1.74

JPMorgan Securities Japan Co., Ltd.

5,107,711

1.16

Daiwa Securities Group Inc.

5,000,000

1.14

GOVERNMENT OF NORWAY

4,216,486

0.96

STATE STREET BANK WEST CLIENT - TREATY 505234

3,346,162

0.76

BBH BOSTON CUSTODIAN FOR BLACKROCK GLOBAL
ALLOCATION FUND, INC. 620313

2,955,500

0.67

THE BANK OF NEW YORK 134088

2,673,100

0.61

HSBC HONG KONG-TREASURY SERVICES A/C ASIANEQUITIES DERIVATIVES

2,532,209

0.57(Note) Shareholding ratio is calculated with 136,327 shares of treasury shares excluded, rounded down to two decimal places.

2. Status of shares held by the Company (Cross-shareholdings)
Building cooperative and collaborate relationships over a broad range of fields such as sales, procurement, andservice provision, and maintaining good relationships with local communities are indispensable in operating the
air transport business. It is necessary to strengthen relationships with partners in various areas to survive inglobal competition and achieve growth. To achieve these goals, we may buy and hold shares in other companies.
In these cases, we will carefully select and hold shares of companies that will contribute to enhancing ourcorporate value, on the precondition of maintaining trusting relationships with our stakeholders.
The fundamental policy of holding shares in listed companies is that we will hold the minimum number sharesto meet the above goals.
We will always verify the degree of contribution to corporate value enhancement of holding shares. Specifically,
we compare profit on transactions attributable to dividends received and shares held with target capital cost,
conduct quantitative study and take into consideration qualitative factors. We also pay attention to market value.
If we judge that it is meaningless to hold certain shares in terms of enhancing our corporate value, we willconsider selling them, while taking into account the impact on the market and other business matters.
We confirmed the appropriateness of continuing to hold shares of listed companies at the Board of Directors
meeting on January 17, 2024. We will continue to carefully review the significance of holding crossshareholdings as well as the returns and risks associated with holding them, verifying the suitability of holdingthem.

- 58 -

Company’s systems and policies
We have established JAL Philosophy in accordance with the JAL Group Corporate Policy(https://www.jal.com/ja/philosophy-vision/group-philosophy/), and engage in speedy and appropriate
management decision making. At the same time, we will establish a corporate governance system that
demonstrates a strong management monitoring function, based on a high level of management transparency,
and through such means strive to increase corporate value and achieve accountability.
■ Corporate Governance System

Other detailed information on the JAL Group’s corporate governance and risk management approaches is available on thefollowing websites.
Board of Directors and Directors

https://www.jal.com/en/philosophy-vision/governance/#directors

Board of Corporate Auditors and Audit andSupervisory Board Members

https://www.jal.com/en/philosophy-vision/governance/#auditor

Various voluntary committees

https://www.jal.com/en/philosophy-vision/governance/#committee

Evaluation of effectiveness of the Board of
Directors

https://www.jal.com/en/philosophy-vision/governance/#effectiveness

Risk management

https://www.jal.com/en/sustainability/governance/riskmanagement/- 59 -

Corporate Officers (Outside Officers)

Position

Director

Director

Name

Attendance atmeetings of theBoard of Directors
and the Board of
Corporate Auditors

Major activities during the current fiscal year

KOBAYASHI
Eizo

Mr. KOBAYASHI has extensive experience in global management andleadership over multifaceted group companies and deep insight into
management as a member of top management of a general trading
Board of Directors company which develops businesses around the world. With such
attributes, he was expected to give advice to the Company’s
meetings
management and supervise the performance of duties from practical andattended: 100%
diversified perspective. He used this experience and so forth, as well as(16/16)
activities as Chairman of the Corporate Governance Committee andChairman of the Compensation Committee to give advice to theCompany’s management and appropriately supervise the performanceof duties.

YANAGI
Hiroyuki

Mr. YANAGI has extensive experience and broad knowledge as amember of top management of a globally operating company. With such
Board of Directors attributes, he was expected to give advice to the Company’s
meetings
management and supervise the performance of duties from practical andattended: 100%
diversified perspective. He used the experience and so forth, as well as(16/16)
activities as Chairman of the Nominating Committee to give advice to
the Company’s management and appropriately supervise theirperformance of duties.

Ms. MITSUYA has extensive experience and broad insight as acorporate executive, as well as extensive experience and practical
Board of Directors
knowledge in human resources development. With such attributes, she
MITSUYA
meetings
Director
was expected to give advice to the Company’s management andYukoattended: 100%supervise the performance of duties from a diversified perspective. She(13/13)
used the experience and so forth to give advice to the Company’s
management and appropriately supervise their performance of duties.
Board of Directors Mr. KAMO was expected to give advice and recommendations on themeetings
Company’s managerial issues, operations of the Board of Directors,
attended: 100%internal control, risk management, etc., from the perspective of a legal(16/16)expert, based on his many years of experience regarding compliance
Audit andand corporate governance in the legal field such having held positions
KAMO Osamu Board ofSupervisory
Board Member
Corporate Auditors as a member of an investigation committee on misconduct cases. He
meetings attended: used this experience and so forth to give advice and suggestions to theCompany’s management.
100%(15/15)
Board of Directors Mr. KUBO was expected to give advice and recommendations on themeetings
Company’s managerial issues, operations of the Board of Directors,
attended: 100%internal control, risk management, etc., from the perspective of an
Audit and
(16/16)accounting professional, based on his many years of experience as a
KUBO
Supervisory
Board ofcertified public accountant, where he has dealt with corporate auditing,
Shinsuke
Board Member
Corporate Auditors stock listing, corporate restructuring, M&A support, etc. He used thismeetings attended: experience and so forth to give advice and suggestions to the100%
Company’s management.
(15/15)
Mr. OKADA was expected to give advice and recommendations on the
Board of Directors
Company’s managerial issues, operations of the Board of Directors,
meetings
internal control, risk management, etc., from the practical perspective
attended: 100%on all aspects of audit, based on his practical experience andAudit and
(16/16)professional expertise as a manager in the management and the finance
OKADA Joji
Supervisory
Board of& accounting department of a general trading company, as well as rich
Board Member
Corporate Auditors
experience as a Full-time Audit & Supervisory Board Member of themeetings attended:
general trading company and Chairperson of the Japan Audit &100%
Supervisory Board Members Association. He used this experience and(15/15)so forth to give advice and suggestions to the Company’s management.
(Note) As Ms. MITSUYA Yuko was newly appointed at the 74th Ordinary General Meeting of Shareholders held on June 23,
2023 and took office as Director on the same date, the number of the meetings of the Board of Directors that she could
attend in the fiscal year under review is different from that for the other Outside Directors.

- 60 -

Accounting Auditor(1) Name of Accounting Auditor
KPMG AZSA LLC(2) Amount of remuneration, etc., for Accounting Auditor
a. Remuneration, etc., for Accounting Auditor for the current fiscal year

159 million yen

b. Total amount of money and other financial interests to be paid by the Company and its
subsidiaries

283 million yen(Notes) 1. The amount in a. above is all attributed to services in the scope of Article 2, Paragraph (1) of the Certified Public
Accountants Act of Japan.
2. In the audit agreement by and between the Company and the Accounting Auditor, the Company does not keep
accounts by each category of the amount of audit fee, etc., for auditing services under the Companies Act andunder the Financial Instruments and Exchange Act. As the amount of auditing services may be difficult to classify,
the Company states the total amount thereof in a. above.
3. The Board of Corporate Auditors shall provide consent to remuneration, etc. of the Accounting Auditor as
provided for in Article 399, Paragraph (1) of the Companies Act based on the result of examining the suitability,
etc. of the proposed audit time and remuneration amount of the current fiscal year, giving consideration to acomparison of the audit plan and results of the previous fiscal year and the trend of audit time and remuneration
amount based on important obtained materials and reports from the Directors, internal related offices and the
Accounting Auditor.

(3) Non-auditing services
The Company and some of its subsidiaries commission the Accounting Auditor to provide agreed upon
procedures (AUP*) related to joint businesses that are outside the scope of Article 2, Paragraph (1) of theCertified Public Accountants Act of Japan (non-auditing services).
* Agreed Upon Procedures(4) Policy regarding determination of removal or refusal of reappointing of Accounting Auditor
In addition to removal of the Accounting Auditors by the Board of Corporate Auditors in accordance with Article
340, Paragraph (1) of the Companies Act, the Board of Corporate Auditors may resolve the agenda regarding
removal or refusal of reappointment of Accounting Auditors, and the Directors may submit the said agenda to theshareholders meeting if there is any event that has a substantial detriment on the Company’s audit activities, or any
other event in which serious doubts arise about the Accounting Auditors’ ability to continue to perform their duties.

- 61 -

Systems to ensure that the execution of duties by Directors complies with laws and regulations and the
Articles of Incorporation and other systems to ensure the properness of operations of the Company, andoperation statuses of such systems<Fundamental Policies on the Internal Controls System>
To provide unparalleled service to the customers, increase corporate value, and contribute to the betterment ofsociety, JAL Group has established the Fundamental Policies of Corporate Governance. To increase its
effectiveness, we have established rules and organizations concerning the following systems and matters, andensure that business operations are conducted appropriately in accordance with the Companies Act and Companies
Act Enforcement Regulations. We evaluate and verify development and operation of the internal control system andimplement corrective action when correction is required.
1) We have developed a system to ensure compliance with the Articles of Incorporation and laws and regulations
governing the execution of the duties of Directors and employees.
a. We have established “JAL Philosophy” as behavioral guidelines of the Company. Directors and employees areencouraged to abide by these practices.
b. The Board of Directors decides the Fundamental Policies on the Internal Controls System and the General
Affairs Department promotes development of the internal control system.
c. The Risk Management Department supervises compliance operations and monitors development and operationof relevant company regulations.
d. We have developed an audit system to ensure the duties of Directors and employees are executed incompliance with applicable laws and regulations.
2) We have developed a system concerning the preservation and management of information concerning theexecution of the duties of Directors
We preserve and manage information concerning the performance of duties of Directors in compliance withapplicable laws and regulations and company regulations.
3) We have developed regulations and other systems concerning risk management of losses.
In order to manage risks to JAL Group, we have established a Council for Safety Enhancement and a Group
Risk Management Council, etc. to appropriately manage risks, and have established Guidance for JAL GroupInternal Control. The General Affairs Department monitors the appropriateness of duties and proactively
prevents risks of losses. In addition, we are prepared in the event of a risk of losses and strive to minimize losses.
4) We have developed a system to ensure that the duties of Directors are executed efficiently.
a. We hold ordinary Board of Directors meetings once a month and extraordinary meetings when it is necessary
to make important decisions regarding group management policies and plans. In addition, to ensure the duties of
Directors are executed efficiently, we have established meeting structures such as the Management Committee andGroup Earning Announcement Session.
b. We have defined administrative authority, authority of managerial posts, division of duties, etc. in accordancewith company regulations, and have segregated authority in order to ensure that duties are executed efficiently.
5) We have developed a system to ensure that duties in JAL Group are executed appropriately.
a. We have established JAL Group Business Management Regulations to ensure that each subsidiary has
established a system to carry out management in a fair and efficient manner in accordance with JAL Philosophy. We
have also enacted Guidance for JAL Group Internal Control, and the General Affairs Department continuously
monitors the appropriateness of duties.
b. We have developed a system to report matters concerning the execution of the duties of Directors, etc. of
subsidiaries to the Company.
c. We have developed regulations and other systems for risk management of losses of subsidiaries.

- 62 -

d. We have developed a system to ensure the duties of Directors, etc. of subsidiaries are executed efficiently.
e. We have developed a system to ensure that Directors, etc., and employees of subsidiaries execute duties incompliance with applicable laws and regulations and the Articles of Incorporation.
6) We have developed a system concerning employees in case Audit and Supervisory Board Members require theassignment of employees to support their duties, a system concerning independence of such employees from
Directors, and a system to ensure that instructions by Audit and Supervisory Board Members to those employees
are effective.
7) We have developed a system concerning reports, etc. to Audit and Supervisory Board Members
a. We have developed a system for Directors and employees to report to Audit and Supervisory Board Members.
b. We have developed a system for Directors, Audit and Supervisory Board Members, employees or persons who
receive reports from them to report to Audit and Supervisory Board Members.
c. We have developed a system to ensure that persons who report are not subjected to disadvantageous treatment
as a result of reporting.
8) We have developed a system for advance payment or repayment of costs arising from the execution of theduties of Audit and Supervisory Board Members and the policy for processing of costs or liabilities arising from theexecution of other duties.
9) We have developed other systems to ensure that audits by the Board of Corporate Auditors or Audit andSupervisory Board Members are executed effectively.

- 63 -

<Operation of the Internal Controls System>
1) We have developed a system to ensure compliance with the Articles of Incorporation and laws and regulations
governing the execution of the duties of Directors and employees.
a. We established the JAL Philosophy and the JAL Group Code of Conduct, Commitment to Society, and penetrate
and put them into action throughout the Group through education and other means.
b. We established Fundamental Policies on the Internal Controls System and Guidance for JAL Group Internal
Control, and develop, operate and evaluate internal controls in accordance with the Companies Act and Financial
Instruments and Exchange Act.
c. We established our hotline for whistleblowers for public interest including a hotline accessible in both Japaneseand English (for internal and external use), which operates 24 hours a day, 365 days a year, and put in place asystem that enables early detection of and quick response to incidents etc., related to compliance by regularly
providing employees with information on the hotline. In light of the revision to the Whistleblower Protection Act
in 2022, we have improved the environment related to whistleblowing and strengthened systems to detect risks
before they occur.
d. We inspect attributes of new business partner candidates and conduct a review every three years as a regularinspection to verify whether there are any changes in attributes and/or information.
e. We explain legal considerations to Directors to ensure that they are aware of their duties, authorities, andresponsibilities including the fiduciary duty of loyalty and the duty of care as a prudent manager. We provide
education courses for employees, etc. to ensure that they acquire the necessary knowledge to perform theirduties.
f. The Audit Department inspects the development and operation of the internal controls system stipulated by
Guidance for JAL Group Internal Control according to the fiscal year plan, reports audit results of each audit to
management, and regularly reports progress of audits and audit results to Audit and Supervisory Board Members.
The Audit Department regularly reports audit results to the Board of Directors.
g. The Maintenance Audit Department conducts inspections to verify that maintenance work is performed
according to laws, regulations, and internal rules.
h. The Safety Audit Department checks safety-related deliberations, engagement, instructions, and other operations
regarding management by attending Group Safety Enhancement Council meetings and checking materials
submitted to the meetings according to the Safety Audit Plan. It also conducts internal audits of production
divisions, the Corporate Safety and Security Division, and airports.

2) We have developed a system concerning the preservation and management of information concerning theexecution of the duties of Directors.
- We prepare, keep, and manage information (documents and minutes) and “Ringi,” official internal documents forcirculation and approval, related to decision making of the Board of Directors and other important meetings
according to laws and regulations as well as internal regulations.
3) We have developed regulations and other systems concerning risk management of losses.
a. In order to prevent the risk of losses from occurring, we operate and implement the PDCA cycle of preventive
risk management. The results of these efforts are reported to the Group Risk Management Council and the Boardof Directors for management evaluation.
b. To improve the effectiveness of our business continuity plan, we established a branch office of the Operations
Control Center in Osaka, and have been utilizing the knowledge of outside experts in expanding the plan andconducting training in preparation for contingencies such as an earthquake directly hitting the Tokyo area. In
addition, we conduct periodic training as well as regular JAL group wide reporting drills to raise awareness ofrisk management and check the situation of staff quickly using a safety confirmation system.
c. We continuously train care givers who take care of victims and bereaved families, and Accident Command Board
members to conduct risk management quickly and accurately in case of an aircraft accident or incident.

- 64 -

4) We have developed a system to ensure that the duties of Directors are executed efficiently.
- Through processes such as evaluation of effectiveness of the Board of Directors, we review administrative
authorities and board operation methods every fiscal year and develop an environment for strategic discussions toachieve sustainable growth. In order to make appropriate and quick management decisions, we established theManagement Committee and Group Earnings Announcement Sessions directly under the President. In addition,
to advance ESG management toward achieving the SDGs, we established the Sustainability Promotion Council
chaired by the President. In FY2023, the Customer Value Creation Council was established to solve fundamental
issues related to customer value.

5) We have developed a system to ensure that duties in the JAL Group are executed appropriately.
a. We established JAL Group Business Management Regulations and Guidance for JAL Group Internal Control and
the General Affairs Department plays the central role in monitoring the appropriateness of duties.
b. Implementation of initiatives aimed at achieving targets are monitored through expanded Business Performance
Reporting Meetings, and guidance and support are provided.
c. We provide the General Affairs Department of each JAL Group company, through daily and regular coordinationand information sharing, with guidance and support that contribute to strengthening the risk management
systems.
d. The Company and each Group company have concluded the basic agreement to make clear the basic relationshipbetween the companies with regard to business operations.
e. We guide directors and others involved in the management of group companies to reaffirm their own
responsibilities and roles and to ensure fair and efficient management.
f. The Audit Department conducts appropriate audits of group companies, and since FY2022, the Board of
Directors has been regularly informed of the results of these audits.
g. The Maintenance Audit Department conducts inspections at each subsidiary to verify that maintenance work is
performed according to laws, regulations, and internal rules.
h. The Safety Audit Department checks safety-related deliberations, engagement, instructions, and other operations
regarding management by attending Group Safety Enhancement Council meetings in accordance with the Safety
Audit Plan and checking materials submitted to the meetings. It also conducts internal audits of production
divisions, the Corporate Safety and Security Division, and airports.

6) We have developed a system concerning employees in case Audit and Supervisory Board Members require theassistance of employees, a system concerning independence of such employees from Directors, and a system toensure that instructions by Audit and Supervisory Board Members to those employees are effective.
 We established an organization independent from Directors and assign employees to serve as Audit andSupervisory Board Members to increase effectiveness of audits by Audit and Supervisory Board Members
and execute audit duties smoothly. They receive work instructions and orders from and are appointed with theconsent of Audit and Supervisory Board Members.

7) We have developed a system concerning reports, etc. to Audit and Supervisory Board Members.
a. Audit and Supervisory Board Members attend the Board of Directors meetings and other important meetings,
read Ringi documents requiring approval from Directors and above, and audit the execution of corporate duties
through interviews with the President, hearings with related departments, visits to internal departments, etc. Audit
and Supervisory Board Members report to the Board of Corporate Auditors and the Board of Directors on issues
etc., recognized in audits twice a year, and confirm the status of follow-up work.
b. Audit and Supervisory Board Members exchange opinions and information regularly with Audit and Supervisory
Board Members of Group companies and visit them.
c. Audit and Supervisory Board Members check the development of systems to ensure that persons who havereported to them do not receive disadvantageous treatment for making such reports.

- 65 -

8) We have developed a system for advance payment or repayment of costs arising from the execution of the duties
of Audit and Supervisory Board Members and the policy for processing of costs or liabilities arising from theexecution of other duties.
 Necessary expenses for audits by Audit and Supervisory Board Members are paid for appropriately.
9) We have developed other systems to ensure that audits by the Board of Corporate Auditors or Audit andSupervisory Board Members are executed effectively.

 Audit and Supervisory Board Members exchange opinions and information regularly with the Audit
Department and auditing company and increase effectiveness of audits.

- 66 -

Consolidated Statement of Financial Position
As of March 31, 2024

ASSETS

Amount(Millions of yen)
(Reference)
Amount of previous
fiscal year

I Current assets
Cash and cash equivalents
Trade and other receivables
Other financial assets
Inventories
Other current assets
Subtotal

713,867
173,023
16,472
43,94975,294
1,022,608

639,247
174,906
11,202
36,74760,776922,880

II Non-current assets
Tangible fixed assets
Flight equipment
Advances on flight equipment
Other tangible fixed assets
Total tangible fixed assets
Goodwill and intangible assets
Investment property
Investments accounted for using equity method
Other financial assets
Deferred tax assets
Retirement benefit asset
Other non-current assets
Subtotal
Total assets

871,409134,745
89,396
1,095,551
87,1893,561
24,259158,930
229,212
12,294
15,624
1,626,623
2,649,232

839,205
102,431
86,1581,027,795
83,3103,296
20,200158,638
278,655
8,522
17,303
1,597,722
2,520,603- 67 -

Consolidated Statement of Financial Position
As of March 31, 2024

LIABILITIESAmount(Millions of yen)
(Reference)
Amount of previous
fiscal year

I Current liabilities
Trade and other payables
Interest-bearing liabilities

160,052
106,935

136,138
111,968

Other financial liabilities
Income taxes payable

44,972
2,601

58,7492,642

Contract liabilities
Provisions

368,916
3,325

316,8732,737

50,396

40,467

Subtotal

Other current liabilities

737,200

669,578

II Non-current liabilities
Interest-bearing liabilities
Other financial liabilities
Deferred tax liabilities
Provisions
Retirement benefit liability
Other non-current liabilities
Subtotal
Total liabilities

780,358
25,401
3,317
23,550120,575
10,483
963,686
1,700,886

813,535
9,331
3,505
23,908132,355
11,430994,067
1,663,645

EQUITYI Equity attributable to owners of parent
Share capital
Capital surplus
Retained earnings
Treasury shares

273,200
273,992
306,879(408)

273,200
273,631
225,644(408)

43,17138,384

11,836
1,275
56,283909,947
38,398948,3452,649,232

4,812
1,024
44,220816,288
40,669856,957
2,520,603

Accumulated other comprehensive income
Financial assets measured at fair value through other comprehensive
incomeEffective portion of cash flow hedges
Exchange differences on translation of foreign operations
Total accumulated other comprehensive income
Subtotal
II Non-controlling interests
Total equity
Total liabilities and equity- 68 -

Consolidated Statement of Profit or Loss
(April 1, 2023 – March 31, 2024)

AmountRevenue
International passenger revenue
Domestic passenger revenue
Other revenue
Total revenue
Other income
Personnel expenses
Aircraft fuelDepreciation, amortization and impairment losses
Other operating expenses
Total operating expenses
Operating profit
Share of profit (loss) of investments accounted for using equity method
Profit before investing, financing and income tax
Investing income
Investing expenses
Profit before financing and income tax
Finance income
Finance expenses
Profit before tax
Income tax expense
ProfitProfit (loss) attributable to
Owners of parent
Non-controlling interests- 69 -(Millions of yen)
(Reference)
Amount of previous
fiscal year

684,523
556,046
411,320
1,651,890
31,330(334,089)(356,796)(149,960)(701,442)(1,542,288)
140,932
469
141,4024,490(657)
145,235
9,277(15,206)
139,306(43,394)
95,911

444,662454,665
476,261
1,375,589
34,157(292,312)(323,353)(158,197)(570,823)(1,344,686)
65,059(3,353)61,706
3,970(1,112)64,5632,074(14,209)52,429(18,553)
33,876

95,534377

34,423(547)

Consolidated Statement of Changes in Equity(April 1, 2023 – March 31, 2024)(Millions of yen)
Equity attributable to owners of parent

Share capital Capital surplus

Balance as of April 1, 2023
ProfitOther comprehensive income
Comprehensive income
Dividends
Share-based payments
Transfer to hedged non-financial
assetsPurchase of treasury shares
Changes in ownership interest in
subsidiaries
Transfer to retained earnings
Total transactions with owners
Balance as of March 31, 2024

Retainedearnings

Treasuryshares

Accumulated othercomprehensive income
Financialassets
Effective
measured at
portion offair value
cash flow
through otherhedgescomprehensive income
4,812
38,384
–
–
9,334
3,881
9,334
3,881
–
–
–
–

273,200–––––

273,631
–
–
–
–
365

225,644
95,534–
95,534(24,035)
–

(408)
–
–
–
–
–

–

–

–

–

–

(2,310)

–

–

–

(0)

–

–

–

(4)

–

–

–

–

–
–
273,200–
361
273,992

9,736(14,298)
306,879

–
(0)
(408)

904
904
43,171–(2,310)11,836

Noncontrollinginterests

Total equity

40,669
377
1,368
1,745
(3,341)–

856,957
95,911
25,477
121,389(27,376)365

Equity attributable to owners of parent

Balance as of April 1, 2023
ProfitOther comprehensive income
Comprehensive income
Dividends
Share-based payments
Transfer to hedged non-financial
assetsPurchase of treasury shares
Changes in ownership interest in
subsidiaries
Transfer to retained earnings
Total transactions with owners
Balance as of March 31, 2024

Accumulated other comprehensive
incomeTotal equity
Total
Exchange
attributable toRemeasureaccumulateddifferences onowners ofments ofothertranslation ofparentdefined benefit
comprehenforeignplans
sive income
operations
1,024–
44,220816,288–––
95,534251
10,641
24,10924,109251
10,641
24,109119,643–––(24,035)
–
–
–
365
–

–

(2,310)(2,310)(601)(2,911)

–

–

–

(0)

–

(0)

–

–

–

(4)

(74)

(78)

–
–
1,275

(10,641)(10,641)–(9,736)(12,047)
56,283–(25,984)
909,947–(4,016)38,398–(30,001)
948,345- 70 -

Notes to Consolidated Financial Statements(Base of Preparation of the Consolidated Financial Statements)

1. Standards for the preparation of consolidated financial statements
The consolidated financial statements of the JAL Group are prepared in accordance with International Financial
Reporting Standards (hereinafter, “IFRS”), in line with the provisions of Article 120, Paragraph 1 of theRegulation on Corporate Accounting. However, in accordance with the provisions in the second sentence of thesame Paragraph, some matters and notes required by IFRS are omitted.

2. Scope of consolidation
Consolidated subsidiaries
Number of consolidated subsidiaries: 53
Names of principal consolidated subsidiaries:
J-Air Corporation, Japan Transocean Air Co., Ltd.
In the current fiscal year, the JAL Group removed three affiliates from the scope of consolidation as theliquidation of the affiliates was completed.

3. Application of the equity method
Affiliates accounted for by the equity method
Number of affiliates accounted for by the equity method: 10
Names of affiliates accounted for by the equity method:
AGP CORPORATION, Airport Facility Co., Ltd.
In the current fiscal year, one company was added to the scope of the application of the equity method due to theacquisition of new shares.

4. Summary of significant accounting policies(1)
Valuation of significant assets
I.
Financial instruments
a. Financial assets(a) Initial recognition and measurement
The JAL Group classifies financial assets into financial assets measured at fair value through profit or loss;
financial assets measured at fair value through other comprehensive income or financial assets measured atamortized cost. The classification is determined at the time of initial recognition.
The JAL Group recognizes these financial instruments on the transaction date when it becomes a party to
the contractual provisions of the financial assets.
Non-derivative financial assets are measured at fair value plus transaction costs, unless the assets areclassified as financial assets measured at fair value through profit or loss. However, trade receivables that do
not contain a significant financing component are measured at the transaction price.
(i) Financial assets that are debt instruments
Financial assets are classified as financial assets measured at amortized cost if both of the following
conditions are met: the asset is held based on JAL Group’s business model whose objective is to hold assets in order tocollect contractual cash flows; and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
Meanwhile, financial assets are classified as financial assets measured at fair value through othercomprehensive income if both of the following conditions are met, and otherwise, classified as financial
assets measured at fair value through profit or loss.
 the financial asset is held based on JAL Group’s business model whose objective is achieved by bothcollecting contractual cash flows and selling financial assets; and- 71 -

 the contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
The JAL Group held no debt instrument classified as financial assets measured at fair value through othercomprehensive income during the reporting period.
(ii) Financial assets that are equity instruments
Equity financial assets designated as those whose subsequent changes in fair value are recognized in othercomprehensive income at initial recognition are classified as financial assets measured at fair value
through other comprehensive income, except for those held for trading that must be measured at fair value
through profit or loss.
Such designations are made for each equity financial asset and applied consistently assuming that they are
irrevocable.
The JAL Group held no equity instruments classified as financial assets measured at fair value throughprofit or loss during the reporting period.
(b) Subsequent measurement
After initial recognition, financial assets are measured based on the classification as follows:(i) Financial assets measured at amortized cost
Financial assets measured at amortized cost are measured at amortized cost using the effective interest
method.
(ii) Financial assets measured at fair value
Changes in fair value of financial assets measured at fair value are recognized in profit or loss.
However, changes in fair value of equity financial assets designated as measured at fair value throughother comprehensive income are recognized in other comprehensive income. Dividends from suchfinancial assets are recognized as part of investing income in profit or loss for the current fiscal year.
If an equity instrument measured at fair value through other comprehensive income is derecognized, orthe fair value decreases significantly, the amount accumulated in other comprehensive income isreclassified to retained earnings.
(c) Derecognition of financial assets
The JAL Group derecognizes financial assets when the contractual rights to the cash flows from thefinancial assets expire, or when the JAL Group transfers the financial assets and substantially all the risks
and rewards of ownership.
(d) Impairment of financial assets
For financial assets measured at amortized cost, the JAL Group recognizes an allowance for doubtful
accounts for expected credit losses.
The JAL Group assesses at the end of each reporting period whether the credit risk on each financial asset
has increased significantly since initial recognition. If the credit risk has not increased significantly sinceinitial recognition, the amount equal to expected credit losses for 12 months is recognized as allowance for
doubtful accounts. On the other hand, if the credit risk has increased significantly since initial recognition,
the amount equal to lifetime expected credit losses is recognized as allowance for doubtful accounts.
However, for trade receivables that do not contain a significant financing component, allowance for
doubtful accounts is always recognized at the amount equal to lifetime expected credit losses, regardless ofwhether or not the credit risk has increased significantly since initial recognition.
Expected credit losses are measured at the present value of the difference between the contractual cash
flows that are due to the JAL Group under the contract and all the cash flows that the JAL Group expects toreceive.
An allowance for doubtful accounts for financial assets is recognized in profit or loss. In case any event
occurs that reduces the allowance for doubtful accounts, the reversal of allowance for doubtful accounts is
recognized in profit or loss.

- 72 -

b. Financial liabilities(a) Initial recognition and measurement
The JAL Group classifies financial liabilities classified as held for trading or derivatives as financial
liabilities measured at fair value through profit or loss. Other financial liabilities are classified as financial
liabilities measured at amortized cost. The classification is determined at the time of initial recognition.
The JAL Group recognizes these financial instruments on the transaction date when it becomes a party to
the contractual provisions of the financial liabilities.
All financial liabilities are initially measured at fair value. However, financial liabilities measured atamortized cost are measured at an amount after deducting transaction costs that are directly attributable tothe financial liabilities.
(b) Subsequent measurement
After initial recognition, financial liabilities are measured based on the classification as follows:(i) Financial liabilities measured at fair value through profit or loss
Financial liabilities measured at fair value through profit or loss are measured at fair value after initialrecognition, and the changes are recognized in profit or loss for the current fiscal year.
(ii) Financial liabilities measured at amortized cost
Financial liabilities measured at amortized cost are measured using the effective interest method after
initial recognition.
Amortization under the effective interest method and gains or losses on derecognition are recognized aspart of finance expenses in profit or loss for the current fiscal year.
(c) Derecognition of financial liabilities
The JAL Group derecognizes financial liabilities when they are extinguished, i.e., when the obligations
specified in the contract are discharged or cancelled or expire.
c.

Presentation of financial assets and liabilities
Financial assets and liabilities are offset and the net amount is presented in the consolidated statement offinancial position only when the JAL Group currently has a legally enforceable right to set off therecognized amounts, and intends either to settle on a net basis or to realize the asset and settle the liability
simultaneously.

d.

Derivatives and hedge accounting
The JAL Group utilizes currency option contracts, foreign exchange forward contracts and other contracts toavoid risk of future fluctuations in foreign exchange rate associated with liabilities denominated in specificforeign currencies. In addition, commodity derivative contracts are also used for the purpose of controllingrisk of fluctuations in prices of commodities including aircraft fuel and stabilizing costs. These derivative
financial instruments are initially recognized at fair value on the date on which a derivative contract isentered into, and the relevant transaction costs are recognized as expense when it incurred. After initialrecognition, they are remeasured at fair value.
At the inception of the hedge, the JAL Group documents the hedging relationship to which hedge accounting
is applied and the objectives and strategies of risk management for undertaking the hedge. The
documentation includes specific hedging instruments, the hedged items or transactions, the nature of therisks being hedged and how the effectiveness of changes in the fair value of hedging instruments is assessed
in offsetting the exposure to changes in the hedged item’s cash flows attributable to the hedged risks.
Specifically, a hedge is considered to be effective if all of the following items are met: there is an economic relationship between the hedged item and the hedging instrument; the effect of credit risk does not dominate the value changes that result from the economic
relationship; and the hedge ratio of the hedging relationship is the same as that resulting from the quantity of thehedged item that the entity actually hedges and the quantity of the hedging instrument that the entity
actually uses to hedge the quantity of hedged item.
We set an appropriate hedge ratio in light of economic relationships such as the degree of price changes of
the hedging instrument corresponding to the price changes of the hedged item as well as the risk
management strategies.

- 73 -

The JAL Group assesses on an ongoing basis whether the hedging relationship is effective prospectively.
Generally, no material hedge ineffectiveness is expected to arise as we conduct highly effective hedging
transactions. However, the value changes of the hedging instrument may exceed those of the hedged itemsince we have designated forecast transactions as hedged items. In such case, hedge ineffectiveness willarise.
In cases where a hedging relationship ceases to meet the hedge effectiveness requirement relating to thehedge ratio but the risk management objective remains unchanged, the JAL Group readjusts the hedging
ratio to reestablish the effectiveness of the hedge relationship. Furthermore, the JAL Group discontinues
hedge accounting in cases where there is a change in the risk management objective for the hedging
relationship.
The JAL Group only uses cash flow hedges as a hedge accounting method.
The effective portion of gains or losses on hedging instruments is recognized in other comprehensive income
while the ineffective portion is recognized immediately in profit or loss.
The amounts of hedging instruments recorded in other comprehensive income are reclassified to profit orloss when the transactions of the hedged items affect profit or loss. In cases where hedged items result in therecognition of non-financial assets or liabilities, the amounts recognized in other comprehensive income areaccounted for as adjustments to the original carrying amount of non-financial assets or liabilities.
When forecast transactions are no longer expected to occur, any related cumulative gain or loss that has beenrecognized in equity through other comprehensive income is reclassified to profit or loss. In cases where
hedged forecast transactions become less likely to occur but are still expected to occur, the amounts thathave been recognized in equity through other comprehensive income continue to be recorded in equity until
such future cash flows occur.
Ⅱ.

Inventories
Inventories are measured at the lower of acquisition cost or net realizable value.
Net realizable value is measured as the estimated selling price in the ordinary course of business less theestimated costs necessary to make the sale. The costs are measured by primarily using the moving-averagemethod, and include costs of purchase and all other costs incurred in bringing the inventories to their present
storage location and condition.

Ⅲ. Tangible fixed assets (excluding leases)(i) Recognition and measurement
The JAL Group measures tangible fixed assets by using the cost model at cost less accumulated depreciation
and accumulated impairment losses. Acquisition cost include any costs directly attributable to the acquisitionof the asset as well as the initially estimated costs for dismantlement, removal and restoration for the site inwhich the asset has been located.
(ii) Depreciation and useful life
Depreciation is measured by primarily using the straight-line method, with the depreciable amount, over theestimated useful life of each component. Land and advances on flight equipment and other purchases are notdepreciated.
The estimated useful lives of major tangible fixed assets are as follows:
Flight equipment: 8 to 20 years
Other:
2 to 65 years
The depreciation method, estimated useful lives and residual values are reviewed every fiscal year, with theeffect of any changes in estimate being accounted for on a prospective basis.
IV.

Goodwill
Goodwill arising from business combinations is stated at acquisition cost less accumulated impairment losses.
Goodwill is not amortized, and is allocated to a cash-generating unit or a group of cash generating units andtested for impairment annually or whenever there is any indication of impairment. Impairment losses on
goodwill are recognized in profit or loss, and no subsequent reversal is made.
The measurement of goodwill at the time of initial recognition is described in “(7) Business combinations.”- 74 -

V.

Intangible assets
The JAL Group measures intangible assets by using the cost model at cost less accumulated amortization andaccumulated impairment losses.
Separately acquired intangible assets are measured at an acquisition cost at the initial recognition.
After the initial recognition, intangible assets, except those with indefinite useful lives, are amortized by using
the straight-line method over their estimated useful lives. The estimated useful lives of major intangible assets
are as follows:
Software: 5 years
The amortization method, estimated useful lives and residual values are reviewed every fiscal year, with theeffect of any changes in estimate being accounted for on a prospective basis.

VI. Investment property
Investment property is real estate owned for rental income. Investment properties are measured using the costmodel in conformity with tangible fixed assets and are stated at acquisition cost less accumulated depreciation
and accumulated impairment losses.
Investment properties are depreciated primarily on a straight-line basis over their respective estimated useful
lives. Land and the construction suspense account are not depreciated. The estimated useful lives of major
investment properties are as follows:
Investment property: 1 to 47 years
ⅥI. Leases
The JAL Group determines a contract, or part of a contract is, or contains, a lease, which conveys the right tocontrol the use of an identified asset for a period of time in exchange for consideration, and recognizes a rightof-use asset and a lease liability at the commencement date of the lease. A right of use asset is included in flightequipment or other tangible fixed assets in the consolidated statement of financial position. A lease liability is
included in interest-bearing liabilities in the consolidated statement of financial position. However, for shortterm leases and leases for which the underlying asset is of low value, the JAL Group recognizes the lease
payments associated with those leases as an expense on a straight-line basis over the lease term.
The JAL Group measures a lease liability at the present value of the total lease payments that are not paid atthe commencement date of the lease based on the individual contract, and recognizes the repayments of theprincipal and the payment of interest on the lease liability by using the effective interest method over the leaseterm depending on the lease payments. The JAL Group generally uses the interest rate implicit in the lease or
its incremental borrowing rate (if the lease or the interest rate implicit cannot be readily measured) as a discountrate.
The JAL Group records the right-of-use asset at acquisition cost including the already paid consideration for
the recorded amount of the lease liability and adjustment of the estimated amount of restoration cost to be
incurred at the end of the lease, and depreciates the right-of-use asset using the straight-line method over thelease term.
VIII. Impairment of non-financial assets
The JAL Group assesses at the end of each reporting period whether there is any indication that the carrying
amount of its non-financial assets, except inventories and deferred tax assets, may be impaired. When there is
any indication of impairment, the recoverable amount of the assets is estimated. The JAL Group estimates therecoverable amount of goodwill, intangible assets with indefinite useful lives or intangible assets not yet
available for use at the same timing of every fiscal year regardless of any indication of impairment.
The recoverable amount of an asset or cash generating unit is measured at the higher of its value in use and its
fair value less cost of disposal. In determining the value in use, estimated future cash flows are discounted tothe present value, using pretax discount rates that reflect the time value of money and the risks specific to theasset. Due to continuing use, assets on which an impairment test is not performed individually are integrated
into the smallest cash generating unit that generates largely independent cash inflows from cash inflows ofother assets or groups of assets.
The JAL Group’s corporate assets do not generate independent cash inflows. When there is any indication of
impairment for the corporate assets, the JAL Group measures the recoverable amount of the cash generating
unit to which the corporate assets belong.
Any impairment loss is recognized in profit or loss if the carrying amount of an asset or cash generating unit
exceeds the estimated recoverable amount of the asset or cash generating unit. Impairment losses that are- 75 -

recognized in association with a cash generating unit proportionally reduce the carrying amount of the principal
assets within the cash generating unit.
The JAL Group assesses at the end of each reporting period whether there is any indication that an impairment
loss recognized in prior years for an asset may have decreased or may no longer exist. An impairment loss isreversed if there has been a change in the estimates used to measure the asset’s recoverable amount. An
impairment loss is reversed to the asset’s recoverable amount only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have been measured, net of depreciation or amortization, had
no impairment loss been recognized.
(2)

Criteria for the recording of major provisions
Provisions are recognized when the JAL Group has a present legal or constructive obligation as a result of past
events, it is likely that an outflow of economic resources will be required to settle the obligation, and the amount
can be reliably estimated. When the time value of money is material, provisions are measured at the present
value by discounting the expected future cash flows at a pretax rate that reflects the time value of money and therisks specific to the liability. The unwinding of the discount is recognized as finance expense.
(i)

Asset retirement obligations
Expenses for restoration of leased properties, including rented offices, buildings and aircraft, used by the JAL
Group to its original condition are estimated based on its historical experience in restoration and quotations
as the amount of provision for asset retirement obligations. These expenses are expected to be paid after theelapse of an estimated period of use, measured based on the useful life and rental period of interior fixturesand fittings to its offices etc., which, however, is affected by future business plan.

(ii) Reserve for loss on antitrust litigation
To prepare for payment of court fees relating to a price cartel, the JAL Group has estimated, andrecognized/measured an amount of losses for the future based on the amount of a payment order for penalties.
The amount of such court fees and compensation, however, may differ from the estimated amount dependingon the judgment of antitrust authorities and/or the results of the litigation. An outflow of economic benefits is
expected to take place one year after the end of the current fiscal year, but is affected by judgements ofantitrust authorities in each country and the future course of the litigation.
(3)

Criteria for the translation of major foreign currency-denominated assets or liabilities into
Japanese currency
Foreign currency translations(i) Foreign currency transactions
Foreign currency transactions are translated into the functional currencies of each entity of the JAL Group at
the exchange rates on the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period aretranslated into the functional currencies at the exchange rates at the end of the reporting period.
Non-monetary assets and liabilities denominated in foreign currencies to be measured at fair value aretranslated into the functional currencies at the exchange rates on the date when the fair value is measured.
Exchange differences arising from translation or settlement are recognized in profit or loss. However,exchange differences arising from translation of financial assets measured through other comprehensive
income and from cash flow hedges are recognized other comprehensive income.
(ii) Financial statements of foreign operations
Assets and liabilities of foreign operations are translated into Japanese yen using the exchange rates at theend of the reporting period, whereas income and expenses are translated using the average exchange rateduring the period unless there are significant fluctuations in the exchange rates. Exchange differences
arising from the translation of financial statements of foreign operations are recognized in othercomprehensive income. When a foreign operation is disposed, the cumulative amount of the exchange
differences is recognized in profit or loss on disposal.

(4)

Accounting treatment of post-employment benefits
The JAL Group has adopted the defined benefit plans and the defined contribution plans as the post-employment
benefit plans for employees.
(i) Defined benefit plans
The JAL Group measures net retirement benefit liabilities (assets) of defined benefit plans at the present
value of defined benefit obligations less fair value of plan assets. Independent actuaries measure every fiscal- 76 -

year the present value of defined benefit obligations, the relevant service cost for the current fiscal year, andthe past service cost using the projected unit credit method.
The discount period is measured based on the estimated term of the retirement benefit obligations throughthe estimated dates of future benefit payments of each fiscal year. The discount rate is measured byreference to market yields of high-quality corporate bonds at the end of each reporting period consistent
with the discount period.
Remeasurements of all net benefit liabilities (assets) arising from the defined benefit plans are recognized atonce in other comprehensive income for the period of occurrence and are transferred to retained earnings
immediately.
The past service cost is recognized immediately in profit or loss.
(ii)

Defined contribution plans
Short-term employee benefit obligations are measured on an undiscounted basis, and are recorded as an
expense when the related services are rendered.

(5)

Accounting standards for revenue
The JAL Group recognizes revenue under the following five-step approach for contracts with customers,
excluding interest and dividend income under IFRS 9 “Financial Instruments” and lease income under IFRS 16“Leases.”
Step 1: Identify the contract(s) with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Measure the transaction price
Step 4: Allocate transaction price to the performance obligations in the contract
Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation
As its primary business, the JAL Group provides passenger, cargo and mail, and baggage air transportation
services using aircraft on international and domestic routes. Normally, the Company’s performance obligations
are satisfied and revenue is recognized at the time when air transportation service has been completed.
Other specific criteria for revenue recognition are described in “12. Notes concerning revenue recognition.”(6)

Business combinations
Business combinations are accounted for using the acquisition method in the event that control is transferred to
the Group. The identifiable assets and liabilities of the acquired company are, in principle, measured at fairvalue on the acquisition date. If the sum of the consideration transferred for the business combination, the noncontrolling interests in the acquired company, and the fair value of the equity in the acquired company alreadyheld by the acquiring company exceeds the net amount of the identifiable assets and liabilities of the acquiredcompany on the acquisition date, the excess is measured as goodwill.
Whether the non-controlling interests are measured at fair value or as the proportionate share of the recognizedamount of the identifiable net assets of the acquired company is determined individually for each case ofbusiness combinations.
If the initial accounting for a business combination is not completed by the end of the period in which thebusiness combination has occurred, the business combination is accounted for at a provisional amount. If, inthe measurement period not later than one year from the acquisition date, new information is obtained about
the facts and situation that existed on the acquisition date, the provisional amount is retroactively adjusted
accordingly.

(7)

Other important matters for the preparation of consolidated financial statements
All amounts of less than one million yen have been rounded down in the accounts.

5. Change of accounting policy
The JAL Group has applied the following standards from the current fiscal year.
IFRS
Summary of introduction or revision
IAS 12
Income Taxes Clarification of the accounting for deferred tax on leases and decommissioning
obligations
IAS 12
Income Taxes Amendment requiring disclosure of a company’s exposure to income taxes arisingfrom tax systems enacted or substantively enacted to implement the Pillar Twomodel rules published by the Organisation for Economic Co-operation andDevelopment (OECD)- 77 -

The application of the above statements does not have a material impact on the consolidated financial statementsof the JAL Group.

6. Estimates in accounting
In preparing the consolidated financial statements, the management makes estimates based on assumptions that
affect the application of the JAL Group’s accounting policies and the reported amounts of assets, liabilities,
revenues and expenses. These estimates are based on the management’s best estimates and judgements reflecting
historical experience and a variety of other factors that are considered to be reasonable at the end of the reporting
period. Actual results in future, however, may differ from these estimates.
These estimates and underlying assumptions are reviewed/revised on an ongoing basis. The impact of the revision
is recognized in the accounting period there were revised and future accounting period.
Estimates of future business performance are based on the JAL Group’s Medium-term Management Plan. The
main assumptions built into estimates include demand forecasts for the period of the Medium-term Management
Plan as well as fuel prices, and forecasts of exchange rate related market fluctuations.
There are uncertainties in these assumptions, and they may impact the JAL Group’s future financial position andoperating results.
The management’s estimates that have a significant impact on the amounts recognized in the consolidated
financial statements are as follows:(1)

Recognition of revenues
Revenues from air transportation are recognized in contract liabilities at collecting consideration, and thenrecognized in revenue at completion of air transportation services.
The sales of air tickets that will not be used for air transportation (unused air tickets that are about to expire)are recognized in revenue at an appropriate timing, taking into account the contractual terms of the air tickets
and historical trends.
The JAL Group also operates a customer loyalty program called “JAL Mileage Bank.” Members of the JAL
Mileage Bank can earn miles through flights with the airlines or other services, and can redeem them with the
JAL Group or other partners’ services.
The portion of granted miles that is expected to be redeemed by customers in the future is recognized as aperformance obligation. The stand-alone selling price is estimated with the composition ratio of services
selected by customers when using the miles taken into account; the transaction price is allocated on the basisof the ratio of the stand-alone selling price to the performance obligation. The transaction prices allocated toperformance obligations under the mileage program are recognized as contract liabilities and are recorded asrevenue in line with use of the miles.
As of the end of the current fiscal year, such contract liabilities amounted to 368,916 million yen.

(2)

Depreciation expenses of flight equipment
In determining the useful life of each component, including flight equipment, aircraft engine components andcabin related assets, we calculate the depreciation expenses in consideration of their future estimatedeconomically useful life.
As of the end of the current fiscal year, flight equipment amounted to 871,409 million yen.

(3)

Impairment of fixed assets
The JAL Group examines whether events that indicate a possibility of impairment of targeted assets (carrying
amount: tangible fixed assets of 1,095,551 million yen, goodwill and intangible assets of 87,189 million yen
and investment properties of 3,561 million yen) exist as of the end of the fiscal year, and, if signs of impairment
are present, considers whether or not to record an impairment loss with respect to the assets.
Since operating profit was recorded in the fiscal year under review and the Company expects to continue topost an operating profit in its future results estimates, the Company has determined that there are no signs ofan impairment loss.
Regarding the impairment loss for the current fiscal year, the cash generation unit was changed mainly for
trademarks and aircraft parts that are to be sold or decommissioned, and the amount was reduced to theestimated recoverable amount.

- 78 -

(4)Recognition of deferred tax assets
Deferred tax assets are recognized to the extent that there will be sufficient taxable profits against which the
deductible temporary differences, unused tax credits and unused tax losses can be utilized. The Company andcertain domestic consolidated subsidiaries apply the group totalization system. Those companies subject to thegroup totalization system judge recoverability of deferred tax assets with regard to corporate taxes based on the
future taxable income, etc., of the Group in total, and with regard to local taxes based on the future taxable
income, etc., of each of the companies. With regard to tax losses brought forward, the JAL Group schedules
the expected fiscal year and amount of deduction from tax losses brought forward based on the estimate of
future taxable income, etc., projected within the carryforward period and records the amount expected to be
recovered as deferred tax assets.
As of the end of the current fiscal year, deferred tax assets and deferred tax liabilities amounted to 229,212
million yen and 3,317 million yen respectively.

7. Notes to consolidated statement of financial position(1)

Allowance for doubtful accounts deducted directly from assets(2)

Accumulated depreciation of tangible fixed assets and owned investment property
854,279 million yen(3)

Assets pledged as collateral and obligations secured by such collateral
Assets pledged as collateral・Flight equipment
・Others
Obligations secured by such collateral・Current portion of long-term borrowings
・Long-term borrowings

10,874 million yen

396,651 million yen
8,619 million yen
57,410 million yen
194,194 million yen

It is confirmed under general arrangements for transactions with financial institutions that the financial
institutions have the right to dispose of the assets pledged as collateral and appropriate the amount to or offset
the amount with the amount to be repaid in cases where the principal of and/or interest on past-due borrowings
are not repaid, giving rise to a default.
The assets pledged as collateral include assets for which revolving pledges have been established to securedebts of the following three companies, under the syndicated loan agreements concluded between eachcompany and financial institutions for the business that is the objective of each company’s establishment.
 Tokyo International Air Terminal Corporation (associate) Kyushu Kumamoto International Airport Co., Ltd.
 Hokkaido Airports Co., Ltd.
(4)

Contingent liabilities
Guarantee liabilities(Guarantee for bank loans)・B eleven, LLC
・Other

12,076 million yen
2,116 million yen(Guarantee for lease liabilities)
・Jetstar Japan Co., Ltd.

1,828 million yen

8. Notes to consolidated statement of changes in equity
1. Total number of issued shares at the end of the current fiscal year
Total number of issued shares
Ordinary shares 437,143 thousand shares
Treasury shares
136 thousand shares- 79 -

2. Dividends(1)
Dividends paid
Resolution
June 23, 2023
Ordinary General
Meeting of
Shareholders
October 31, 2023
Board of Directors’
meeting

Class ofshares

Source ofdividends

Total amount ofdividends(Millions ofyen)

OrdinarysharesRetainedearnings

10,92525.0 March 31, 2023 June 26, 2023

OrdinarysharesRetainedearnings

13,11030.0

Dividend
per share(yen)

Record date

September 30,
2023

Effective date

December 4,
2023

(2)

Dividends for which the record date for dividend payment belongs to the current fiscal year but for
which the effective date of dividend payment is in the following fiscal year
Total amount of
Dividend
dividends
Class of
Source ofper share
Record date
Effective date
Resolution(Millions ofsharesdividends
(yen)
yen)
June 18, 2024
Ordinary General
Ordinary
Retained
19,66545.0 March 31, 2024 June 19, 2024
Meeting ofsharesearnings
Shareholders(Plan)

9. Notes on financial instruments
1. Status of financial instruments(1)
Financial risk management
The JAL Group is exposed to financial risks (credit risk, liquidity risk, foreign currency risk, interest rate risk,
and fuel price fluctuation risk) in the course of its operating activities, and has established risk management
policies and frameworks to mitigate these financial risks. The JAL Group also enters into derivativetransactions to avoid foreign currency risk or fuel price fluctuation risk, and does not carry out any speculativetransactions.
The JAL Group holds marketable securities for the purpose of building, maintaining and strengthening business
relationships and partnerships. Information on market price fluctuation risk is omitted because the risk isinsignificant.
(2)
Credit risk management
Credit risk is the risk that a counterparty to a financial asset will cause the JAL Group a financial loss byfalling to discharge a contractual obligation.
Pursuant to its Credit Control Rules, the JAL Group regularly assesses the credit status of each major customer
while managing the due dates and balances of receivables from them. The JAL Group determines whether or
not the credit risk has increased significantly, taking into consideration the passage of time, adverse changes inthe debtor’s business circumstances or financial condition, and other factors. Objective evidence indicating asignificant increase in credit risk includes a default or the debtor’s serious financial difficulties.
In addition, the impact of derivative transactions that the JAL Group has entered into on credit risk is limited
because such transactions are only with highly creditworthy financial institutions.
The JAL Group has no excessive credit risk concentrated on a specific counterparty or a group to which thecounterparty belongs.

- 80 -

The carrying amount of financial assets presented in the consolidated financial statements represents the
maximum exposure to credit risk of financial assets held by the JAL Group.
The JAL Group’s exposure to credit risk (before deduction of allowance for doubtful accounts) for eachcategory of receivables is as follows:・Category 1: Receivables other than the receivables in Categories 2 and 3・Category 2: Receivables from customers etc., whose payments have been delayed for a considerable time・Category 3: Receivables the recoverability of which has been deemed particularly doubtful as the delay inpayment is due to the debtor’s significant financial difficulty etc., rather than temporary cash
demandTrade and other
Other financial assets
receivables
Items recorded asallowance for doubtful
accounts in the sameamount as the lifetime
expected credit losses

Credit-impaired
financial assets

Millions of yen

Millions of yen

Category 1

173,445－

Category 2

405－

Category 3

5,724

12,811

179,575

12,811

Total

Guarantees outstanding presented in Note “7. Notes to consolidated statement of financial position (4)Contingent liabilities” represent the maximum exposure to credit risk of guarantees provided by the JAL
Group.
The JAL Group determines allowance for doubtful accounts based on customer creditworthiness and thecollection status of receivables from customers.
The JAL Group records allowance for doubtful accounts on trade receivables that do not contain a significant
financing component by group of trade receivables with similar credit risk at an amount equal to the lifetime
expected credit losses. The amount is determined by multiplying the carrying amount of similar tradereceivables by the provision rate, which reflects forecasts of future economic conditions and othercircumstances in the historical credit loss rate of such assets.
As a general rule, the JAL Group records allowance for doubtful accounts on other receivables on which it
determines credit risk has not increased significantly at an amount equal to the 12-month expected credit
losses. The amount is determined by multiplying the carrying amount of other receivables by the provisionrate, which reflects forecasts of future economic conditions and other circumstances in the historical credit loss
rate of such assets.
However, the JAL Group records allowance for doubtful accounts on assets on which it determines credit risk
has increased significantly and credit-impaired financial assets at an amount equal to the lifetime expectedcredit losses. The amount is determined by the difference between the carrying amount of such assets and theindividually calculated recoverable amount of them after reflecting forecasts of future economic conditions in
the counterparty’s financial condition.
When collection of all or portion of receivables is considered impossible or extremely difficult, it is deemed to
be a default.
When delinquency of a debtor is caused not by temporary fund requirement but primarily by significant
financial difficulty of the debtor, and the collectability of receivables is considered to be of particular concern,such financial assets are deemed to be credit-impaired.
When it is evident that the amount of such financial assets cannot be collected in the future, the JAL Group
writes it off and reduces the corresponding amount of allowance for doubtful accounts.
Changes in allowance for doubtful accounts recorded by the JAL Group are as follows.

- 81 -

March 31, 2023

Trade and otherreceivables

Other financial assets

Items recorded asallowance for doubtful
accounts in the sameamount as the lifetime
expected credit losses

Credit-impaired
financial assets

Millions of yen

Millions of yen

6,136

3,803

Increase

607

523

Decrease

(192)

(4)

March 31, 2024

6,551

4,322

Significant changes in trade and other receivables during the current fiscal year have a negligible impact onchanges in the allowance for doubtful accounts.
(3)
Liquidity risk management
Liquidity risk is the risk that the JAL Group becomes unable to repay financial liabilities for debts on the duedate.
The JAL Group manages liquidity risk by preparing repayment funds in a timely manner and continuously
monitoring its cash flow plan and results. In addition, the Company has entered into commitment line
agreements with three counterparty financial institutions for the purpose of ensuring liquidity to brace itself foran emergency, and some of its consolidated subsidiaries have also entered into commitment line agreements.
(4)
Foreign currency risk management
As the JAL Group operates in countries other than Japan, fluctuations in foreign exchange rates mainly thoseof the U.S. dollar significantly influence its operating performance.
To mitigate foreign currency risk, the JAL Group uses foreign currency revenues to offset foreign currency
expenses, and enters into foreign currency hedging transactions to purchase aircraft fuel and flight equipment
whose prices are closely linked to the U.S. dollar. As a result, the JAL Group deems exposure to foreign
currency risk minimized.
(5)Interest rate risk management
The JAL Group needs to make significant capital investments, such as the purchase of flight equipment. To
meet funding needs for these investments, the JAL Group may procure funds from financial institutions orcapital markets. The disclosure of a sensitivity analysis for interest rate risk is omitted because althoughfluctuations in interest rates affect funding costs borne by the JAL Group, such impact is immaterial.
The JAL Group monitors interest rates in the market.
(6)
Fuel price fluctuation risk management
The JAL Group is exposed to the risk of fluctuations in aircraft fuel payments arising from fuel price volatility.
To mitigate fuel price fluctuation risk, the JAL Group enters into commodity derivative transactions, andcharges a fuel surcharge to partly cover the impact of higher fuel prices. As a result, the JAL Group deems
exposure to fuel price fluctuation risk minimized.
2. Matters concerning the fair value of financial instruments
The inputs to valuation techniques used to measure fair value are classified into either of the following inaccordance with the observability in the markets.
Level 1:
Level 2:
Level 3:

Quoted (unadjusted) prices in active markets for identical assets or liabilities
Inputs that are observable for the asset or liability, either directly or indirectly, other thanquoted prices included within Level 1
Inputs that are not based on observable market data

- 82 -

(1)Method of fair value measurement

The methods of measurement of the fair value of financial instruments are as follows.
(Cash and cash equivalents, trade and other receivables, trade and other payables, and current interest-bearing
liabilities)
The carrying amounts are used as fair value of these assets, given that the fair value is almost the same as the
carrying amounts, as they are mostly settled in a short time.
(Other financial assets and other financial liabilities)
The fair value of equity financial instruments traded in active markets is measured based on quoted prices atthe end of each reporting period. Meanwhile, the fair value of equity financial instruments for which an active
market does not exist is measured using valuation techniques based on quoted prices of comparable
companies. The fair value of investments in investment limited partnerships is measured at the amountequivalent to the equity interest in the properties of such partnerships.
The fair value of derivatives is measured based on observable inputs, such as exchange rates, obtained fromcounterparty financial institutions.
(Non-current interest-bearing liabilities)
The fair value is measured at the present value of future cash flows discounted at an interest rate assumed if
similar contracts were newly executed.
(2)
Financial instruments measured at amortized cost
The carrying amount and fair value of financial instruments measured at amortized cost are as follows.
Financial instruments measured at fair value, those whose carrying amount closely approximates to the fairvalue and those not significant are not included in the table below:
Carrying amount

Fair value

Millions of yen

Millions of yen

Financial liabilities measured atamortized costNon-current
Bonds payable
Long-term borrowings
Total(Note)

258,732
469,415
728,148

255,241475,901
731,142

The fair values of bonds payable and other non-current interest-bearing liabilities are classified as Level 2 and Level3, respectively.

- 83 -

(3)Financial instruments measured at fair value
The hierarchy of fair value of financial instruments measured at fair value is as follows:
Level 1

Level 2

Level 3

Total

Millions of yen

Millions of yen

Millions of yen

Millions of yen

56,133–

41,292

97,426–––
16,162

15,069–15,06916,16256,133

16,16256,361

128,658

Derivative liabilities designated as hedges

–

592

–

592

Total

–

592

–

592

Assets:Financial assets measured at fair value throughother comprehensive income
SharesFinancial assets measured at fair value throughprofit or loss
Investments in investment limited partnerships
Derivative assets designated as hedges
Total
Liabilities:
Financial liabilities measured at fair value
through profit or loss

10. Notes on investment property
1. Matters concerning the status of investment property
The Group owns buildings (including land) for lease.
2. Matters concerning the fair value of investment property
Fair value 2,990 million yen(Note) The fair value at the end of the current fiscal year is the amount measured by the Group with reference tothe “Japanese Real Estate Appraisal Standards.”
In cases where there have been no material changes in a certain valuation amount (actual value or appraised value)or an index that is considered to appropriately reflect market prices since the time of acquisition from a third partyor the most recent valuation, the amount is based on the amount adjusted using such valuation amount or index.

11. Notes on per share information
1. Owners’ equity per share
2. Basic earnings per share

2,082.23 yen
218.61 yen- 84 -

12. Notes on revenue recognition
1. Information on breakdown of revenue

Segment

International (FSC)
Passenger
Cargo and mailBaggage
Sub-total
Domestic (FSC)
Passenger
Cargo and mailBaggage
Sub-total
Total revenues frominternational anddomestic operations(FSC)
Passenger(LCC)
Travel agency
Other
Total revenue
Revenue recognizedfrom contracts withcustomers
Revenue recognizedfrom other sources

Millions of yen

Internaltransaction
adjustment
Millions of yen

Millions of yen–––

622,399
110,133
1,556

–
–
–

–
–
–

734,090–734,090––551,026
23,234491
574,751––––

551,026
23,234491
574,751

–
–
–
–

–
–
–
–

1,308,841–

1,308,841––

67,335–67,335–––
138,757
1,514,934

120,836
115,508
236,345

120,836
254,266
1,751,280––(99,389)––
1,651,890

Airtransportation

OthersSub-total

Millions of yen

Millions of yen

622,399
110,133
1,556

Total

1,648,166
3,724(Notes) 1: Figures of segment revenue are those before elimination of intersegment transactions.
2: FSC refers to Full-service carrier.
3: Revenue recognized from other sources includes lease revenue based on IFRS 16, etc.

2. Basic information for understanding revenue
The JAL Group operates “air transportation business,” mainly of passenger and baggage, and cargo and mail inboth international and domestic routes, and “other business.”
Revenues arising from these businesses are recognized primarily in accordance with contracts with customers, andthere are no significant financing components in the contracts. All of consideration from contracts with customers
is reflected in transaction prices.
The JAL Group also operates a customer loyalty program called “JAL Mileage Bank.” Members of the JAL
Mileage Bank can earn miles through flights with the airlines or other services, and can redeem them with the
JAL Group or other partners’ services. Miles granted are deemed as performance obligations and recognized incontract liabilities. A transaction price is allocated to each performance obligation based on the ratio of thestand-alone selling price, taking into consideration usage proportion and miles expected to expire. The
transaction prices allocated to performance obligations under the mileage program are deferred as contract
liabilities in the consolidated statement of financial position, and are recognized as revenue in line with use of
the miles.

- 85 -

Air transportation businessIn the air transportation business segment, the JAL Group provides services related to the transport of“Passengers,” “Cargo and mail,” and “Baggage” by aircraft on domestic and international routes. The main
revenues are recognized at the time that the following performance obligations are satisfied.
Passenger
Passenger revenues are earned mainly from passenger transportation services using aircraft. The JAL Group
has the obligation to provide customers with international and domestic air transportation services according
to the Conditions of Carriage. The performance obligation is satisfied at completion of the passenger airtransportation service. The transaction price may fluctuate due to potential discounts on sales or payment of
incentives based on the amount of sales. In addition, consideration for transactions is generally received inadvance before the performance obligation is satisfied.
Cargo and mail
Cargo and mail revenues are earned mainly from air cargo and air mail handling operations. The JAL Grouphas obligations to provide international and domestic cargo and mail transportation services. The performanceobligation is satisfied at completion of cargo or mail air transportation. The amount of variable consideration
included in revenue is not significant. Consideration for a transaction is generally received within two monthsof completion of cargo or mail air transportation.
Baggage
Baggage revenues are earned mainly from baggage transportation services that accompany passenger
transportation on aircraft. The JAL Group has the obligation to provide customers with international anddomestic baggage transportation services. The performance obligation is satisfied at completion of baggage
air transportation. The amount of variable consideration included in revenue is not significant. Consideration
for a transaction is generally received on the day of baggage transportation.
Other
Other revenues are earned mainly from mileage award services excluding Mileage Award Tickets and fromcontract operation services related to air transportation, and the performance obligations for these services are
satisfied at completion of service.

Other“Other business” includes mainly the JAL Group’s planning and sales of tours utilizing air transportation, sales of
products through wholesale, retail, and other means, and a credit card business. Revenues from tour planning andsales and credit card business are mainly recognized over a certain period of time when the services are provided,and consideration for a transaction is mainly received in advance at a certain time before the performanceobligation is satisfied. Revenues from sales of products are recognized at the time of delivery of the products or at
the time of acceptance of the goods by the customer, and consideration for a transaction is mainly received at a
certain time after the performance obligation is satisfied.

- 86 -

3.
Information for understanding amount of revenue for the current fiscal year and from the following
fiscal year
(1)
Balance of receivables and contract liabilities, etc.
The breakdown of receivables from contracts with customers and contract liabilities is as follows:
At the beginning
At the end of theof the year
year
Millions of yen
Millions of yen
Receivables from contracts with
153,507
155,051
customers
Contract liabilities
316,873
368,916
Contract liabilities mainly comprise those associated with advance consideration received from customers for
air transportation contracts and travel contracts and such consideration is recognized as revenue at the time suchservices are provided; and those associated with unredeemed miles granted to customers when they use the JAL
Group’s air tickets, JAL credit cards, and services provided by partners of the JAL Group.
The balance of contract liabilities increased by 52,042 million yen during the fiscal year due to an increase in
the balance of the JAL Group’s air tickets.
Of revenue recognized in the fiscal year, the amount included in the balance of contract liabilities at the
beginning of the fiscal year was 228,475 million yen. The amount of revenue recognized from performanceobligations that were fulfilled (or partially fulfilled) in previous periods is not significant.
(2)
Transaction price allocated to the remaining performance obligations
The aggregate amount of the transaction price allocated to the remaining performance obligations was 368,916
million yen in the current fiscal year. The amount included contract liabilities associated with advanceconsideration received from customers who are expected to be provided with services in the future and those
associated with miles expected to be redeemed by customers in the future. Revenue will be recognizedprimarily over a period of three years or less according to the progress of service provision to customers.
(3)
Contract costs
The JAL Group has no assets recognized from incremental costs for obtaining contracts with customers or costs
incurred to fulfill contracts with customers. The JAL Group applies the practical expedient in Paragraph 94 of
IFRS 15 and recognizes the incremental costs for obtaining contracts as expense if the amortization period of
the assets to be recognized is one year or less.

- 87 -

Non-consolidated Balance Sheet
As of March 31, 2024

ASSETS

Amount(Millions of yen)
(Reference)
Amount of previous
fiscal year

I Current assets
Cash and time deposits
Accounts receivable
Flight equipment spare parts and supplies
Short-term prepaid expenses
Other current assets
Allowance for doubtful accounts
Subtotal

686,195
159,983
29,852
14,90893,612(36,782)
947,770

615,481
165,354
25,474
14,951
77,411(28,458)
870,215

II Fixed assets
Tangible fixed assets
Buildings, net
Structure, net
Machinery, equipment, net
Flight equipment, net
Vehicles, net
Tools, furniture and equipment
Land
Construction suspense account922,078
27,873242
9,441
735,055
2,864
9,382
747
136,470

848,993
29,015236
9,110
696,223
2,863
7,497
747
103,300

Intangible fixed assets
Software
Other intangible fixed assets

79,07979,075
4

71,886
71,8850401,938
74,09376,125
5,185
9,506
22,7609,558
3,121
189,602
29,084(17,099)
1,403,097
2,350,867

454,384
70,352
77,1505,185
8,651
25,427
10,885
13,747226,037
35,567(18,619)
1,375,264
2,245,480

Investments and other assets
Investments in securities
Investment securities in subsidiaries and associates
Corporate bonds of subsidiaries and associates
Investments in other securities of subsidiaries and associates
Long-term loans receivable
Long-term prepaid expenses
Prepaid pension costs
Deferred tax assets
Other investments
Allowance for doubtful accounts
Subtotal
Total assets- 88 -

Non-consolidated Balance Sheet
As of March 31, 2024

LIABILITIESAmountI Current liabilities
Accounts payable-trade
Short-term borrowings
Current portion of corporate bonds
Current portion of long-term borrowings
Accounts payable - other
Lease liabilities
Accrued income taxes
Accrued expenses
Contract liabilities
Deposits received
Air transport deposits received
Other current liabilities
Subtotal
II Non-current liabilities
Corporate bonds
Long-term borrowings
Lease liabilities
Accrued pension and severance costs
Reserve for loss on antitrust liabilities
Other non-current liabilities
Subtotal
Total liabilities(Millions of yen)
(Reference)
Amount of previous
fiscal year

159,412
162,429

146,626
140,783

10,00056,60914,787696
2,183
20,486
327,924
22,46331,746
2,934
811,674

10,00055,222
12,483480
2,150
18,173
289,591
18,71424,277
23,677742,180

260,000
395,342
3,563
70,641
4,284
48,347782,179
1,593,854

250,000
440,531
2,798
68,973
4,284
31,234
797,820
1,540,001

273,200

273,200

266,341
266,341

266,341
266,341

173,555
173,555

132,473
132,473

(408)
(408)
712,688

(408)
(408)
671,606

32,502
11,822
44,325757,0132,350,867

29,0104,862
33,872705,478
2,245,480

NET ASSETS
I Shareholders’ equity
Share capital
Capital surplus
Capital reserves
Total capital surplus
Retained earnings
Other retained earnings
Retained earnings brought forward
Total retained earnings
Treasury shares
Treasury shares
Total treasury shares
Total shareholders’ equity
II Valuation, translation adjustments and otherNet unrealized gain on other securities, net of taxes
Net unrealized gain on hedging instruments, net of taxes
Total valuation, translation adjustments and otherTotal net assets
Total liabilities and net assets- 89 -

Non-consolidated Statement of Income(April 1, 2023 – March 31, 2024)

1,361,281
1,107,618
253,663
159,984
93,678(Millions of yen)
(Reference)
Amount of previous
fiscal year
1,161,145
1,009,774
151,370
141,261
10,109Non-operating income
Interest income and dividend income
Foreign exchange gains
Other non-operating income
Non-operating expenses
Interest expense
Foreign exchange losses
Other non-operating expenses
Ordinary profit

24,981
14,182
6,120
4,677
16,037
10,645–
5,392
102,62148,923
10,340–38,583
15,577
10,468234
4,875
43,455Extraordinary gains
Insurance claim income
Compensation income
Reversal of reserve for loss on antitrust litigation
Other

21,792
19,971––
1,820

11,064
–
8,000
1,958
1,106

Extraordinary losses
Loss on retirement of aircraft
Compensation payment
Provision of allowance for doubtful accounts
Other

28,425
14,423
7,760
3,689
2,552

8,128
–
–
5,968
2,159

Profit before income taxes
Income taxes – current
Income taxes – deferred
Profit95,988(1,228)32,09965,117

46,392(3,595)
17,24732,740

AmountOperating revenues
Cost of operating revenues
Gross operating profit
Selling, general and administrative expenses
Operating profit- 90 -

Non-consolidated Statement of Changes in Net Assets(April 1, 2023 – March 31, 2024)(Millions of yen)
Shareholders’ equity
Capital Surplus
Retained earnings
Otherretainedearnings
Total
Total
Capitalretained
capitalRetainedreserves
earnings
surplusearnings
brought
forwardSharecapitalBalance at the end of
previous period

273,200

266,341

266,341

TreasurysharesTotalshareholders’equity(408)

671,606

132,473

132,473

Dividends of surplus(24,035)(24,035)(24,035)

Profit (loss)

65,117

65,117

65,117

Changes of items during
the period

Purchase of treasury
shares(0)(0)

Net changes of items
other than shareholders’equity during the period
Total changes during theperiod–––41,082

41,082(0)41,081

Balance at the end of theperiod273,200

266,341

266,341

173,555

173,555(408)

712,688- 91 -

Valuation, translation adjustments and other

Balance at the end of
previous period

Net unrealized
gain on othersecurities, net oftaxes

Net unrealized
gain on hedging
instruments, net of
taxes

Total valuation,translation
adjustments andother29,0104,862

33,872

Total net assets

705,478

Changes of items during
the period
Dividends of surplus(24,035)

Profit (loss)

65,117Purchase of treasury
shares(0)

Net changes of items
other than shareholders’equity during the period

3,492

6,959

10,452

10,452

Total changes during theperiod

3,492

6,959

10,452

51,534

Balance at the end of theperiod32,502

11,822

44,325757,013- 92 -

Notes to Non-Consolidated Financial Statements
1. Summary of significant accounting policies(1) Valuation of securities
Bonds held to maturity:
Amortized cost method
Investment securities in subsidiaries and associates
Cost method based on the moving-average method
Other securities (securities classified as such):
Securities other than shares, etc. that do not have a market price:
Evaluated at fair value according to market price, etc. on the date of financial
closing (the difference in market price is reported in as a component of net
assets, and the cost of securities sold is calculated by the moving-averagemethod.)Shares, etc. that do not have a market price:
Stated at cost based on the moving-average method or the amortized cost method
Investments in other securities of subsidiaries and associates:
Stated at cost based on the moving-average method
Contributions to limited liability partnerships engaged in investment businessand similar partnerships (contributions deemed as securities as per Article 2,
Paragraph (2) of the Financial Instruments and Exchange Act) are reported using
a method that treats the net amounts equivalent to the equity ownership portion
based on the latest available financial statements depending on the reporting datestipulated in the partnership agreement(2) Valuation principles and methods of inventories
Inventories are principally stated at cost based on the moving-average method (regarding balance sheet
values, however, they are calculated by a method that reduces carrying amount on the basis of declines in
profitability).
(3) Depreciation of fixed assets
Tangible fixed assets (excluding leased assets):
Straight-line method
Intangible fixed assets (excluding leased assets): Straight-line method
Leased assets
Leased assets in finance lease transactions that transfer ownership
We use the same method as the depreciation method applied to fixed assets owned by the Company.
Leased assets in finance lease transactions that do not transfer ownership
We use the straight-line depreciation method with the lease period as the useful life, and residual
value as zero.
(4) Accounting standards of provisions
Accrued pension and severance costs
Net periodic pension cost is accounted for based on the projected benefit obligation and the plan assets.
Actuarial gains and losses are amortized using the straight-line method over a period of 11 years from theperiod subsequent to the period in which they are incurred.
Past service cost is charged to expenses as incurred.
Allowance for doubtful accounts
Ordinary claims are accounted using the historical loan loss ratio and doubtful and other specified claims
are reported in amounts expected to unrecoverable considering the recoverability.
Reserve for loss on antitrust liabilities
To prepare for payment of court fees relating to a price cartel, an estimated amount of losses in the futureis recorded.
(5) Accounting standards for revenue
As its primary business, the Company provides passenger, cargo and mail, and baggage transportation
services using aircraft on international and domestic routes. Normally, the Company’s performanceobligations are satisfied and revenue is recognized at the time when air transportation service has been
completed.

- 93 -

(6) Hedge accounting
Gain or loss on derivatives designated as hedging instruments is deferred until the loss or gain on theunderlying hedged items is recognized.

2. Change of presentation(Non-consolidated statement of income)“Loss on valuation of investment securities,” which was separately presented as “Extraordinary losses” in theprevious fiscal year, is included in “Other” from the fiscal year under review because it is less than or equal to
10/100 of the total extraordinary losses. “Loss on valuation of investment securities” for the fiscal year underreview was 40 million yen.

3. Estimates in accounting
In preparing the non-consolidated financial statements, the management makes estimates based on assumptions
that affect the application of the JAL Group’s accounting policies and the reported amounts of assets, liabilities,
revenues and expenses. These estimates are based on the management’s best estimates reflecting historicalexperience and a variety of other factors that are considered to be reasonable at the end of the fiscal year. Actual
results in future, however, may differ from these estimates.
These estimates and underlying assumptions are reviewed/revised on an ongoing basis. The impact of the revision
is recognized in the period there were revised and future period.
Estimates of future business performance are based on the JAL Group’s Medium-term Management Plan. The
main assumptions built into estimates include demand forecasts for the period of the Medium-term Management
Plan as well as fuel prices, and forecasts of exchange rate related market fluctuations.
There are uncertainties in these assumptions, and they may impact the JAL Group’s future financial position andoperating results.
The management’s estimates that have a significant impact on the amounts recognized in the consolidated
financial statements are as follows:(1) Recognition of revenues
Revenues from air transportation are recognized in contract liabilities at collecting consideration, and thenrecognized in revenue at completion of air transportation services.
The sales of air tickets that will not be used for air transportation (unused air tickets that are about to expire)are recognized in revenue at an appropriate timing, taking into account the contractual terms of the air tickets
and historical trends.
The JAL Group also operates a customer loyalty program called “JAL Mileage Bank.” Members of the JAL
Mileage Bank can earn miles through flights with the airlines or other services, and can redeem them with the
JAL Group or other partners’ services.
The portion of granted miles that is expected to be redeemed by customers in the future is recognized as aperformance obligation. The stand-alone selling price is estimated with the composition ratio of services
selected by customers when using the miles taken into account; the transaction price is allocated on the basisof the ratio of the stand-alone selling price to the performance obligation. The transaction prices allocated toperformance obligations under the mileage program are recognized as contract liabilities and are recorded asrevenue in line with use of the miles.
As of the end of the current fiscal year, such contract liabilities amounted to 327,924 million yen.
(2) Depreciation expenses of flight equipment
In determining the useful life of each component, including flight equipment, aircraft engine components andcabin related assets, we calculate the depreciation expenses in consideration of their future estimatedeconomically useful life.
As of the end of the current fiscal year, flight equipment amounted to 735,055 million yen.
(3) Impairment of fixed assets
Regarding the target assets as of the end of the fiscal year (carrying amount: tangible fixed assets 922,078
million yen and intangible fixed assets 79,079 million yen), the Company examines whether events thatindicate a possibility of impairment of targeted assets present, and, if signs of impairment are present,considers whether or not to record an impairment loss with respect to the assets.
Since the Company recorded an operating profit in the fiscal year under review and expects to continue torecord an operating profit in the estimated future results, there is no indication of an impairment loss.

- 94 -

Regarding the impairment loss for the current fiscal year, the unit of asset grouping was changed for aircraft
parts that are to be sold or decommissioned, and the amount was reduced to the estimated recoverable amount.
(4) Recognition of deferred tax assets
The Company recognizes deferred tax assets within the limits that future deductible amounts and tax losses
brought forward can mitigate future tax burdens.
The Company applies the group totalization system, and judges recoverability of deferred tax assets with regard
to corporate taxes based on the future taxable income, etc., of the Group in total, and with regard to local taxes
based on the future taxable income, etc., of the Company. With regard to tax losses brought forward, the JAL
Group schedules the expected fiscal year and amount of deduction from tax losses brought forward based on
the estimate of future taxable income, etc., projected within the carryforward period, and records the amount
expected to be recovered as deferred tax assets.
As of the end of the current fiscal year, deferred tax assets amounted to 189,602 million yen.

4. Notes to non-consolidated balance sheet(1) All amounts of less than one million yen have been rounded down in the accounts.
(2) Accumulated depreciation for tangible fixed assets(3) Assets pledged as collateral and obligations secured by such collateral(Assets pledged as collateral)
Flight equipment
Investment securities in subsidiaries and associates
Corporate bonds of subsidiaries and associates
Long-term loans receivable
Investments in securities(Obligations secured by such collateral)
Current portion of long-term borrowings
Long-term borrowings

746,408 million yen

388,266 million yen
0 million yen
5,185 million yen
3,330 million yen
2,039 million yen
56,609 million yen
195,342 million yen

It is confirmed under general arrangements for transactions with financial institutions that for assets pledged ascollateral, when a default in the repayment of principal and/or payment of interest of the debt that became dueor other similar case has occurred, the financial institution can exercise its right to dispose of the assets pledged
as collateral and appropriate the proceeds from such disposal for repaying or offsetting the debt.
In addition, the assets pledged as collateral include assets for which revolving pledges have been establishedto secure debts of the following three companies, under the syndicated loan agreements concluded between
each company and financial institutions for the business that is the objective of each company’s establishment.
 Tokyo International Air Terminal Corporation (associate) Kyushu Kumamoto International Airport Co., Ltd.
 Hokkaido Airports Co., Ltd.
(4) Liabilities for guarantee, etc.
Liabilities for guarantee(Guarantee for bank loans, etc.)
B eleven, LLC
Hokkaido Air System Co., LTD.
Japan Air Commuter Co., LTD.
Other

12,076 million yen
4,743 million yen
980 million yen
1 million yen(Guarantee for lease liabilities)
Jetstar Japan Co., Ltd.

1,828 million yen(5) Monetary claims and liabilities to subsidiaries and associates
Short-term monetary claims
Short-term monetary liabilities
Long-term monetary claims
Long-term monetary liabilities- 95 -

92,153 million yen
216,282 million yen
26,670 million yen
1,856 million yen

5. Non-consolidated statement of income(1) All amounts of less than one million yen have been rounded down in the accounts.
(2) Total transactions with subsidiaries and associates
Operating revenues
Operating expense
Amount resulting from non-business transactions

89,997 million yen
355,042 million yen
43,232 million yen

6. Notes to non-consolidated statement of changes in net assets(1) All amounts of less than one million yen have been rounded down in the accounts.
(2) Total number of issued shares at the end of the current fiscal year
Total number of issued shares
Ordinary shares
437,143 thousand shares
Treasury shares
136 thousand shares

7. Tax effect accounting
Principal sources of deferred tax assets are tax loss brought forward and accrued pension and severance costs, etc.,
while principal sources of deferred tax liabilities are net unrealized gain on other securities, net of taxes, etc.

8. Transactions with related parties
Subsidiaries and associates, etc.

Attribute

Subsidiary

Subsidiary

Name

ZIPAIR Tokyo
Inc.

JAL
ENGINEERING
CO., LTD.

Percentage
of votingrightsholding or
being held(%)

Holding
direct100%

Holding
direct100%

Relations
Details oftransaction

AmountItem

Concurrently
serving, etc.

Businessrelations–

Codesharing,etc.

Borrowing andlending ofmoney(Note 1)–

Short-termborrowings

28,366

Consignmentofmaintenancerelatedoperations

Maintenance of
aircraft, engines
and equipment,
andmaintenancemanagement
operations(Note 2)

178,196

Accounts
payable- trade6,941–(millions ofyen)

Endingbalance(millionsof yen)Terms of transactions and method for determining them
(Notes) 1. Since these transactions are conducted under the cash management system operated by the JAL Group, the amount of transaction isomitted. Interest rate is reasonably determined in light of the market interest rate.
2. Contractual price is reasonably determined in light of the market price.

9. Notes on per share information(1) Net assets per share(2) Basic earnings per share

1,732.27 yen
149.01 yen

10. Notes on revenue recognition(Information forming the basis for understanding revenue)
This information is the same as the information provided in “12. Notes on revenue recognition” in the Notes toConsolidated Financial Statements.

- 96 -

Independent Auditor’s Report for the Consolidated Financial Statements

Independent Auditor’s Report
May 8, 2024
To the Board of Directors ofJapan Airlines Co., Ltd.
KPMG AZSA LLC
Tokyo Office
OTSUKA Toshihiro
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
TANAKA Atsushi
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
ARIYOSHI Masaya
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
OpinionPursuant to Article 444, Paragraph (4) of the Companies Act, we have audited the consolidated financial
statements, which comprise the consolidated statement of financial position as of March 31, 2024, and theconsolidated statement of profit or loss, the consolidated statement of changes in equity and the related notes ofJapan Airlines Co., Ltd. for the 75th fiscal year from April 1, 2023 to March 31, 2024.
In our opinion, the consolidated financial statements referred to above, are pursuant to accounting standards
under which a part of the disclosures required under International Financial Reporting Standards are omitted as
stipulated in the second sentence of Article 120, Paragraph 1 of the Regulation on Corporate Accounting, andpresent fairly, in all material respects, the financial position and the results of operations of Japan Airlines Co.,
Ltd. and its consolidated subsidiaries for the period.
Rationale for the Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibility
with respect to auditing standards is described in “Auditor’s Responsibility in Auditing the Consolidated
Financial Statements.” We are independent of the Company and its consolidated subsidiaries in accordance withthe ethical requirements that are relevant to our audit of the consolidated financial statements in Japan, and wehave fulfilled our ethical responsibilities in accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Other Information
The other information consists of the business report and its supplementary schedules. Management is
responsible for preparing and disclosing the other information. The Audit and Supervisory Board Members andthe Board of Corporate Auditors are responsible for overseeing the execution of duties by the Directors indesigning and operating the financial reporting process of the other information.
The other information does not fall under the scope of our opinion on the consolidated financial statements, andwe express no opinion on the other information.
Our responsibility in auditing the consolidated financial statements is to read through the other information and,in the course of reading, consider whether there are any material differences between the other information andthe consolidated financial statements or our knowledge obtained in the course of our audit, and to pay attention
to whether there are any other signs of material errors in the other information in addition to such material
differences.
If, based on the work we have performed, we determine that there are material errors in the other information,
we are required to report that fact.
We have nothing to report with respect to the other information.

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Management, Audit and Supervisory Board Members and the Board of Corporate Auditors’
Responsibility for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements
pursuant to accounting standards under which a part of the disclosures required under International Financial
Reporting Standards are omitted as stipulated in the second sentence of Article 120, Paragraph 1 of theRegulation on Corporate Accounting, and for such internal control as management determines is necessary toenable the preparation of consolidated financial statements that are free from material misstatements, whether
due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing whether it isappropriate to prepare the consolidated financial statements with the assumption of a going concern, and fordisclosing, as necessary, matters related to going concern pursuant to accounting standards under which a partof the disclosures required under International Financial Reporting Standards are omitted as stipulated in thesecond sentence of Article 120, Paragraph 1 of the Regulation on Corporate Accounting.
Audit and Supervisory Board Members and the Board of Corporate Auditors are responsible for overseeing the
Directors’ performance of duties within the maintenance and operation of the financial reporting process.
Auditor’s Responsibility in Auditing the Consolidated Financial Statements
Our responsibilities are to obtain reasonable assurance about whether the consolidated financial statements as awhole are free from material misstatement, whether due to fraud or error, and to express our opinion on the
consolidated financial statements in an auditor’s report based on our audit from an independent point of view.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the decisions of users of these consolidated financial statements.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment andmaintain professional skepticism throughout the audit process to perform the following:

Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform
audit procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of
the auditor. Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In making those risk assessments, we consider internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, while the audit objective of the consolidated financial
statements is not for the purpose of expressing an opinion on the effectiveness of the entity’s internal
control.



Evaluate the appropriateness of accounting policies used by management and their method of application,
as well as the reasonableness of accounting estimates made by management and related notes thereto.

Conclude on the appropriateness of preparing the consolidated financial statements with the assumption ofa going concern by management, and based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the entity’s ability to continue as agoing concern. If we conclude that a material uncertainty exists, we are required to draw attention in our
auditor’s report to the notes to the consolidated financial statements or, if the notes to the consolidated
financial statements on material uncertainty are inadequate, to express an opinion with exceptive items on
the consolidated financial statements. Our conclusions are based on the audit evidence obtained up to thedate of our auditor’s report. However, future events or conditions may cause the entity to cease to continue
as a going concern.



Evaluate whether the presentation of the consolidated financial statements and notes to the consolidated
financial statements are pursuant to accounting standards under which a part of the disclosures required
under International Financial Reporting Standards are omitted as stipulated in the second sentence ofArticle 120, Paragraph 1 of the Regulation on Corporate Accounting, as well as evaluate the presentation,
structure, and content of the consolidated financial statements, including the related notes thereto, andwhether the consolidated financial statements fairly present the underlying transactions and accounting
events.

Obtain sufficient and appropriate audit evidence regarding the financial information of the Company andits consolidated subsidiaries to express an opinion on the consolidated financial statements. We areresponsible for the direction, supervision and performance of the audit of the consolidated financial
statements. We remain solely responsible for our audit opinion.

We report to the Audit and Supervisory Board Members and the Board of Corporate Auditors regarding, among
other matters, the planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit process, and other matters required by auditing
standards.

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We also provide the Audit and Supervisory Board Members and the Board of Corporate Auditors with astatement that we have complied with relevant ethical requirements in Japan regarding independence, and tocommunicate with them all relationships and other matters that may reasonably be deemed to bear on our
independence, and where applicable, actions taken to eliminate threats or safeguards applied to reduce threatsto an acceptable level.
Interest
Our firm and engagement partners have no interest in the Company and its consolidated subsidiaries whichshould be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

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Independent Auditor’s Report for the Non-consolidated Financial Statements

Independent Auditor’s Report
May 8, 2024
To the Board of Directors ofJapan Airlines Co., Ltd.
KPMG AZSA LLC
Tokyo Office
OTSUKA Toshihiro
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
TANAKA Atsushi
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
ARIYOSHI Masaya
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
OpinionPursuant to Article 436, Paragraph (2), Item (i) of the Companies Act, we have audited the non-consolidated
financial statements, which comprise the non-consolidated balance sheet as of March 31, 2024, and the nonconsolidated statement of income, the non-consolidated statement of changes in net assets and the related notes,
and the supplementary schedules (hereinafter the “non-consolidated financial statements, etc.”) of Japan
Airlines Co., Ltd. for the 75th fiscal year from April 1, 2023 to March 31, 2024.
In our opinion, the non-consolidated financial statements, etc. referred to above present fairly, in all material
respects, the financial position and the results of operations of Japan Airlines Co., Ltd. for the period, for which
the non-consolidated financial statements, etc. were prepared, in accordance with accounting principles
generally accepted in Japan.
Rationale for the Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibility
with respect to auditing standards is described in “Auditor’s Responsibility in Auditing the Non-consolidated
Financial Statements, etc.” We are independent of the Company in accordance with the ethical requirementsthat are relevant to our audit of the non-consolidated financial statements, etc. in Japan, and we have fulfilled
our ethical responsibilities in accordance with these requirements. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion.
Other Information
The other information consists of the business report and its supplementary schedules. Management is
responsible for preparing and disclosing the other information. The Audit and Supervisory Board Members andthe Board of Corporate Auditors are responsible for overseeing the execution of duties by the Directors indesigning and operating the financial reporting process of the other information.
The other information does not fall under the scope of our opinion on the non-consolidated financial statements,
etc., and we express no opinion on the other information.
Our responsibility in auditing the non-consolidated financial statements, etc. is to read through the otherinformation and, in the course of reading, consider whether there are any material differences between the otherinformation and the non-consolidated financial statements, etc. or our knowledge obtained in the course of ouraudit, and to pay attention to whether there are any other signs of material errors in the other information in
addition to such material differences.
If, based on the work we have performed, we determine that there are material errors in the other information,
we are required to report that fact.
We have nothing to report with respect to the other information.

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Management, Audit and Supervisory Board Members and the Board of Corporate Auditors’
Responsibility for the Non-consolidated Financial Statements, etc.
Management is responsible for the preparation and fair presentation of the non-consolidated financial statements,
etc. in accordance with accounting principles generally accepted in Japan, and for such internal control as
management determines is necessary to enable the preparation of the non-consolidated financial statements, etc.
that are free from material misstatements, whether due to fraud or error.
In preparing the non-consolidated financial statements, etc., management is responsible for assessing whether
it is appropriate to prepare the non-consolidated financial statements, etc. with the assumption of a going
concern, and in accordance with accounting principles generally accepted in Japan, for disclosing, as necessary,matters related to going concern.
Audit and Supervisory Board Members and the Board of Corporate Auditors are responsible for overseeing the
Directors’ performance of duties within the maintenance and operation of the financial reporting process.
Auditor’s Responsibility in Auditing the Non-consolidated Financial Statements, etc.
Our responsibilities are to obtain reasonable assurance about whether the non-consolidated financial statements,
etc. as a whole are free from material misstatement, whether due to fraud or error, and to express our opinion
on the non-consolidated financial statements, etc. in an auditor’s report based on our audit from an independent
point of view. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the decisions of users of these non-consolidated
financial statements, etc.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment andmaintain professional skepticism throughout the audit process to perform the following:

Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform
audit procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of
the auditor. Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In making those risk assessments, we consider internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, while the audit objective of the non-consolidated
financial statements, etc. is not for the purpose of expressing an opinion on the effectiveness of the entity’s
internal control.

Evaluate the appropriateness of accounting policies used by management and their method of application,
as well as the reasonableness of accounting estimates made by management and related notes thereto.

Conclude on the appropriateness of preparing the non-consolidated financial statements, etc. with theassumption of a going concern by management, and based on the audit evidence obtained, whether amaterial uncertainty exists related to events or conditions that may cast significant doubt on the entity’s
ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the notes to the non-consolidated financial statements, etc. or, if
the notes to the non-consolidated financial statements, etc. on material uncertainty are inadequate, toexpress an opinion with exceptive items on the non-consolidated financial statements, etc. Our conclusions
are based on the audit evidence obtained up to the date of our auditor’s report. However, future events orconditions may cause the entity to cease to continue as a going concern.



Evaluate whether the presentation of the non-consolidated financial statements and notes to the nonconsolidated financial statements are pursuant to accounting standards generally accepted in Japan, as well
as evaluate the presentation, structure, and content of the non-consolidated financial statements, including
the related notes thereto, and whether the non-consolidated financial statements fairly present theunderlying transactions and accounting events.

We report to the Audit and Supervisory Board Members and the Board of Corporate Auditors regarding, among
other matters, the planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit process, and other matters required by auditing
standards.
We also provide the Audit and Supervisory Board Members and the Board of Corporate Auditors with astatement that we have complied with relevant ethical requirements in Japan regarding independence, and tocommunicate with them all relationships and other matters that may reasonably be deemed to bear on our
independence, and where applicable, actions taken to eliminate threats or safeguards applied to reduce threatsto an acceptable level.
Interest
Our firm and engagement partners have no interest in the Company which should be disclosed pursuant to theprovisions of the Certified Public Accountants Act of Japan.
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Audit Report of the Board of Corporate Auditors

Audit Report
Based on the audit reports prepared by Audit and Supervisory Board Members with regard to the performanceof duties by the Directors of Japan Airlines Co., Ltd. (the “Company”) for the 75th fiscal year from April 1,
2023 to March 31, 2024, the Board of Corporate Auditors of the Company prepares this audit report after
deliberation and reports as follows:
1. Auditing methods used by Audit and Supervisory Board Members and the Board of Corporate Auditors,
and details of audit(1) The Board of Corporate Auditors specified auditing policies, assigned duties to each Audit andSupervisory Board Member, and received reports from each Audit and Supervisory Board Member on
the status of implementation and results of audit, and it also received reports from Directors, etc. andaccounting auditors on the status of their duties and asked them for explanation as necessary.
(2) All Audit and Supervisory Board Members executed their audits in conformity with the Standard for
Audit and Supervisory Board Members established by the Board of Corporate Auditors and in accordancewith the audit policy, audit plan, etc. while endeavoring to collect information and establish audit
environment and maintaining proper communication with Directors, internal audit staff and other
employees through using the Internet, etc. as well as face-to-face meetings and in-person inspections.
1) Audit and Supervisory Board Members attended the meetings of the Board of Directors and otherimportant meetings of the Company, received reports from Directors and employees, etc. on the status
and results of the execution of their duties and asked them for explanations as necessary, reviewed
important approval documents, etc. and conducted investigation on the status of business operations
and assets related to Head Office and at major offices. Also, Audit and Supervisory Board Members
have maintained good communications and exchanged information with Directors, Audit andSupervisory Board Members and others of the subsidiaries of the Company and asked the subsidiaries
for reports on their business conditions as per need.
2) Audit and Supervisory Board Members periodically received reports, sought explanations as necessary
and made opinions, regarding the contents of the resolution by the Board of Directors regarding theestablishment of a system as stipulated in Article 100 (1) and (3) of the Regulation for Enforcement of
the Companies Act as necessary for ensuring that the performance of duties by the Directors conforms
to the laws and regulations and the Articles of Incorporation, as well as for ensuring an appropriatenessof operations of a corporate organization consisting of a stock company and its subsidiaries, and theinternal control system established based on said resolution.
3) Audit and Supervisory Board Members have also monitored and verified whether the accounting
auditors maintain independence and properly implement audit, received from the accounting auditors
reports on the execution of their duties and asked them for explanations as necessary. In addition, Audit
and Supervisory Board Members were informed of the arrangement of the “System for ensuring thatthe duties are executed appropriately” (matters stipulated in the items of Article 131 of the Regulation
on Corporate Accounting) in accordance with “Standards for the Quality Control of Audits” (BusinessAccounting Council, November 16, 2021) from the accounting auditors and requested explanations asnecessary. Also, Audit and Supervisory Board Members have cooperated with the KPMG AZSA LLC,
Accounting Auditor, on key audit matters, received reports regarding the status of their audits and also
requested explanations as necessary.
Based on the methods mentioned above, we have reviewed the business report and its supplementary schedules,
the non-consolidated financial statements (balance sheet, statement of income, statement of changes in net assets
and notes to non-consolidated financial statements) and their supplementary schedules and the consolidated
financial statements (consolidated statement of financial position, consolidated statement of profit or loss,
consolidated statement of changes in equity and notes to consolidated financial statements).

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2. Audit Results(1) Results of audit of the business reports, etc.
1) We confirm that the business reports and supplementary schedules thereto present fairly the situationof the Company in accordance with relevant laws and regulations and the Company’s Articles ofIncorporation.
2) We found no wrongful act or material fact in violation of law or regulations or in violation of theCompany’s Articles of Incorporation with respect to the performance of duties by the Directors.
3) We confirm that resolutions of the Board of Directors on the internal control system are proper. We
found no matter to be pointed out concerning either the descriptions in the business report or the
performance of duties by the Directors with respect to the internal control system.
(2) Result of audit of non-consolidated financial statements and supplementary schedules thereto
We confirm that the auditing methods used and results of KPMG AZSA LLC, Accounting Auditor, areproper and correct.
(3) Result of audit of consolidated financial statements
We confirm that the auditing methods used and results of KPMG AZSA LLC, Accounting Auditor, areproper and correct.
May 10, 2024
The Board of Corporate Auditors of Japan Airlines Co., Ltd.
Audit and Supervisory Board Member
Audit and Supervisory Board Member
Outside Audit and Supervisory Board Member
Outside Audit and Supervisory Board Member
Outside Audit and Supervisory Board Member- 103 -KITADA Yuichi (Seal)KIKUYAMA Hideki (Seal)
KAMO Osamu (Seal)
KUBO Shinsuke (Seal)
OKADA Joji (Seal)