For the Fiscal Year Ended September 30, 2021

Annual Select® 2021

Open House Group Co., Ltd.
2-4-1 Marunouchi, Chiyoda-ku, Tokyo(Securities Code: 3288)

Corporate Profile
Open House Co., Ltd. changed its trading name to Open House Group Co., Ltd. (hereinafter the “Company”) on
January 1, 2022. At the same time, it completed an absorption-type company split by separating its businessdivisions into another company to become a pure holding company.
The Company and its 35 subsidiaries and associates (32 consolidated subsidiaries and 3 equity method affiliate;
hereinafter collectively with the Company, the “Group”) are engaged in the following businesses:(1) Single-family homes related businessIn the single-family homes related business, the Group has established an integrated system from purchase ofland and construction to brokerage and sales in order to consistently ensure a stable and efficient supply ofaffordable single-family homes in urban areas.
(2) Condominiums businessIn the condominiums business, the Group is engaged in the development and sale of newly-built condominiums.
We develop and offer compact condominiums targeted principally at single- or two-person households, whichshow a high preference for condominiums, in convenient and valuable locations mainly in urban areas in Tokyo
metropolitan, Nagoya and Fukuoka areas.
(3) Property resale businessIn the property resale business, the Group is engaged in the purchase, management and sale of real estate forinvestment. We mainly purchase income-generating real estate properties such as small office buildings andrental condominiums in Tokyo metropolitan area and, after increasing their asset value through such means as
leasing and renovation, resell them to wealthy individuals and operating companies as real estate for investment.
(4) Others
In others segment, the Group is mainly engaged in the U.S. real estate business, through which we sell U.S. realestate properties and offer related services, including consulting, property management and financial services, towealthy class of customers residing in Japan.
(5) PRESSANCE CORPORATIONPRESSANCE CORPORATION Co., Ltd. (hereinafter “PRESSANCE CORPORATION”) is engaged in theplanning, development and sale of studio apartments (for rent for single persons for investment) andcondominiums for families (for family use).
This segment operates its business mainly in Kansai, Tokai, Kanto, and Okinawa areas. PRESSANCECORPORATION engages mainly in the planning and development of condominiums and the sales of studioapartments. PRESSANCE JYUHAN Co., Ltd. engages in sales agency in condominiums for families and the salesof single-family homes. PRESSANCE REALTA Co., Ltd. engages in the brokerage, purchases, and sales ofsecondhand properties. SANRITSU PRECON Co., Ltd. engages in the sales of condominiums for families in
Tokai area. Besides real estate sales, PRESSANCE CORPORATION engages in rental management business forstudio apartments (tenant placement and rent collection on behalf of owners) and rental business (rental of
condominiums held by PRESSANCE CORPORATION). PRESSANCE COMMUNITY Co., Ltd. engages mainlyin the building management for condominiums sold by PRESSANCE CORPORATION.
Note: PRESSANCE CORPORATION is listed on the First Section of the Tokyo Stock Exchange.

I. Summary of Selected Financial Data (Consolidated)
Fiscal year

21st business
term

22nd business
term

23rd businessterm

24th businessterm

25th business
termYear end

Sept. 2017

Sept. 2018

Sept. 2019

Sept. 2020

Sept. 2021

Net sales(Millions of yen)

304,651

390,735

540,376575,951

810,540

Ordinary profit(Millions of yen)

36,13146,052

54,92877,357

97,590

Profit attributable toowners of parent(Millions of yen)

24,79731,80639,40759,491

69,582Comprehensive income(Millions of yen)

24,89432,09638,54058,812

74,483

Net assets(Millions of yen)

83,379113,486

138,067

233,695

347,143

Total assets(Millions of yen)

256,736

393,367

445,904

569,038

879,913

Net assets per share(Yen)

743.60960.22

1,246.15

1,855.66

2,329.72

Earnings per share (EPS)(Yen)

221.71285.08351.22525.36552.40

Diluted earnings per
share (Diluted EPS)

(Yen)

220.38282.88349.11522.37550.41Equity ratio

(%)

32.3

27.0

30.9

41.0

33.4

Return on equity (ROE)

(%)

33.8

33.6

32.3

32.1

26.4

(Times)

8.86

9.82

7.33

7.23

11.98

(Millions of yen)(799)

(10,017)

14,344

48,79350,123(Millions of yen)

(1,337)(12,582)(4,800)(24,054)

23,541(Millions of yen)

25,181

50,696

7,186

59,43040,588(Millions of yen)

90,910118,978

135,345219,218

334,506

1,522

2,263

2,642

2,876

4,087

(173)

(248)

(240)

(242)

(286)

Price earnings ratio
Net cash provided by(used in) operating
activities
Net cash provided by(used in) investing
activities
Net cash provided by(used in) financing
activities
Cash and cash
equivalents at end of
periodNumber of employees(Average number of
temporary employees)(Persons)

Notes: 1. Net sales do not include consumption and other taxes.
2. Starting with the 23rd business term, the Group has applied ASBJ Statement No. 28 “Partial Amendments to
Accounting Standard for Tax Effect Accounting” and ASBJ Guidance No. 28 “Implementation Guidance on Tax
Effect Accounting.” Accordingly, the figures for the 22nd business term represent results after retrospectively applying
the said accounting standard and guidance.
3. Starting with the 23rd business term, the Group has applied ASBJ Statement No. 29 “Accounting Standard for
Revenue Recognition” and ASBJ Guidance No. 30 “Implementation Guidance on Accounting Standard for Revenue
Recognition.” Accordingly, the figures for the 23rd business term represent results after applying the said standard.
4. The number of employees represents the number of persons in employment (excluding individuals seconded form theGroup (the Company and its consolidated subsidiaries) to companies outside the Group and including individuals
seconded from companies outside the Group to the Group), and the average number of temporary employees(including temporary employees staffed from staff agencies) for each fiscal year is excluded from the number of
employees and shown in parentheses.
The Group temporarily employs individuals planned to be regularly employed in April to provide them with training
before they formally join the Group. However, they are not included in the average number of temporary employees
above.
5. The Company conducted a 2-for-1 stock split of common stock with an effective date of October 1, 2019. Net assets
per share, EPS and Diluted EPS were calculated assuming the stock split was conducted at the beginning of the 21stbusiness term.

1-II. CEO Message
Consolidated financial results for the fiscal year ended September 30, 2021
Record high net sales and income for the ninth consecutive year
As for the consolidated financial results for the fiscal year ended September 30, 2021, the Group achieved
significant growth with net sales of 810.5 billion yen (up 40.7% year on year) and ordinary income of 101.1 billion
yen (up 62.7% year on year). In particular, net sales jumped at once from 575.9 billion yen for the previous fiscal
year to 810.5 billion yen, reflecting three upward revisions of financial forecasts from the initially forecasted net
sales of 634.0 billion yen.
The strong performance was mainly driven by the strong net sales from the single-family homes related business of
446.9 billion yen (up 17.7% year on year).
The demand for single-family homes has been high in urban areas where the number of households is increasing
due to the rising prices and declining supply of newly-built condominiums, which started several years ago.
In addition, the spread of the new lifestyle under the COVID-19 pandemic has brought more attention to
single-family homes as they better meet needs such as for securing a working place to work from home. As aresult, sales of single-family homes remained strong.
In January 2021, the Company acquired shares of PRESSANCE CORPORATION, accounting for 64.45% of theaggregate number of voting rights, and converted it to a consolidated subsidiary. As a result, PRESSANCECORPORATION has contributed to the consolidated financial results of the Company from the second quarter ofthe fiscal year ended September 30, 2021 onwards.

Mid-term Business Plan
“Ikouze 1 cho, 2023!” - “Jump to 1 trillion, 2023!”
Toward the achievement of the management targets set by the Mid-term Business Plan “Ikouze 1 cho, 2023!” “Jump to 1 trillion, 2023!” (from October 2020 to September 2023), the Group raised the net sales target for the
fiscal year ending September 30, 2023, the final year of the Plan, by 250.0 billion yen from 800.0 billion yen
announced in November 2020 to 1.05 trillion yen through two upward revisions.
Solid demand is expected for real estate for actual use, which is handled by the single-family homes related
business (our core business) and the condominium business. In addition, real estate for investment, which ishandled by the property resale business and the U.S. real estate business in others segment, is also expected tobenefit from sustained demand on the back of the continued easy monetary policy. In such a business environment,
the Group will aim to achieve balanced growth through portfolio management that consists of both real estate for
actual use and real estate for investment.

Initiatives for the fiscal year ending September 30, 2021
We aim to achieve net sales of 920.0 billion yen.
In the fiscal year ending September 30, 2022, the Group aims to achieve net sales of 920.0 billion yen (up 13.5%
year on year) by further expanding its businesses in all segments, centered on the single-family homes related
business.

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In the single-family homes-related business, we will increase our market share in the existing Tokyo metropolitan,
Nagoya and Fukuoka areas while expanding our business into Kansai area. We will also aim at continued growthof the business by taking advantage of the Group’s strength of the integrated system from land purchase toconstruction and sales while strengthening cooperation with group companies.
In the condominiums business, we will strive to return to growth, especially of condominiums with compact roomlayouts targeted at single- or two-person households in convenient locations in urban areas.
In the property resale business, as the demand for income-generating real estate properties is expected to be strong
against the backdrop of the continued easy monetary policy, we will aim to continue to achieve further growth.
In the U.S. real estate business in others segment, we will strengthen the sales of secondhand single-family homes
and other properties in the U.S. to Japanese corporations and wealthy individuals as pure investment products
mainly for diversified asset allocation.
PRESSANCE CORPORATION will focus on the development of studio apartments in the Tokyo metropolitan
area as well as its existing areas including Kansai area, leveraging the ample real estate information collected by
the Group.
Through the above initiatives, we once again aim to achieve record high net sales and income for the tenthconsecutive year in the fiscal year ending September 30, 2021.

Shareholder return
The Company planned to pay a year-end dividend of 62 yen per share for the fiscal year ended September
2021.
Based on the plan mentioned above, the full-year dividend for the fiscal year ended September 30, 2021 is 112 yen
per share (consisting of an interim dividend of 50 yen per share and a year-end dividend of 62 per share), an
increase of 32 yen per share from the previous fiscal year. The payout ratio increased by 5.1 percentage points fromthe previous fiscal year to 20.3%.
Furthermore, the Company plans to pay a full-year dividend of 124 yen per share (of which an interim dividendof 62 yen per share) for the fiscal year ending September 30, 2022.
Open House Group will make an all-out effort to achieve further growth. Therefore, we sincerely ask ourshareholders for their continued and further support for the Group.

Masaaki Arai, President & CEO, Open House Group Co., Ltd.

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III. Management’s Analysis and Discussion of Financial Position,
Operating Results and Cash Flows(1) Overview of operating results, etc.
The overview of the Group’s financial position and operating results for the fiscal year ended September 30,
2021 is as follows:(i) Financial position and operating resultsa. Financial position(a) Assets
As of September 30, 2021, the Group posted total assets of 879,913 million yen, a year-on-year increase of
310,874 million yen.
This was mainly due to an aggregate increase of 190,842 million yen in real estate for sale and real estate for salein process including the increase resulting from the conversion of PRESSANCE CORPORATION to a
consolidated subsidiary in January 2021 and an increase in cash and deposits of 118,503 million yen.
(b) Liabilities
Total liabilities amounted to 532,769 million yen, a year-on-year increase of 197,426 million yen.
This was mainly due to an aggregate increase of 165,898 million yen in short-term borrowings, long-termborrowings (including current portion of long-term borrowings), and bonds payable and an increase in advances
received of 11,422 million yen.
(c) Net assets
Net assets amounted to 347,143 million yen, a year-on-year increase of 113,447 million yen.
This was mainly due to an increase in retained earnings of 58,201 million yen and the recognition of
non-controlling interests of 52,782 million yen.

b. Operating results
For the fiscal year ended September 30, 2021, the Group posted net sales of 810,540 million yen (up 40.7%
year on year), operating profit of 101,103 million yen (up 62.7 %), ordinary profit of 97,590 million yen (up26.2%) and profit attributable to owners of parent of 69,582 million yen (up 17.0%).
The overview of operating results by segment is as follows:(Single-family homes related business)
In the single-family homes related business, net sales stood at 446,959 million yen (up 17.7% year on year),and operating profit increased significantly to 62,294 million yen (up 53.1 %).
This was mainly due to the strong sales driven by rising demand for single-family homes in urban areas as thenumber of customers requiring working place at home increased under the new lifestyle spreading amid the
COVID-19 pandemic.
(a) Brokerage (Open House)
In July 2021, the Company opened Shimokitazawa Sales Center in Setagaya-ku, Tokyo and Kashiwa Sales
Center in Kashiwa-shi, Chiba Prefecture. As such, with 57 sales centers in six prefectures, namely Tokyo,
Kanagawa Prefecture, Aichi Prefecture, Saitama Prefecture, Fukuoka Prefecture and Chiba Prefecture, wehave striven to strengthen our sales capabilities.
As a result, the number of brokerage transactions increased steadily to 8,474 (up 22.1% year on year).

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(b) Sale of single-family homes in urban areas (Open House Development)
The results by type of sale are as follows:
Type of sale

Net sales(Millions of yen)

Number of units

YoY increase(%)

Newly built-for-sale house

3,396

138,732

18.9

Land

3,088

128,171

18.6

Built-to order house

1,814

26,618

12.7

Other

－

638

－

Total

－

294,160

18.2(c) Built-to order house (Open House Architect)
In addition to steady growth in built-to-order houses for built-for-sale housing corporations in the Tokyo
metropolitan area, the number of built-to-order houses entered into by the Group has also grown.
As a result, net sales including intra-group transaction stood at 57,800 million yen (up 4.1% year on year).
(d) Sale of single-family homes in quasi-urban areas (HAWK ONE)The Group focuses on the sale of newly built-for-sale houses, especially in quasi-urban areas in the Tokyo
metropolitan area. Sales remained strong driven by rising demand for single-family homes on the back of the
COVID-19 pandemic.
As a result, net sales stood at 105,329 million yen (up 20.9% year on year).

(Condominiums business)
In the condominiums business, the Group offers newly-built condominiums for sale in urban areas inTokyo’s 23 wards, Aichi Prefecture and Fukuoka Prefecture.
In response to the land price hikes in Tokyo’s 23 wards, we restrained purchases. As a result, the segment
results fell short of those for the previous fiscal year, although they were in line with the plan.
As a result, net sales stood at 46,676 million yen (down 19.8% year on year), and operating profit amounted
to 6,507 million yen (down 32.3%).
The results by type of sale are as follows:
Type of sale

Net sales(Millions of yen)

Number of units

YoY increase(%)

Sale of condominiums

1,081

46,471(19.8)

Other

－

205

－

Total

－

46,676(19.8)(Property resale business)
In the property resale business, the effect of COVID-19 on real estate for investment has been insignificant.
The segment sales grew steadily, backed by strong demand for properties such as rental condominiums andoffice buildings to be purchased for investment by operating companies and wealthy individuals who are target
customers of the Group.
As a result, net sales stood at 122,718 million yen (up 9.4% year on year), and operating profit amounted to
12,285 million yen (up 17.2%).

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(Others)
In others segment, despite the temporary decline in investment appetite for U.S. real estate due to the tax
reform related to overseas real estate announced at the end of 2019, the demand for diversified asset investment
recovered, and segment results remained strong.
As a result, net sales stood at 44,848 million yen (up 72.7% year on year), and operating profit amounted to5,232 million yen (up 126.1%).

(PRESSANCE CORPORATION)PRESSANCE CORPORATION focused on selling condominiums for investment and condominiums forfamilies in good locations in Kinki area (its main sales area), Tokai and Chukyo areas, and the Tokyo
metropolitan area, as well as in the downtown areas of regional hub cities including Okinawa.
As a result, net sales stood at 149,337 million yen (year-on-year change is not presented as this segment has
been newly established in the fiscal year ended September 30, 2021 following the conversion of PRESSANCECORPORATION to a consolidated subsidiary), and operating profit amounted to 16,502 million yen(year-on-year change is not presented for the same reason as above).

(ii) Cash flows
Cash and deposits (hereinafter “net cash”) as of September 30, 2021 increased by 115,288 million yen year on
year to 334,506 million yen.

(Cash flows from operating activities)
Net cash provided by operating activities amounted to 50,123 million yen (compared to net cash provided of
48,793 million yen in the previous fiscal year).
This was mainly due to profit before income taxes of 101,970 million yen, which was more than offset byincome taxes paid of 30,819 million yen and an increase in inventories of 24,945 million yen.

(Cash flows from investing activities)
Net cash provided by investing activities amounted to 23,541 million yen (compared to net cash used of
24,054 million yen in the previous fiscal year).
This was mainly due to proceeds from the purchase of shares of subsidiaries resulting in change in scope of
consolidation of 35,256 million yen, which was more than offset by an aggregate purchase of property, plantand equipment and investment securities of 9,431 million yen.

(Cash flows from financing activities)
Net cash provided by financing activities amounted to 40,588 million yen (compared to net cash provided of
59,430 million yen in the previous fiscal year).
This was mainly due to net cash provided of 52,354 million yen from the sum of repayments of borrowings,
proceeds from borrowings, and proceeds from issuance of bonds, which was more than offset by dividends paidof 11,330 million yen.

-6-(2) Results of production, orders received and sales(i) Results of production
As the Group’s production results are approximately the same as the results of sales, for details, refer to“Results of sales.”(ii) Results of orders received
The status of orders received for built-to order houses during the fiscal year ended September 30, 2021 is asfollows:
Orders received(Millions of yen)

YoY change

Single-family homes related business

75,532

PRESSANCE CORPORATION

120,480

Segment

Order backlog(Millions of yen)

YoY change
(%)

24.3

52,87227.4－

85,457－(%)

Notes: 1. The above figures do not include consumption and other taxes.
2. The information on segments other than the above is omitted as the nature of services offered through suchsegments is not fit to describe the status of orders received.

(iii) Results of sales
For details of the results of sales, refer to the description of operating results by segment in “(1) Overview ofoperating results, etc.”(3) Management’s analysis and discussion of operating results, etc.
Management’s recognition, analysis and discussion of the Group’s operating results, etc. are as follows.
Any forward-looking statements in the following discussion are based on the judgment of management as of
September 30, 2021.

(i) Recognition, analysis and discussion of financial position and operating results
a. Recognition, analysis and discussion of operating results, etc.
During the fiscal year ended September 30, 2021, the Japanese economy continued to face challenging
circumstances. In particular, personal consumption was weak primarily in the service sector due to the effect of
the state of emergency declaration, which lasted for a prolonged period to control COVID-19 infection. On theother hand, capital expenditures, housing construction, and the manufacturing sector are picking up. In addition,
consumer sentiment has shown signs of recovery in response mainly to the progress of vaccine rollout anddecreases in the number of COVID-19 infection cases.
In the real estate industry, in which the Group operates, the national average standard land prices of bothcommercial and residential areas continued to fall for the second year in a row according to the land price survey
conducted in 2021. On the other hand, land prices of both commercial and residential areas are rising in theTokyo metropolitan area and Nagoya area. In addition, rising land prices are increasingly observed in wider
areas particularly in scarce residential areas in urban centers or residential areas providing convenienttransportation access.
Under such business environment, the Group worked to achieve the management targets set by the Mid-term
Business Plan “Ikouze 1 cho, 2023!” - “Jump to 1 trillion, 2023!” (from the fiscal year ended September 30,
2021 to the fiscal year ending September 30, 2023). In the fiscal year ended September 30, 2021, the core
single-family homes related business benefitted from the continuation of strong demand for single-family-7-homes arising from the needs for securing a working place at home to prepare for teleworking as part of the newlifestyle. In addition, with the conversion of PRESSANCE CORPORATION to a consolidated subsidiary inJanuary 2021, the Group achieved a significant growth in operating results.

b. Analysis of operating results(a) Net sales
Net sales for the fiscal year ended September 30, 2021 increased by 234,588 million yen year on year to810,540 million yen (up 40.7% year on year).
This was mainly because the net sales from the single-family homes related business increased by 67,302
million yen to 446,959 million yen (up 17.7%) and net sales increased by 149,337 million yen as a result of theconversion of PRESSANCE CORPORATION to a consolidated subsidiary in January 2021.
(b) Cost of sales, gross profit
Cost of sales for the fiscal year ended September 30, 2021 increased by 173,586 million yen year on year to655,224 million yen (up 36.0% year on year), while gross profit increased by 61,002 million yen to 155,315
million yen (up 64.7%). Gross profit margin increased by 2.8 percentage points to 19.2% (compared to 16.4%
in the previous fiscal year).
This was mainly due to the increase in gross profit margin by 3.5 percentage points to 19.5% (16.0% for theprevious fiscal year) driven by the strong sales from the single-family homes related business and increases incost of sales and gross profit by 119,913 million yen and 29,424 million yen, respectively, as a result of theconversion of PRESSANCE CORPORATION to a consolidated subsidiary.
(c) Selling, general and administrative expenses, operating profit
Selling, general and administrative expenses increased by 22,028 million yen year on year to 54,211 million
yen (up 68.4% year on year) while selling, general and administrative expense ratio increased by 1.1
percentage points to 6.7% (compared to 5.6% in the previous fiscal year).
This was mainly due to the effect of the profit structure of PRESSANCE CORPORATION with a gross profit
margin of 19.7% and a selling, general and administrative expense ratio of 8.7%, which improved the overallprofitability of the Group following the conversion of PRESSANCE CORPORATION to a consolidated
subsidiary.
Operating profit increased by 38,974 million yen year on year to 101,103 million yen (up 62.7%). Meanwhile,
operating income margin increased by 1.7 percentage points to 12.5% (compared to 10.8% in the previous
fiscal year).
(d) Non-operating income and expenses, ordinary profit
Non-operating income decreased by 15,883 million yen year on year to 2,473 million yen (down 86.5% year
on year), while non-operating expenses increased by 2,857 million yen year on year to 5,986 million yen (up91.3%).
This was mainly due to an increase in share of profit of entities accounted for using equity method of 17,786
million yen and an increase in non-operating expenses of 1,459 million yen in the previous fiscal year as a resultof the conversion of PRESSANCE CORPORATION to an equity-method affiliate in April 2020.
As a result, ordinary profit increased by 20,232 million yen year on year to 97,590 million yen (up 26.2% year
on year). In addition, ordinary income margin decreased by 1.4 percentage points to 12.0% (compared to13.4% in the previous fiscal year).

-8-(e) Extraordinary income or loss, profit attributable to owners of parent
Extraordinary income or loss consists of a gain on bargain purchase of 15,475 million yen and a loss on step
acquisitions of 11,095 million yen, both of which arose from the conversion of PRESSANCE CORPORATION
to a consolidated subsidiary.
As a result, profit attributable to owners of parent increased by 10,090 million yen year on year to 69,582
million yen (up 17.0% year on year). In addition, ratio of profit to net sales decreased by 1.7 percentage points
to 8.6% (compared to 10.3% in the previous fiscal year).
(ii) Objective indicators to assess the achievement of management policies, strategies and targets
The Group formulated the Mid-term Business Plan “Ikouze 1 cho, 2023!” - “Jump to 1 trillion, 2023!” (fromOctober 2020 to September 2023). In formulating the Plan, we initially set the net sales target at 800.0 billion
yen for the fiscal year ending September 30, 2023, the final year of the Plan. However, we raised the target by
250.0 billion yen to 1.05 trillion yen through two upward revisions, reflecting the strong business progress forthe fiscal year ended September 30, 2021. In terms of capital policy, we maintain the initial targets of ROE of
20.0%, equity ratio of 30.0%, and dividend payout ratio of 20.0% or more. The financial results and the progressstatus against the targets for the fiscal year ended September 30, 2021, the first year of the Mid-term Business
Plan, are as follows:
Net sales were 810,540 million yen (achievement rate of 127.8% against the initial target of 634,000 million);
operating profit was 101,103 million yen (146.5% against 69,000 million yen); ordinary profit was 97,590
million yen (139.4% against 70,000 million yen); profit attributable to owners of parent was 69,582 million yen(139.2% against 50,000 million yen); ROE was 26.4% (exceeding the target by 6.4 percentage points); equity
ratio was 33.4% (exceeding the target by 3.4 percentage points); and dividend payout ratio was 20.3%(exceeding the target by 0.3 percentage points), exceeding the targets in all indicators.
(iii) Capital resources and funding liquidity
The Group’s capital requirements are primarily to fund the acquisition of commercial land and properties,
construction works, investments to expand its business and working capital in each segment.
The resources of these funds include shareholders’ equity, interest-bearing debt through borrowings fromfinancial institutions and the issuance of corporate bonds as well as cash flows from operating activities. Besides
that, the Group strives to secure a wide range of funding means suitable for various uses of funds.
(iv) Significant accounting policies and estimates
The Group’s consolidated financial statements are prepared in accordance with accounting principles
generally accepted in Japan. In preparing these consolidated financial statements, the Group makes estimatesand assumptions that affect reported amounts of assets and liabilities at the balance sheet date and those ofincome and expenses during the reporting period. With respect to these estimates, the Group makes estimatesby making assumptions and gathering information based on historical experience and other factors consideredreasonable under the circumstances. However, actual results may differ from these estimates due to theuncertainty inherent in these estimates.

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IV. Mid-term Business Plan
“Ikouze 1 cho, 2023!” - “Jump to 1 trillion, 2023!”
In order for the Group to grow continuously, based on the core single-family homes related business, towardachieving the net sale target of 1 trillion yen for the fiscal year ending September 30, 2023, the final year of the
Mid-term Business Plan “Ikouze 1 cho, 2023!” - “Jump to 1 trillion, 2023!,” we worked to further increase ourmarket shares in existing business areas, including Tokyo metropolitan, Nagoya and Fukuoka areas, as well as
expanded the single-family homes related business to tap into the Kansai region.
In other business areas, in order to achieve synergy with PRESSANCE CORPORATION, we will integrate theGroup’s strong purchasing power in the Tokyo metropolitan area with PRESSANCE CORPORATION’s
planning and sales capabilities to develop a business line of new condominiums for investment in the Tokyo
metropolitan area. Besides that, we will also proactively pursue M&As opportunities and make strategic
investments, and develop our new business, the real estate fund business which primarily manages residential
properties.
Major initiatives for achieving the Mid-term Business Plan
Strategies

Major initiatives- Continued growth based on single-family
homes business- Further expansion of shares in existing areas- Single-family homes business to tap into Kansai region- Synergies with PRESSANCE CORPORATION- Develop a business line of new condominiums forinvestment in the Tokyo metropolitan area

- M&A Strategic Investment- Proactive M&A and strategic investments- New Business- Develop a real estate fund business primarily managing
residential properties- 10 -

V. Shifting to Holding Company Structure
By the Board of Directors meeting held on November 12, 2021, the Company resolved to transfer the
single-family homes related business and other businesses, which the Company operates, to Open House
Preparatory Company Co., Ltd., a wholly-owned subsidiary of the Company (established on April 1, 2021, andscheduled to change its trading name to Open House Co., Ltd. on January 1, 2022; hereinafter the “Successor
Company”), through a company split, for the transition to a pure holding company, and the Company
concluded an absorption-type company split agreement with the Successor Company on November 12, 2021.
After the absorption-type company split, the Company is scheduled to amend its Articles of Incorporation andchange its trading name to Open House Group Co., LTD. on January 1, 2022.

Background and Purpose
The Company has pursued “Housing desired by customers” since its foundation in 1997 as an intermediarycompany for the purchase and sale of newly-built single-family homes. In order to provide affordable housing
in urban areas, the Company established Open House Development Co., Ltd. and established an integrated
business model covering activities from the purchase of land to construction and sales, which had been
unprecedented in the housing industry. Subsequently, with the aim of supplementing the construction functionand expanding areas, the Company has strengthened its competitiveness in its mainstay single-family homes
related business utilizing M&As with Open House Architect Co., Ltd. (formerly named Asakawa Home Co.,
Ltd.) and HAWK ONE CORPORATION.
The Company has also worked on building its business portfolio in the light of a changing external
environment. This includes the condominiums business, which develops and sells new condominiums; theproperty resale business, which purchases and sells real estate for investment; and, a business that sells usedsingle-family homes in the US to wealthy investors in Japan who are interested in investing in overseas realestate.
In November 2020, the Company announced in its Mid-term Business Plan (from October 2020 to September2023) that it would aim for sales of 1 trillion yen in the final fiscal year. Currently, the Company is promoting
efforts that include continuous growth centering on the single-family homes related business, M&As, and new
initiatives. In addition, PRESSANCE CORPORATION (Securities code: 3254) was made a consolidated
subsidiary in January 2021. The Company has decided to shift to a holding company structure in order toestablish a management foundation that supports the further enhancement of corporate value and theachievement of sustainable growth with the following aims.
1. Speeding up decision making in business promotion
Each operating company will be responsible for promoting existing businesses. The Company will
move forward with the transfer of authority and establish a system that enables us to make speedy
decisions in promoting businesses, thereby strengthening our competitiveness and expanding businesses
in response to a rapidly changing environment.
2. Strengthening the functions for managing the group
The holding company will focus on managing the group and operations related to listed shares.
Besides internal audits, investor relations, management of performance and finances of the groupcompanies, and creation of synergies, the Company will also promote implementation of capital policies
required for growth and new business development needed for the group’s growth, such as M&As.
3. Building a forward-looking management system
The Group aims to maximize corporate value across the Group and achieve sustainable growth byestablishing a forward-looking management system, in order to optimally allocate management resources,
secure and develop managerial personnel, and improve group governance.

- 11 -

VI. Sustainability
Approach to sustainability efforts
The Group promotes “sustainable efforts” aiming to contribute to realizing a sustainable society through its
business activities while achieving sustainable corporate growth. Guided by the Group’s corporate philosophy of“Committed to pursuing ‘Houses that customers want’ honestly and constantly,” the Group is working to createshared value, which means to pursue both social and business value, in practice by providing single-family
homes in urban areas at an affordable price so that ordinary working people can have houses in urban areas. The
Group also identifies material issues based on the stakeholders’ interest as well as the Group’s priority andmoves forward with initiative to address such issues.

ESG

Material Issues

Environment

Environmental conservation

Product safety and security,
Promoting customer
satisfaction

Talent development
SocialWork-style reforms

Supply chain management

GovernanceCompliance- 12 -

Relevant SDGs

VII. Corporate Governance[Information about corporate governance, etc.](1) [Overview of corporate governance](i) Basic approach to corporate governance
Under the Group’s corporate philosophy of “Committed to pursuing ‘Houses that customers want’ honestly
and constantly,” the Company aims to be a real estate company needed by society. To this end, we believethat it is important to make efforts to establish and improve our organizational structure to ensure theappropriateness of organizational management and thereby establish an organizational foundation to achieve
the Group’s sustainable growth and maximization of corporate value in the medium- to long-term. Based onsuch recognition, the Company discloses the “Basic Policy on Corporate Governance,” which was formulated
to set forth its basic approach to and policy on corporate governance.
Regarding this policy as the Group’s highest code of corporate governance, the Company will manage its
business based on this policy, while fully taking into account the purpose and background of the Corporate
Governance Code.
(ii) Overview of corporate governance structure and reasons for adoption of this structure(a) Overview of corporate governance structure

General Meeting of Shareholders
Election and removal

Nomination Advisory Committee

Election and removalElection and removal

Audit
Cooperation

Consultation/recomm

Board of Directors

Cooperation

Audit &
Supervisory Board

President & CEO

Cooperation
ReportingDirection
Internal audit

Risk Management
Committee

Consultation

Business departments andsubsidiaries
AdviceCorporate lawyer

Reporting

Audit

Direction

Executive officers

Cooperation

Internal Audit
OfficeDirection

Reporting

Reporting

Legal Department

Appointment and dismissal

Reporting

ReportingAccounting Auditor

endation
Reporting

The Company’s corporate governance structure is as follows:<Board of Directors and Executive Officer system>
With Masaaki Arai, President & CEO, as the Chairman, the Board of Directors of the Company consists of a
total of nine Directors, of which six are internal Directors (Masaaki Arai, Kazuhiko Kamata, Kotaro
Wakatabi, Hitoshi Imamura, Ryosuke Fukuoka and Hiroshi Munemasa) and three are Outside Directors- 13 -

(Hitoshi Ishimura, Yuko Omae and Maoko Kotani). As a management decision-making body, the Board of
Directors deliberates and makes decisions on management policies and other important management mattersbased on the Board of Directors Rules, and supervises the execution of duties by Directors. In addition toregular meetings held once a month, the Board of Directors holds meetings as needed and has lively
discussions over various issues related to the Company’s business activities.
The Company’s Articles of Incorporation limit the number of Directors to the minimum necessary from theperspective of pursuing swift decision-making and full management function of the Board of Directors
simultaneously. The Board of Directors helps management make quick and drastic decisions based on such astructure.
The Company also adopts the Executive Officer system to increase flexibility and efficiency in bothmanagement decision-making and business execution and delegates business execution to Executive Officers.
Executive Officers are responsible for practical execution of business in accordance with basic management
policies and business plans resolved by the Board of Directors.

<Audit & Supervisory Board>
With Koichi Matsumoto, Full-time Audit & Supervisory Board Member, as the Chairman, the Audit &Supervisory Board consists of three Outside Audit & Supervisory Board Members (Koichi Matsumoto, Yuzo
Toyama and Mieko Hosaka), and, in addition to regular meetings held, in principle, once a month, holds
meetings as needed. Among the members, two Audit & Supervisory Board Members (Koichi Matsumoto andYuzo Toyama) are Outside Audit & Supervisory Board Members with extensive knowledge and insight into
finance and accounting as well as a wealth of experience as auditors. Such member composition ensures anobjective and neutral supervisory structure.
In accordance with audit policies and plans drawn up and formulated by the Audit & Supervisory Board at the
beginning of the fiscal year, Audit & Supervisory Board Members conduct audits of the execution of duties byDirectors from a standpoint independent from Directors through their attendance at the Board of Directors’
meetings and interviews with Directors and other officers on the status of business operations. Throughinformation exchange, shared recognition and cooperation with the Internal Audit Division and Accounting
Auditor, the Audit & Supervisory Board also strives to strengthen its auditing function by supplementing
operational audits and accounting audits.
Further, the Audit & Supervisory Board assesses the appropriateness of the Accounting Auditor in accordancewith the “Standards for Appointment and Evaluation of Accounting Auditor,” and determines the details of a
proposal concerning matters including the election of the Accounting Auditor to be submitted at a general
meeting of shareholders.

<Nomination Advisory Committee>
With Hitoshi Ishimura, Outside Director, as the Chairman, the Nomination Advisory Committee consists ofsix members, including all three Audit & Supervisory Board Members and Outside Directors of the Company.
The Nomination Advisory Committee deliberates matters related to the Group’s corporate governance,
including the selection of officers and Executive Officers, and supplements the Board of Directors’decision-making from an objective and neutral standpoint that keeps a certain distance from businessexecution, in order to contribute to enhancing the corporate governance of the entire Group.

<Internal Audit Division>
The Internal Audit Division (four staff members), which is placed directly under the President, conducts
internal audits on the legality and appropriateness of the operation of internal systems and business executions- 14 -

in all aspects of management, in accordance with an internal audit plan and other such documents drawn up
and formulated at the beginning of the fiscal year.
In principle, the Internal Audit Division conducts internal audits of all departments of the Group and reports
the results to each Group company’s President & Representative Director and departments subject to theaudits. The Internal Audit Division also gives improvement instructions to departments subject to the audits
and monitors their improvement on an ongoing basis. Furthermore, the Internal Audit Division strives tostrengthen its internal audit function by supplementing internal audits through information exchange, sharedrecognition and cooperation with Audit & Supervisory Board Members and the Accounting Auditor.
<Accounting Auditor>
The Company has appointed Deloitte Touche Tohmatsu LLC as its Accounting Auditor, and certified public
accountants (CPAs) from the auditing firm conduct audits in a fair manner under the Companies Act and the
Financial Instruments and Exchange Act of Japan. Additionally, CPAs from the said auditing firm also
conduct accounting audits of the Company’s significant subsidiaries.
The Accounting Auditor reports the audit plans and audit results to the Audit & Supervisory Board andInternal Audit Division as needed to ensure cooperation within the three-way audit system in which the Audit& Supervisory Board, Internal Audit Division and Accounting Auditor mutually cooperate each other.

(b) Reasons for adoption of this structure
The Company believes that swift decision-making is especially important in appropriately adapting to thebusiness environment surrounding the Group and consistently enhancing its corporate value. The Company
adopts the current corporate governance structure from the perspective of ensuring the transparency andfairness of management by establishing an objective and neutral management monitoring function while
enabling flexible decision-making by taking into account the Group’s business size and business plans.

(2) [Remuneration for officers](i) Matters related to determination of the remuneration amount for officers or the calculation method(a) Details of the policy on determining the remuneration amount for officers or the calculation method andthe determination method thereof
At its meeting held on February 12, 2021, the Board of Directors of the Company set the policy on
determining the details of remuneration of individual Directors. With regard to remuneration of individual
Directors for the fiscal year under review, the Board of Directors has confirmed that the procedure fordetermining the details of remuneration, and such details thereby determined were consistent with thepolicy.
a.

Remuneration for Directors
Remuneration of Directors consists of monetary remuneration and share-based remuneration. From theperspective of their role and independence, Outside Directors are not evaluated based on theirperformance for the determination of the amount of monetary remuneration paid to them. Share-based
remuneration is not paid to Outside Directors and Audit & Supervisory Board Members.
In order to strongly motivate Directors to achieve financial targets for every single fiscal year, we adopt a
policy to make flexible and fluid decisions concerning the monetary remuneration using indicators,
consolidated ordinary profit and consolidated profit, for the previous fiscal year, taking into account thedetails of Directors’ duties, the state of execution of their duties and their responsibilities.
As for the share-based remuneration, we adopt a policy to grant shares with a restriction on transfer(hereinafter “restricted shares”) to Directors every fiscal year with an aim to motivate them to further
contribute to increasing the Company’s corporate value over the medium- to long-term by sharing the- 15 -

benefits and risks of share price fluctuations with shareholders
The amounts of remuneration are determined upon resolution by the Board of Directors within the
maximum limit of the total amount resolved at a general meeting of shareholders.
b.

Remuneration for Audit & Supervisory Board Members
Remuneration for Audit & Supervisory Board Members consists of monetary remuneration.
The amount of remuneration is determined in discussions among Audit & Supervisory Board Members
within the maximum limit of the total amount resolved at a general meeting of shareholders.

(b) Policy on determining the remuneration amount for officers or the calculation method by position
The Company divides Directors into three categories - Director with specific title, full-time Director(excluding those with specific titles; the same applies hereinafter in this section) and part-time Director - andAudit & Supervisory Board Members into two categories - full-time Audit & Supervisory Board Member andpart-time Audit & Supervisory Board Member. The specific amounts of remuneration for officers are
determined within the predetermined maximum amount for each category.
In addition to monetary remuneration, share-based remuneration is paid to Directors with specific titles asnecessary. Meanwhile, monetary remuneration and share-based remuneration are paid to full-time Directors
whereas only monetary remuneration is paid to part-time Directors.

(c) Details of resolutions on remuneration for officers at general meetings of shareholdersa.

The followings are resolutions on remuneration for officers passed at past general meetings ofshareholders. The Company stipulates in its Articles of Incorporation that the number of Directors shallbe up to twelve.
i. The total amount of remuneration for Directors to be paid for a fiscal year was resolved to be up to
1,500 million yen per year (of which up to 200 million yen per year is for Outside Directors;
excluding employee’s salary portion) (24th Ordinary General Meeting of Shareholders held on
December 23, 2020).
ii. The total amount of monetary compensation claims to be paid as remuneration in restricted sharesfor Directors (excluding Outside Directors) was resolved to be set at up to 200 million yen per year,
separately from the amount resolved in i (21st Ordinary General Meeting of Shareholders held on
December 20, 2017).

b. The amount of remuneration for Audit & Supervisory Board Members was resolved to be up to 100
million yen per year at the 6th Ordinary General Meeting of Shareholders held on December 26, 2002.
In addition, the Company stipulates in its Articles of Incorporation that the number of Audit &Supervisory Board Members shall be up to four.

(ii) Remuneration amounts for officers(a) Total amount of remuneration by officer category, total amount of remuneration by type of remunerationand the number of eligible officers- 16 -

Officer category

Total
Total amount of remuneration by type of remuneration(Millions of yen)
Number ofamount ofeligible officers
remuneration
Base
Share-based
Retirement
Bonuses(Persons)(Millions of
remuneration remuneration
benefitsyen)

Director(excl. Outside Director)
Audit & Supervisory
Board Member(excl. Outside Audit &Supervisory Board
Member)

746

710

36

–

–

5

1

1

–

–

–

1

77

77

–

–

–

7

Outside officer
Notes:

1

The Board of Directors resolved to leave the decisions on remuneration for Directors for the fiscal year ended September 30, 2021,
including decisions on the total amount of remuneration and specific remuneration allocation” entirely to the Representative Director,
and these decisions are made based on the said resolution.
Specifically, the authority to determine the evaluation and allocation of remuneration to each Director based on businesses and operations
under his or her charge was delegated to the Representative Director because he is the most suitable person to evaluate each Director
while reviewing the performance of the Company as a whole from a high-level perspective.
The decisions on the remuneration for Audit & Supervisory Board Members are made in discussions among Audit & Supervisory
Board Members.
2. The target figures of the indicators used for calculating the monetary remuneration paid in the fiscal year ended September 30, 2021
were projected consolidated financial results for the same fiscal year, including ordinary profit of 70,000 million yen and profit of
50,000 million yen. Meanwhile, the consolidated financial results for the same fiscal year were ordinary profit of 97,590 million yen
and profit of 69,582 million yen.
3. Base remuneration consists of monetary remuneration, and share-based remuneration consists of restricted share-based remuneration.

(b) Total amount of consolidated remuneration by officer and type of remuneration

Name

Total
amount ofconsolidated Officer
remuneration category

Amount of consolidated remuneration by type of
remuneration (Millions of yen)Company
category(Millions ofyen)

MasaakiArai
Kazuhiko
KamataKotaroWakatabi

396 Director
177 Director
139 DirectorBaseremuneration

Restricted
share-based
remuneration

396

–

–

–

156

21

–

–

129

9

–

–

ReportingentityReportingentityReportingentityRetirement
benefits

Bonuses

Note: 1. The above table only includes those who received consolidated remuneration of 100 million yen or more.
2. Base remuneration consists of monetary remuneration, and share-based remuneration consists of restricted share-based remuneration.

- 17 -

VIII. Consolidated Financial Statements(1) Consolidated Balance Sheets(Millions of yen)
As of September 30, 2020

As of September 30, 2021

AssetsCurrent assets
Cash and deposits

219,227

337,731

620

1,929

Real estate for sale64,37290,402

Real estate for sale in process

172,914337,726

Operating loans

37,46336,878Other

12,787

26,421

Allowance for doubtful accounts

(262)

(362)

507,123

830,727

4,430

5,815

Accumulated depreciation(1,578)(2,079)Buildings and structures, net

2,851

3,735

－

15,479

Accumulated depreciation－(1,025)

Real estate for rent, net－

14,454

Land

1,778

2,418

Other

1,258

1,913

Accumulated depreciation(877)(1,223)

Other, net

381

689

5,010

21,297

3,080

3,031

Investment securities

47,255

13,171

Deferred tax assets

3,032

6,272

Other

3,529

5,430

Allowance for doubtful accounts

(18)

(18)

Total investments and other assets

53,79824,856

61,89049,185

Bond issuance costs

24－

Total deferred assets

24－

569,038

879,913

Trade accounts receivable

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

Real estate for rent

Total property, plant and equipment
Intangible assets
Investments and other assets

Total non-current assets
Deferred assets

Total assets- 18 -

(Millions of yen)
As of September 30, 2020

As of September 30, 2021

Liabilities
Current liabilities
Notes payable - trade

4,831

1,166

Trade accounts payable

17,52520,850－

4,713

103,930

104,684

242

242

Current portion of long-term borrowings

8,912

57,142

Income taxes payable

10,831

18,239Advances received

15,531

26,953

Guarantee deposits received

1,248

1,768

Provision for bonuses

2,773

3,655

998

1,039

9,889

15,781

176,713

256,237

Electronically recorded obligations - operating
Short-term borrowings
Current portion of bonds payable

Provision for warranties for completed construction
Other
Total current liabilities
Non-current liabilities
Bonds payable

847

10,605Long-term borrowings

157,347

264,502

Deferred tax liabilities－

121

Provision for share awards－

257

Retirement benefit liability

328

311

Asset retirement obligations

105

150

Other

－

583

158,628

276,532

335,342532,769

Share capital

19,741

19,939

Capital surplus

28,87729,068Retained earnings

186,047

244,248(0)(0)

234,666

293,256712Foreign currency translation adjustment(1,195)

540

Total accumulated other comprehensive income(1,188)552

Share acquisition rights

217

551

Non-controlling interests－

52,782

233,695

347,143

569,038

879,913

Total non-current liabilities
Total liabilities
Net assets
Shareholders’ equity

Treasury shares
Total shareholders’ equity
Accumulated other comprehensive income
Valuation difference on available-for-sale securities

Total net assets
Total liabilities and net assets- 19 -

(2) Consolidated Statements of Income and Consolidated Statements of Comprehensive
Income(Consolidated Statements of Income)(Millions of yen)
Fiscal year ended
September 30, 2020

Fiscal year ended
September 30, 2021

Net sales

575,951

810,540

Cost of sales

481,638

655,224

Gross profit

94,312

155,315

Selling, general and administrative expenses

32,18354,211

Operating profit

62,129101,103

Interest income

7017Dividend income

1

13

Rental income from buildings

148

149

Gain on sale of investment securities

109－

Foreign exchange gains－

437

17,786

1,395

240

458

18,356

2,473

－

1,362

2,298

3,118

Commission expenses

224

869

Share issuance costs

327

－

Other

278

635

3,128

5,986

77,357

97,590Gain on bargain purchase－

15,475

Total extraordinary income－

15,475

Loss on step acquisitions－

11,095

Total extraordinary losses－

11,095

Profit before income taxes

77,357

101,970

Income taxes - current

18,421

29,843

Income taxes - deferred

(555)

(611)

Total income taxes

17,86529,232

Profit59,49172,738－3,156

59,491

69,582Non-operating income

Share of profit of entities accounted for using equity
methodOther
Total non-operating income
Non-operating expenses
Loss on valuation of investment securities
Interest expenses

Total non-operating expenses
Ordinary profit
Extraordinary income

Extraordinary losses

Profit attributable to non-controlling interests
Profit attributable to owners of parent- 20 -

(Consolidated Statements of Comprehensive Income)(Millions of yen)
Fiscal year ended
September 30, 2020
ProfitFiscal year ended
September 30, 2021

59,49172,738(1)9Foreign currency translation adjustment

(663)

1,731

Share of other comprehensive income of entities
accounted for using equity method

(13)

3

Total other comprehensive income

(679)

1,744

58,812

74,48358,812

71,329－3,153

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

Comprehensive income
Comprehensive income attributable toComprehensive income attributable to owners ofparentComprehensive income attributable tonon-controlling interests- 21 -

(3) Consolidated Statements of Changes in Equity
Fiscal year ended September 30, 2020
(Millions of yen)
Shareholders’ equity
Share capital
Balance at beginning of period

Capital surplus

Retained earnings

Treasury shares

Total shareholders’equity134,629(8,806)138,263

4,234

8,206

15,32915,32930,658Issuance of new shares exercise of share acquisitionrights

137

137

275

Issuance of restricted shares

40

40

80

Changes during period
Issuance of new shares

Dividends of surplus(8,074)(8,074)

Profit attributable to ownersof parent

59,49159,491

Purchase of treasury shares
Disposal of treasury shares

5,164

(0)

(0)

8,806

13,970Net changes in items otherthan shareholders’ equity
Total changes during period

15,507

20,671

51,417

8,806

96,402

Balance at end of period

19,741

28,877

186,047(0)234,666

Accumulated other comprehensive income
Valuation difference
on available-for-salesecurities
Balance at beginning of period

8

Foreign currencytranslation adjustment(517)

Total accumulated
other comprehensive
income(508)

Share acquisition rights

312

Total net assets

138,067

Changes during period
Issuance of new shares

30,658Issuance of new shares exercise of share acquisitionrights275

Issuance of restricted shares

80

Dividends of surplus(8,074)

Profit attributable to ownersof parent

59,491

Purchase of treasury shares(0)

Disposal of treasury shares

13,970Net changes in items otherthan shareholders’ equity

(0)

(678)

(679)

(94)

(773)

Total changes during period

(0)

(678)

(679)

(94)

95,628

Balance at end of period

7(1,195)(1,188)217

233,695- 22 -

Fiscal year ended September 30, 2021
(Millions of yen)
Shareholders’ equity
Share capital

Capital surplus

Retained earnings

Total shareholders’

Treasury shares

equityBalance at beginning of
period19,741

28,877

186,047(0)234,666

151

151

302

46

46

93

Changes during period
Issuance of new shares exercise of shareacquisition rights
Issuance of restricted
sharesDividends of surplus(11,330)(11,330)

Profit attributable toowners of parent

69,582

69,582

Change in scope of
consolidation

(50)

(50)

Change in ownershipinterest of parent due totransactions with
non-controlling interests

(7)

(7)

Net changes in items otherthan shareholders’ equity
Total changes during period

197

190

58,201－

58,590

Balance at end of period

19,93929,068244,248(0)

293,256

Accumulated other comprehensive income

Balance at beginning of period

Valuationdifference on
available-for-sal
e securities

Foreign currencytranslation
adjustment

Total
accumulated
othercomprehensive
incomeShare acquisitionNon-controllingrightsinterests

7(1,195)(1,188)217－

Total net assets

233,695

Changes during period
Issuance of new shares exercise of share acquisitionrights302

Issuance of restricted shares

93

Dividends of surplus(11,330)

Profit attributable to ownersof parent

69,582

Change in scope of
consolidation
Change in ownershipinterest of parent due totransactions with
non-controlling interests

(50)

(7)

Net changes in items otherthan shareholders’ equity

4

1,736

1,741

333

52,78254,857

Total changes during period

4

1,736

1,741

333

52,782

113,447

Balance at end of period

12

540

552

551

52,782

347,143- 23 -

(4) Consolidated Statements of Cash Flows(Millions of yen)
Fiscal year ended
September 30, 2020

Fiscal year ended
September 30, 2021

Cash flows from operating activities
Profit before income taxes

77,357

101,970

Depreciation

534

953

Share-based remuneration expenses

66

223

Increase (decrease) in provision for bonuses

368

745

–

47

25

7

66

41

1

(16)

(109)

–

–

1,362

(17,786)(1,395)

Loss (gain) on step acquisitions–

11,095Gain on bargain purchase–(15,475)

Interest and dividend income

(72)

(31)

Foreign exchange losses (gains)

18

(213)

2,298

3,118

6

24

Share issuance costs

327–

Decrease (increase) in trade receivables

(264)

(826)

Decrease (increase) in inventories

12,516(24,945)

Increase (decrease) in trade payables

1,186

2,036

Decrease (increase) in operating loans receivable(8,539)585

Increase (decrease) in advances received

1,508

5,682

6

284

Increase (decrease) in deposits received

2,200

(321)

Other, net

(156)

(947)

Subtotal

71,56184,00770

26Interest paid

(2,244)(3,090)

Income taxes paid

(20,593)(30,819)

Net cash provided by (used in) operating activities

48,79350,123

Increase (decrease) in provision for share awards
Increase (decrease) in allowance for doubtful
accounts
Increase (decrease) in provision for warranties forcompleted construction
Increase (decrease) in retirement benefit liability
Loss (gain) on sale of investment securities
Loss (gain) on valuation of investment securities
Share of loss (profit) of entities accounted for using
equity method

Interest expenses
Amortization of bond issuance costs

Increase (decrease) in guarantee deposits received

Interest and dividends received- 24 -

(Millions of yen)
Fiscal year ended
September 30, 2020

Fiscal year ended
September 30, 2021

Cash flows from investing activities
Payments into time deposits(1,310)(125)

Proceeds from withdrawal of time deposits

1,310

–

Purchase of property, plant and equipment(617)(1,786)

1

94

(138)

(381)

Purchase of investment securities(2,010)(7,644)

Proceeds from sale and redemption of investment
securities

2,544

54

Purchase of shares of subsidiaries and associates(22,973)(403)

Proceeds from purchase of shares of subsidiaries
resulting in change in scope of consolidation–

35,256

Payments of leasehold and guarantee deposits(582)(1,688)Proceeds from refund of leasehold and guarantee
deposits

162

254

Other, net

(440)

(87)

(24,054)

23,541

Proceeds from short-term borrowings

295,859

275,146

Repayments of short-term borrowings(281,860)(280,633)

Proceeds from long-term borrowings

134,341

171,704

Repayments of long-term borrowings(125,029)(123,820)

–

9,957

(372)

(242)

30,420–

Proceeds from exercise of employee share options

175

193

Purchase of treasury shares(0)–

Proceeds from sale of treasury shares

13,970–

Dividends paid

(8,074)(11,330)–(388)

59,43040,588

Effect of exchange rate change on cash and cash
equivalents

(296)

809

Net increase (decrease) in cash and cash equivalents

83,872

115,063

Cash and cash equivalents at beginning of period

135,345219,218

Increase (decrease) in cash and cash equivalents
resulting from change in scope of consolidation–

224

219,218

334,506

Proceeds from sale of property, plant and equipment
Purchase of intangible assets

Net cash provided by (used in) investing activities
Cash flows from financing activities

Proceeds from issuance of bonds
Redemption of bonds
Proceeds from issuance of shares

Dividends paid to non-controlling interests
Net cash provided by (used in) financing activities

Cash and cash equivalents at end of period- 25 -

IX.

Issuance, Redemption or Acquisition of Shares

Changes in the total number of shares issued, share capital, etc.
Date

Change in the
total number ofshares issued

Balance of thetotal number ofshares issued(Shares)(Shares)

Change inshare capital

Balance ofshare capital(Millions of yen)

(Millions of yen)

Change inlegal capitalsurplus

Balance oflegal capitalsurplus(Millions of yen)

(Millions of yen)February 14, 2018
Note 29,300

57,472,900

29

4,061

29

3,845

February 15, 2018 toSeptember 30, 2018
Note 1

39,60057,512,500

32

4,094

32

3,877

October 1, 2018 toNovember 30, 2018
Note 140,00057,552,500

63

4,158

63

3,941

February 14, 2019
Note 3

9,100

57,561,600

19

4,178

19

3,961

February 15, 2019 toMarch 31, 2019
Note 1

33,20057,594,800

27

4,205

27

3,988

April 5, 2019
Note 4

8,100

57,602,900

16

4,221

16

4,004

April 6, 2019 to
September 30, 201915,60057,618,500
13
4,234
13
4,017
Note 1
October 1, 201957,618,500
115,237,000
4,234
4,017
Note 5October 1, 2019 to
December 31, 201921,200115,258,200
8
4,242
8
4,026
Note 1February 5, 2020
25,500115,283,700
40
4,283
40
4,066
Note 6
February 6, 2020 toMarch 31, 2020
72,800115,356,500
32
4,315
32
4,098
Note 1
July 28, 2020
9,617,200
124,973,700
14,31018,625
14,31018,408Note 7
August 25, 2020
684,600
125,658,300
1,019
19,644
1,019
19,427Note 8August 26, 2020 to
September 30, 2020
160,800
125,819,100
97
19,741
97
19,524Note 1
October 1, 2020 to
December 31, 2020
21,600125,840,700
819,7508
19,533Note 1February 10, 2021
22,700125,863,400
46
19,79646
19,579Note 9February 11, 2021 toSeptember 30, 2021
253,600
126,117,000
142
19,939142
19,722
Note 1
Notes: 1. The increase was due to the exercise of share acquisition rights.
2. The increase was due to the issuance of new shares with compensation for the purpose of granting restricted
share-based remuneration.
Issue price: 6,320 yen
Additional paid-in capital: 3,160 yen
3. The increase was due to the issuance of new shares with compensation for the purpose of granting restricted
share-based remuneration.
Issue price: 4,265 yen
Additional paid-in capital: 2,132.5 yen- 26 -

4. The increase was due to the issuance of new shares with compensation for the purpose of granting restricted
share-based remuneration.
Issue price: 3,990 yen
Additional paid-in capital: 1,995 yen
5. The increase was due to a 2-for-1 stock split.
6. The increase was due to the issuance of new shares with compensation for the purpose of granting restricted
share-based remuneration.
Issue price: 3,175 yen
Additional paid-in capital: 1,587.5 yen
7. The increase was due to the issuance of new shares for public offering (primary offering)
Issue price: 3,104 yen
Paid-in amount: 2,976 yen
Additional paid-in capital: 1,488 yen
8. The increase was due to a third-party allotment with compensation (capital increase through a third-party
allotment associated with a secondary offering of the Company’s shares by way of over-allotment)
Issue price: 2,976 yen
Additional paid-in capital: 1,488 yen
Allottee: SMBC Nikko Securities Inc.
9. The increase was due to the issuance of new shares with compensation for the purpose of granting restricted
share-based remuneration.
Issue price: 4,100 yen
Additional paid-in capital: 2,050 yen- 27 -

X. Transactions with Directors, Officers or Major Shareholders
1. Related party transactions(1) Transactions between the reporting entity of the consolidated financial statements (hereinafter the “reporting
entity”) and its related parties
Fiscal year ended September 30, 2020
Not applicable

Fiscal year ended September 30, 2021

Type

Officer of aName ofcompany orindividual

Capital or
Description of
investment
Locationbusiness or(Millions ofoccupationyen)

Yasuhito Hidaka

President &Representative
Director of
the Company’s
subsidiary－－subsidiary

Ratio of voting
rights holding(held) (%)

Relationshipwith therelated party

Summary oftransaction(Held)
Direct: 0.1

Exercise ofstock option
rightsExercise ofstock option
rights (Note)

Transaction
amount(Millions of
yen)

48

Items

Balance at
end ofperiod(Millions of
yen)

－

－

Items

Balance at
end ofperiod(2) Transactions between consolidated subsidiaries of the reporting entity and its related parties(i) Officers and major shareholders (limited to individuals) of the reporting entity, etc.
Fiscal year ended September 30, 2020

Type

Name ofcompany orindividual

Capital or
Description of
investment
Locationbusiness or(Millions ofoccupationyen)

Officer Hitoshi Imamura－－

SeniorManaging
Director of theCompany

Officer Kotaro Wakatabi－－

Director of
the Company

Transaction
amountRatio of voting
rights holding(held) (%)

Relationshipwith therelated party

Summary oftransaction(Held)
Direct: 1.6

Contracts fortheconstructionof homes

Contracts fortheconstructionof homes(Note)

16－－(Held)
Direct: 0.2

Sale of realestateSale of realestate (Note)

41

－

－

(Millions ofyen)(Millions ofyen)

Note: The transaction was conducted on general terms equivalent to those prevailing in arm’s length transactions.

Fiscal year ended September 30, 2021
Capital or

Name of company
investment
Type
Location(Millions ofor individualyen)

Officer Kazuhiko Kamata－－

Description ofbusiness or
occupation

Ratio of voting
rights holding(held) (%)

Executive Vice
President of theCompany(Held)
Direct: 0.1

Relationshipwith therelated party

Summary oftransaction

Sale of realestateSale of realestate (Note)

Transaction
amount(Millions of
yen)

86

Items

(Millions ofyen)－

Note: The transaction was conducted on general terms equivalent to those prevailing in arm’s length transactions.

- 28 -

Balance at
end ofperiod－(ii) Officers and major shareholders of significant subsidiaries of the reporting entity (limited to individuals), etc.
Fiscal year ended September 30, 2020

Type

Officer

Transaction
amount(Millions

Balance at
end ofperiod(Millions

Name ofcompany orindividual

Capital or
Description of
investment
business or
Location(Millions ofoccupation
yen)

HiroyukiHiratsuka(Held)
Direct: 0.9

Sale of realestateSale of realestate (Note)

124

－

－

－

Sale of realestateSale of realestate (Note)

40

－

－

Close
relative of Close relative of
an officer of Keiji Takamasu
a subsidiary－－

Chairman &Representative
Director of
the Company’s
subsidiary

－

－

－

Ratio of voting Relationshiprights holding with the related(held) (%)
party

Summary oftransaction

Itemsof yen)of yen)Note: The transaction was conducted on general terms equivalent to those prevailing in arm’s length transactions.

Fiscal year ended September 30, 2021

Type

Officer of a
subsidiary

Officer of a
subsidiary

Name ofcompany orindividual

Takaya Ito

Hajime Yazu

Closerelative ofClose relative of
an officer
Keiji Takamasu
of asubsidiary

Capital or
Description of
investment
business or
Location(Millions ofoccupation
yen)

－

－

－

Ratio of voting Relationshiprights holding with the related(held) (%)
party(Held)－

Director of
the Company’s
subsidiary－

Director of
the Company’s
subsidiary(Held)
Direct: 0.0

－

－

－

Direct: 0.0

Sale of realestateLending offunds

Sale of realestateSummary oftransaction

Transaction
amount(Millions

Items

of yen)of yen)Sale of realestate (Note)

90

－

－

Lending offunds (Note)－

Operating
loans

70

Receipt ofinterest (Note)

1

－

－

Sale of realestate (Note)

68

－

－

Note: The transaction was conducted on general terms equivalent to those prevailing in arm’s length transactions.

- 29 -

Balance at
end ofperiod(MillionsⅪ. History
Month/Year

Events

September 1997

Founded under the name of Open House Co., Ltd. and commenced the trading and brokerage of newly-built
single-family homes.

September 1997

Opened the Head Office in Shibuya-ku, Tokyo

October 1997

Concluded a franchise agreement with “CENTURY 21 REAL ESTATE OF JAPAN LTD.”

February 2001

Commenced the sale of newly-built single-family homes built by the Company itself.

August 2001

Registered as First-class Architect Office [No. 46671 registered by Governor of Tokyo].

September 2001

Acquired all the stake in Souken Build Ltd. and converted it to a wholly-owned subsidiary. (Converted Souken
Build Ltd. to a stock company in July 2002 and changed the trading name to Tomari Build Co., Ltd. in August
2004.)

April 2002

Obtained the Special Construction License [No. (Special - 14) 117385 issued by Tokyo Metropolitan Governor].

October 2006

Obtained the Building Lots and Buildings Transaction Business License [No. (1) 7349 issued by the Minister ofLand, Infrastructure, Transport and Tourism].

October 2006

Changed the trading name of Tomari Build Co., Ltd. to Open House Development Co., Ltd.

March 2007
August 2007

Opened “Mizonokuchi Sales Center” in Takatsu-ku, Kawasaki-shi, Kanagawa Prefecture and commenced
operations in Kanagawa Prefecture.
Acquired all the shares in Ito-pia Business Net Co., Ltd. from Itochu Corporation and converted it to awholly-owned subsidiary (after the acquisition, held a 67% stake and acquired 100% stake in September 2010)
and changed the trading name to IB Net Co., Ltd.

October 2008

Commenced the sale of condominiums through Open House Development Co., Ltd.

January 2010

Opened “Marunouchi Office” in Marunouchi, Chiyoda-ku, Tokyo (relocated a part of the Head Office
functions).

September 2010

Acquired all the stake in IB Net Co., Ltd. and converted it to a wholly-owned subsidiary.

September 2010

Launched Open House Realty & Investments, Inc. in California, the U.S.

September 2010

Launched Wangjia Architectural Design Consulting (Shanghai) Co., Ltd. in Shanghai, China.

October 2011

Launched OH Real Estate Management Co., Ltd. in Marunouchi, Chiyoda-ku, Tokyo.

September 2012

Terminated the franchise agreement with “CENTURY 21 REAL ESTATE OF JAPAN LTD.”

January 2013

Relocated the Head Office to Marunouchi, Chiyoda-ku, Tokyo.

September 2013

Listed on the First Section of The Tokyo Stock Exchange.

January 2015

Acquired shares of Asakawa Home Co., Ltd. and converted it to a wholly-owned subsidiary.

October 2016

Changed the trading name of Asakawa Home Co., Ltd. to Open House Architect Co., Ltd.

October 2016

Opened “Sakae Sales Center” in Naka-ku, Nagoya-shi, Aichi Prefecture and commenced operations in Aichi
Prefecture.

December 2016

Opened “Open House Group Shibuya Showroom” for single-family homes in Shibuya-ku, Tokyo.

September 2017

Opened “OPENHOUSE GINZA SALON” in Chuo-ku, Tokyo.

September 2017

Opened “Nagoya Mansion Gallery” in Naka-ku, Nagoya-shi, Aichi Prefecture.

- 30 -

Month/Year

Events

October 2017

Opened “Urawa Sales Center” in Urawa-ku, Saitama-shi, Saitama Prefecture and commenced operations in
Saitama Prefecture.

June 2018

Registered as Real Estate Specified Joint Enterprise [No. 106 registered by Governor of Tokyo].

July 2018

Acquired shares of HAWK ONE CORPORATION and converted it to a subsidiary (ratio of voting rights
holding: 69.7% including voting rights acquired in August 2018).

October 2018

Converted HAWK ONE CORPORATION to a wholly-owned subsidiary through a stock exchange.

January 2019

Opened “Tenjin Sales Center” in Chuo-ku, Fukuoka-shi, Fukuoka Prefecture and commenced operations inFukuoka Prefecture.

March 2019

Opened “NAGOYA SALON” in Nakamura-ku, Nagoya-shi, Aichi Prefecture.

March 2019

Opened “Iidabashi Mansion Gallery” in Shinjuku-ku, Tokyo.

July 2019

Opened “Motoyawata Sales Center” in Ichikawa-shi, Chiba Prefecture and commenced operations in Chiba
Prefecture.

May 2020

Acquired shares of PRESSANCE CORPORATION Co., Ltd. and converted it to an equity-method affiliate(ratio of voting rights holding: 31.9%)

November 2020

Opened “Tenjin Mansion Gallery” in Fukuoka-shi, Fukuoka Prefecture.

January 2021

Acquired additional shares of PRESSANCE CORPORATION Co., Ltd. and converted it to a consolidated
subsidiary (ratio of voting rights holding: 64.45%)

March 2021

Changed the trading name of OH Real Estate Management Co., Ltd. to Open House Real Estate Co., Ltd.

- 31 -

XII. Corporate Data
Basic Information (as of September 30, 2021)
Company name:Business inauguration:
Listed market:

Open House Co., Ltd.
September 1997
The First Section of Tokyo Stock Exchange(Securities Code: 3288)
September 2013
From October 1 to September 30
19,741 million yen
2,876 persons (Consolidated)
2-4-1 Marunouchi, Chiyoda-ku, Tokyo
+81-3-6213-0776
Open House Development Co., Ltd.
Open House Real Estate Co., Ltd.
Open House Architect Co., Ltd
HAWK ONE CORPORATIONIB Net Co., Ltd
PRESSANCE CORPORATION Co., Ltd.
Open House Realty & Investments, Inc.
Open House Texas Realty & Investments LLC
Other 24 companies

Listed:Business year:
Capital stock:
Number of employees:
Head office:Telephone:
Consolidated subsidiaries:

Directors and Audit & Supervisory Board Members (as of September 30, 2021)
President & CEO
Executive Vice President
Senior Managing Director
Director, Senior Executive Officer
Managing Director, Senior Executive Officer and
CFO
Director*
Director*
Director*
Audit & Supervisory Board Member (Full-time) **Audit & Supervisory Board Member**
Audit & Supervisory Board Member**

Masaaki Arai
Kazuhiko Kamata
Hitoshi Imamura
Ryosuke Fukuoka
Kotaro Wakatabi
Hitoshi Ishimura
Yuko Omae
Maoko Kotani
Koichi Matsumoto
Yuzo Toyama
Mieko Hosaka* Outside Director ** Outside Audit & Supervisory Board Member- 32 -

Stock Status (as of September 30, 2021)
Total number of authorized shares:
Total number of issued shares:
Number of shareholders:

325,200,000 shares
126,117,000 shares
7,754

Major shareholders (Top 10)
Name

Number of shares held

Shareholding ratio(excluding treasury
shares) (%)

Masaaki Arai

40,000,000

31.71

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

10,412,200

8.25

9,964,700

7.90

5,620,000

4.45

Custody Bank of Japan, Ltd. (Trust Account)

4,156,600

3.29

Morgan Stanley MUFG Securities Co., Ltd.

2,175,222

1.72

2,006,998

1.59

2,004,000

1.58

1,718,534

1.36

1,586,428

1.25

Ichigo Trust PTE Limited(Standing proxy: The Hongkong and Shanghai Banking
Corporation Limited Tokyo branch)
SMBC Trust Bank Ltd. (Trustee of Regulated Securities
in Trust)

BNYM TREATY DTT 15(Standing proxy: MUFG Bank, Ltd.)
Hitoshi Imamura(Standing proxy: Mizuho Securities Co., Ltd.)STATE STREET BANK AND TRUST COMPANY
510312(Standing proxy: Mizuho Bank, Ltd.)STATE STREET BANK CLIENT OMNIBUS OM04
(Standing proxy: The Hongkong and Shanghai Banking
Corporation Limited Tokyo branch)

Notes: 1. 5,500,000 shares out of 5,620,000 shares held by SMBC Trust Bank Ltd. as a trustee of regulated securities intrust pertain to a trust agreement between Masaaki Arai, President & CEO of the Company, as the settlor andbeneficiary, and SMBC Trust Bank Ltd. as the trustee, the purpose of which is the management of shares.
Therefore, the number of shares effectively held by Masaaki Arai is 45,500,000 shares and the shareholding
ratio is 36.07%.
2. The Company holds 3,441 shares as treasury shares.

**

Annual Select is an English-language disclosure format developed by ZAIHON, INC. to increase the level of convenience of investors outside Japan based on Japanese-language
statutory disclosure material, timely disclosure material prescribed by securities exchanges and voluntarily disclosed IR material. Annual Select is a registered trademark of
ZAIHON, INC. Reproduction or copying without prior permission is prohibited.
While every best effort has been made to provide a translation meeting the quality standards required of professionals, the Company does not guarantee it is 100% accurate.
Therefore, please verify the original Japanese text for any final judgments made based on this information.

- 33 -