Procrea Holdings
Annual Report 2023
Procrea Holdings, Inc.

Procrea Holdings Annual Report 2023

Procrea Holdings Annual Report 2023
ProﬁleThe name "Procrea" embodies our mission, which is to create a new future by embracing the challenge of enhancing the potential
and the possibilities of local communities as well as to move forward together with our customers in our capacity as professionals.
Procrea Holdings, Inc. was established on April 1, 2022 with the integration of the management operations of the Aomori andMichinoku banks. By combining the know-how, informational capacities, and networks that the two banks have developed overmany years, we aim to actively contribute to the sustainable growth and development of our local communities by taking onchallenges in new ﬁelds of banking and creating services that transcend the conventional frameworks of the ﬁnancial sector.
History
May 2021: "Notice Regarding the Basic Agreement on Management Integration between the Aomori Bank, Ltd. and theMichinoku Bank , Ltd." issued.
November: "Notice Regarding the Execution of a Deﬁnitive Agreement on the Establishment of a Joint Holding Company(Share Transfer) between the Michinoku Bank, Ltd. and the Aomori Bank, Ltd." issued
January 2022: Share transfer plan is approved during an extraordinary general meeting of shareholders of the Aomori Bankand the Michinoku Bank.
April: Establishment of Procrea Holdings, Inc.
The name "Procrea" combines the Latin words for "challenge" (Provocatio) and "creation" (Creare).
Procrea Holdings, Inc. ●Established on April 1,2022 ●Location of head oﬃce 3-1 Katta 1-chome, Aomori-shi, Aomori
9-30 Hashimoto 1-chome, Aomori-shi, Aomori ●Business Company administration and management within thecompetence of the subsidiaries, as deﬁned by the banks and the Banking Act. Business tasks related to them.・Other business tasks of bank holding
companies authorized by the Banking Act. ●Capital ¥20 billion ●Operating branches 189 main and local branches ●Fiscal year Year ending March 31●Listing stock exchange Tokyo Stock Exchange Prime Market (Securities code: 7384)●Trade Name

● Location of main head oﬃce functions

Contents▼Greeting …………………………………………………… 1▼Sustainability Initiatives ………………………… 5〜6▼Overview of Procrea Holdings ………………………… 2▼Financial Performance Highlights (2 Banks Combined) … 7〜8▼Basic Strategy of the First Medium-Term▼Consolidated Financial Statements…………… 9〜12
▼Procrea Holdings Overview List of Directors ……… 13

Management Plan ……………………………………… 3▼Sustainability Policy and SX Initiatives ……………… 4

Greeting
We at the Procrea Group would like to thank all of you for your continued support. We would also like to express our sympathies to those who
were aﬀected by last summer's heavy rains and the outbreaks of avian ﬂu.
What follows is the "Procrea Digest: The March 2023 Mini-Disclosure Report." We invite you to read through it and hope that it will help deepen
your understanding of the Procrea Group.
Over the course of ﬁscal 2022, amidst the ebb and ﬂow of the COVID-19 pandemic, the economy of Aomori Prefecture was impacted across a wide
range of sectors by the soaring cost of crude oil and other raw materials brought on by the war in Ukraine, the weakened yen, and other factors.
On the other hand, in 2022, with the relaxation of COVID-19 restrictions, many annual events within the prefecture, including the Nebuta Festival,
were held, most following a three-year hiatus, and progress has been made towards balancing measures introduced to combat COVID-19 and a
return to normal economic activity.
Private consumption, in particular, has been trending toward recovery, and despite rising prices the regional economy as a whole has continued
to rebound.
A year has passed since the establishment of Procrea Holdings and the ongoing preparations for the full integration of the Aomori and Michinokubanks. At the same time, regional ﬁnancial institutions throughout Japan are facing an increasingly uncertain environment, brought about an aging and declining
population and other changes in the nationʼs social structure, as well as deregulation of the banking industry and rapidly growing concerns over social, economic, and environmental
sustainability, including pressures to address climate change.
Our brand concept is "Challenge and Creation." We will continue, in the midst of these changing circumstances, to help realize the full potential of the region in our pursuit of a brightand prosperous future. To this end, we recognize that our top priorities must be to realize quickly the synergies that will be gained by combining the know-how, informational
capacities, and networks of our two regional institutions, and to build a solid management foundation.
In addition, in order to provide stable ﬁnancial services and contribute to local economic development, we will work to strengthen our intermediary ﬁnancial functions and to expand
the scope of our business operations in order to enhance the added value of our regional resources.
In the summer of 2023, the Procrea Group will be participating in the Aomori Nebuta Festival for the ﬁrst time as the Procrea Group. Based on the Group's management philosophies of"Creating the Future of Our Local Communities," "Continuing to Move Forward with Our Customers," and "Helping Achieve Everyone's Dreams," we intend to contribute to regional
revitalization by helping to pass on to future generations our local events and traditions.
We look forward to your continued support.
Susumu Narita, President1Procrea Holdings Annual Report 2023

Overview of Procrea Holdings

Management"Creating the Future of Our Local Communities""Continuing to Move Forward with Our Customers""Helping Achieve the Dreams of Everyone"

Philosophy• Core ideas of our philosophy◆We aim to create a bright and prosperous future by maintaining organizational integrity, while proactively taking on challenges andexploring the possibilities of our local communities.
◆We will continue to gain the trust of our customers and join them in moving forward toward growth and development by enhancing
our expertise and pursuing services that exceed expectations.
◆By respecting individual autonomy and turning this diversity into strength, we will build an organization ﬁlled with conﬁdence andpride that will step up to all challenges and help bring the ideas of each individual to fruition.

Organization Chart

HoldingCompany

ALM and Revenue Management Committee
Compliance Committee
Risk Management Committee
Sales Strategy Committee
IT Strategy Committee
SX Promotion Committee
Basic Services Maintenance and Improvement Committee
Integration Promotion Committee

Corporate Planning Department
SX Promotion Oﬃce

(as of March 1, 2023)

General Meeting of Shareholders
Assignment and Remuneration Committee

Risk Control Department

Financial Auditor

Meetings of the Board of Directors
Audit and Supervisory Committee
Administrative Committee Meetings
Audit and Supervisory Committee Oﬃce

Department of Collaborative Regional
Development

Screening and Planning Department

Personnel Planning Department

System Administration Department

Integration Promotion Department

Audit Department

ALM Oﬃce

Subsidiary

Aomori Bank, Ltd.

Banks

Michinoku Bank, Ltd.

・Aogin Card Service Co., Ltd.
・Aogin Lease, Inc.
・Aogin Credit Guarantee Co., Ltd. ・Aogin Kōda Co., Ltd.
・Aomori Creation Partners Co., Ltd.

Group
Companies

Main Locations

・Michinoku Card Co., Ltd. ・Michinoku Leasing Co., Ltd.
・Michinoku Credit Guarantee Co., Ltd.
・Michinoku Servicer Co., Ltd.

(as of March 31, 2023)

We have a strong presence in Aomori Prefecture and in the
Dōnan (southern Hokkaido)region.
Dōnan region： 7
The Aomori Bank, Ltd.： 1
The Michinoku Bank, Ltd.： 6
Tōsei region：38
The Aomori Bank, Ltd.：21
The Michinoku Bank, Ltd.：17
Seihoku region：17
The Aomori Bank, Ltd.： 8
The Michinoku Bank, Ltd.： 9Chūnan region：23
The Aomori Bank, Ltd.：13
The Michinoku Bank, Ltd.：10

Shimokita region： 5
The Aomori Bank, Ltd.： 3
The Michinoku Bank, Ltd.： 2Kamikita region：18
The Aomori Bank, Ltd.：11
The Michinoku Bank, Ltd.： 7
Sanpachi region：28
The Aomori Bank, Ltd.：15
The Michinoku Bank, Ltd.：13※Excluding branches within branches and loan specialty oﬃces.

2

Number of Locations (as of March 31, 2023)
Prefecture
The Aomori Bank, Ltd. The Michinoku Bank, Ltd. Total for both banks
129
Aomori
71
58
21
17
38
Tōsei region
1023
Chūnan region
13
Sanpachi region
15
13
28
17
8
9
Seihoku region
18
11
7
Kamikita region
2
5
3
Shimokita region
Hokkaido
2
7
9
Iwate
1
2
3
2
Miyagi
1
1
2
4
Akita
2
Tokyo
1
1
2
Total
78
71
149

Procrea Holdings Annual Report 2023

Basic Strategy for the First Medium-Term Management Plan
Procrea Holdings ﬁrst medium-term management plan

"Challenge and Creation"
Achieve early synergistic results and build asolid management foundation

SloganManagement
challenges

Balancing the stability andquality of ﬁnancial services

Development of local industries
Improving the lives of local residents

Building a healthy and sustainable
management foundation

Basic strategyⅠ

Basic strategyⅡ

Basic strategyⅢ

Strengthening ﬁnancial
intermediary functions

Expansion of businessdomains

Streamlining and optimizing
basic strategic management❶Strengthening accompanimentconsultancy❺Building collaborative❷Strengthening ﬁnancial services
and solutions

Basicstrategies

regional development andgeneral trading company❸Diversiﬁcation and deepening ofmodelsexpertise❻Improving infrastructure
eﬃciency❼Digitizing operations❽Improving the eﬃciency ofthe organizational structure❹Digitizing services

Basic strategyⅣ

Strengthening
the Group
foundation❾Strengthening human resources❿Strengthening securities management capabilities⓫Strengthening the risk management system⓬Strengthening the governance system⓭Strengthening sustainability and other initiatives

3

Procrea Holdings Annual Report 2023

Sustainability Policy and SX Initiatives
Sustainability Policy
Public concern regarding issves related to climate change and decarbonization, healthcare, relative poverty, and diversity and inclusion as
well as other sustainability issues is rising. Our sustainability policy is an indication of the directions that Procrea Holdings will take in
guiding future eﬀorts to achieve sustainable societies, both at home and abroad.

Procrea Holdings Sustainability Policy

A vibrant future for future generations
In order to pass on the beauty of the communities we love to future generations, we will take on the challenges of creating a vibrant future
for them. We are prepared to face various challenges and explore the inﬁnite possibilities within the region, and continue to move forward
together with our customers by engaging in sustainable business activities with a focus on the environment, society, and governance.

Promise to Stakeholders
Nature and the Environment

Regional Society

Our Customers

Our Employees

Shareholders and Investors

Our aim is to contribute to the growth of the local economy in a way that protects
the natural environment. We will engage in business activities while maintaining
an awareness of climate change and our impact on the natural environment.
We will contribute to the development of local communities by valuing
communication with our customers in order to maximize the value of natural andhuman capital and make our communities even better places to live.
As our customers most valued partner, we will continually respond tochanges in society and seek to provide appropriate solutions that areboth eﬀective and reassuring.
We aim to create a company and an organizational culture in which
each and every employee can work in good health, contribute in adiversity of roles, and thrive, each in their own way.
We will continue to grow hand-in-hand with our local communities andcontinue to be a company that appeals to and is trusted by all stakeholders.

Establishing the SX Promotion Committee and the SX Promotion Oﬃce
In March 2023, in accordance with the Procrea Holdings Sustainability Policy, we established the SX* Promotion Committee. The company
president serves as the committee chair, and it falls under the supervision of the Board of Directors. Its aim is to establish a governancesystem that promotes and strengthens initiatives related to sustainability, including those that relate to the environment, to SDGs and to
ESG. The SX Promotion Committee deliberates on policies and strategies related to SX promotion, the progress of SX promotion-related
measures and the status of TCFD initiatives. In addition to establishing the SX Promotion Committee, we also established the SX
Promotion Oﬃce within the Corporate Planning Department that is responsible for carrying out SX programs.
Under this promotional system, we will continue to contribute actively to the sustainable development of our local communities and tolink these contributions to our own growth.
Based on this promotion system, we will continue to actively contribute to the sustainable development of the region and link it to our own growth.
※What is SX (sustainability transformation)?
SX refers to an approach to "synchronize" social sustainability with corporate sustainability, and transform management and business to that end. "Synchronizing"means improving the sustainability of society through the creation of value that is conducive to long-term social sustainability, and at the same time enhances
organizational capacity to generate growth resources (earning power) over the long term in a sustainable manner that leads toward further corporate value creation.
<Source: Ito Review 3.0 (Ito Review SX Edition) “Report of the Study Group on Dialogues that Contribute to Long-term Corporate Management and Investment
for Creation of Sustainable Corporate Value (SX Study Group)”, Ministry of Economy, Trade and Industry, August 30, 2022>

4

Procrea Holdings Annual Report 2023

Sustainability Initiatives
Business Succession and M&A Conference: Creating the Future of Aomori Together
Business Succession and M&A Conference: Creating the Future of Aomori Together
In November and December 2022, the "Business Succession and M&A Conference
Commemorating the Founding of Procrea HD: Creating the Future of Aomori Together"was held online in collaboration with Nihon M&A Center Inc. Lectures, 21 sessions, andother featured events on business succession and M&A, with a focus on the
post-COVID-19 world, were presented, and received applications from about 13,400
customers.

Cooperation in the Great Spring Cleanup
In April 2023, in support of the activities of the Aomori Prefecture headquarters of the Small Kindness Movement, we conducted cleanup
activities in a number places in and around Aomori Prefecture as part of our social contribution activities and to show our gratitude to our
local communities. A total of approximately 1,800 employees and family members from across the area participated.

Procrea HD Baseball Club and Volunteer Snow Removal Activities
In February 2023, the Procrea HD Baseball Club, together with students from Aomori Nishi
Junior High School, volunteered to clear snow from around the homes of senior citizens
in Aomori City. However, due to the intermittent snowfall after February, their snow
removal eﬀorts could not keep up. Even so, a total of about 50 club members andstudents contributed.

5

Procrea Holdings Annual Report 2023

S

Initiatives to improve ﬁnancial literacy

We are promoting initiatives to help improve the ﬁnancial literacy of local residents, as well as the children who will be responsible for the
future of the local economy.
● In October 2022, as part of the training program conducted by the Aomori Prefecture High School PTA Tosei District Council, we held an

online ﬁnancial education course for parents and teachers under the theme "Building Assets in the Era of the 100-year Lifespan."● We supported the national high school student ﬁnance and economics quiz championship called "Economics Koshien," which

provides ﬁnancial insights while also being fun, at both the Aomori competition (December 2022) and the national competition(February 2023).
● In January 2023, we held the Procrea HD Kids School Winter Break Parent-Child Tour at the Aomori Bank head oﬃce with the aim ofteaching them how to use money and banking services. Ten elementary school students participated.

Online Financial Education Courses

Economics Koshien prefectural andnational competitions

Kids School Winter Break Parent-Child Tour6

Procrea Holdings Annual Report 2023

Financial Performance Highlights (2 Banks Combined)
Status of core net business income

Status of ordinary income and net income

Core net business income increased by 2billion yen
year on year to 14.9 billion yen due to an increase inincome from funds and services, and a decrease in
expenses.

Ordinary income increased by 100million yen year on year
to 7.9 billion yen, mainly due to an improvement in securities-related gains and losses, despite an increase in credit
expenses. On the other hand, net income decreased by 1
billion yen year on year to 5.1 billion yen due to an increasein impairment losses and other factors.
(Unit: 100 million yen)

(Unit: 100 million yen)
150

Net income

Ordinary income

149

78

80

79

62

140
60

129

130

51

49

120

40

40

111

110

20

100

0

0
End of Fiscal Year
March 2021

End of Fiscal Year
March 2022

End of Fiscal Year
March 2023

End of Fiscal Year
March 2021

End of Fiscal Year
March 2022

End of Fiscal Year
March 2023

Status of deposits (including negotiable deposits)

Status of loans

Total deposits at the end of March 2023, including
negotiable deposits, increased by 19.6 billion yen from theend of the previous ﬁscal year to 5.2665 trillion yen, showing a steady growth based mainly on personal deposits.

Loans at the end of March 2023 increased by 220.4
billion yen from the end of the previous ﬁscal year to
3.8125 trillion yen due to an increase in personalloans, mainly housing loans, and public loans.

Personal deposits

Total deposits(Unit: 100 million yen)

Business Loans

60,00050,00040,00052,46850,39934,07335,023

Personal Loans

40,00052,665

Public Loans (Unit: 100 million yen)

38,12535,77535,921

30,00010,025

10,095

12,16720,000

11,155

11,572

11,86014,594

14,25314,098End of March
2021

End of March2022

End of March
2023

35,30830,00020,00010,00010,0000
End of March
2021

End of March
2022

0

End of March2023

The amounts are rounded down to the nearest unit.

Glossary■Core net business income

The proﬁtability obtained from the bank's core businesses such as deposits, loans and foreign exchange operations.

7

Procrea Holdings Annual Report 2023

Status of Assets on Deposit

Capital Adequacy Ratio (Procrea HD consolidated)

The balance of assets on deposit at the end of March2023 increased by 25.4 billion yen from the end of theprevious ﬁscal year to 482.3 billion yen due to anincrease in the insurance balance.

The consolidated capital adequacy ratio at the end of
March 2023 was 8.88%. We have secured a level that
far exceeds the domestic standard of 4%.

Equity (left axis)
Investment Trust
5,000

4,517

Government Bonds

4,568

Insurance

Capital Adequacy Ratio (right axis)(Unit: 100 million yen)

(Unit: ¥100 million; %)

4,823

10.0

2,100

8.88%
4,000
3,000

9.0

2,000

3,509

3,222

3,223

303

250

264

991

1,094

1,049

End of March
2021

End of March2022

End of March
2023

2,000
1,000

1,874

1,900

8.0

1,800

7.0

1,700

6.0

0

0

0
End of March
2023

Status of claims disclosed under the Act on Emergency Measures for the
Revitalization of the Financial Functions
Status of claims disclosed under the Act on Emergency Measures for the Revitalization of the Financial Functions
As of the end of March 2023, claims disclosed underthe Act on Emergency Measures for the Revitalization of the Financial Functions increased by 15.2
billion yen from the end of the previous ﬁscal year to66.1 billion yen due to an increase in high-risk loans.
The ratio of disclosed claims to total credit
increased by 0.32% from the end of the previous
ﬁscal year to 1.70%.

Revitalization of the Financial Functions (left axis)

Ratio of disclosed claims to total credit (right axis))(Unit: ¥100 million; %)

1.70%

800
700

1.35%

1.38%

661

600
500

1.75
1.5
1.25

495

508

1.0

400

0.75

0

0
End of March
2021

End of March2022

End of March2023

The amounts are rounded down to the nearest unit.

■Ordinary income

Proﬁt calculated by adding or subtracting securities-related gains and losses and credit expenses (such as expenses related tothe disposal of nonperforming loans) to or from core net business income.

■Net income

The ﬁnal income obtained by adding or subtracting extraordinary income and taxes to or from ordinary income.

8

Procrea Holdings Annual Report 2023

Consolidated Financial Statements
Consolidated Balance Sheets
Procrea Holdings, inc.
As of March 31, 2023
Millions of Yen
2023
AssetsCash and due from banks
Call loans
Monetary claims bought
Money held in trust
Investment securities
Loans and bills discounted
Foreign exchange
Other assets
Tangible fixed assets
Intangible fixed assets
Prepaid pension costs
Deferred tax assets
Customers' liabilities for
acceptances and guarantees
Reserve for possible loan losses

Thousands of
U.S. dollars
2023¥1,123,913
35,000
5,115
11,985865,466
3,774,454
8,176
100,296
27,8504,320
5,842
10,568$8,416,939
262,11338,30789,757
6,481,436
28,266,714
61,231
751,114208,570
32,35343,754
79,14722,927(21,228)

171,703(158,977)¥5,974,452$44,742,401¥5,024,375
223,458
13,4382,609
463,349
38
35,728
1,358
25
250

$37,627,312
1,673,472
100,639
19,5433,469,999
286
267,572
10,173190
1,872

liability retirement

432

Reserve for stock benefits
Reserve for reimbursement of deposit
Contingent loss reserve
Deferred tax liabilities for revaluation
Acceptances and guarantees
Total liabilities
Net assets
Shareholder's equity
Common stock
Capital surplus
Total retained earnings
Treasury stock
Total shareholder equity
Valuation and translation adjustments
Net unrealized gains (losses) on securities
Net deferred gains (losses) on hedging instruments
Revaluation reserve for land
Retirement benefits adjustments
Total Vauluation and translation adjustments
Total liabilities and net assets

346
356
348
1,398
22,9275,790,013

2,594
2,669
2,608
10,471
171,70343,361,144

20,00048,263
122,927(651)
190,539

149,779
361,442920,596(4,879)1,426,938(9,148)
1,039
2,278
(269)
(6,099)184,439¥5,974,452(68,513)
7,784
17,063(2,015)(45,681)
1,381,257$44,742,401

Total assets
Liabilities and shareholders' equity
Liabilities
Deposits
Negotiable certificates of deposit
Call money
Payables under securities lending transactions
Borrowed funds
Foreign exchange
Other liabilities
Reserve for employees bonuses
Reserve for directors bonuses
Retirement benefit liabilities
Provisionfor

directors

9

Procrea Holdings Annual Report 2023

Consolidated Income
Procrea Holdings, inc.
Years ended March 31, 2023
Millions of Yen
2023
IncomeInterest on;
Loans and discounts
Securities
Other
Fees and commissions
Other income
Total income
Expenses
Interest on;
Deposits
Other
Fees and commissions
General and administrative expenses
Other expenses
Loss on impairment of fixed assets
Total expenses
Income (Loss) before income taxes
Income taxes
Current income taxes
Deferred income taxes
Total income taxes
Net income (Loss)
Net income attributable to non-controllingshareholders
Profit attributable to shareholders of parent
company

Net income (loss) per share

10

Thousands of
U.S. dollars
2023¥33,699
9,520
1,012
44,232
17,78070,606132,619$252,371
71,295
7,584
331,251
133,158
528,767
993,178

160
887
1,048
13,29941,656
24,576
1,884
82,465

1,201
6,648
7,849
99,597
311,964
184,050
14,114
617,577

50,153375,600

1,310
(130)
1,180
¥48,973

9,816
(979)
8,837
$366,763

¥16

$125

¥48,957$366,638

Yen¥1,713.65

Cents￠1,283.34

Procrea Holdings Annual Report 2023

Consolidated Statements of Changes In Net Assets
Procrea Holdings, inc.
As of March 31, 2023
Millions of yen

Shareholder equity
Commonstock
Balances as ofMarch 31,2022

Total retained
earnings

Capitalsurplus¥19,562¥12,916437

35,371

Treasurystock¥75,581

Total(¥321)¥107,739

035,808(1,716)

Changes during theaccounting period
Fluctuation due to stock transfer
Dividends from surplus
Appropriated retained earnings
Net Income
Purchase of treasury stock
Disposal of treasury stock(1,716)
48,957
(449)
119

0

Reversal of land
revaluation excess

48,957
(449)
120

105

Changes in parent company's equity intransactions with non-controllingshareholders

105

(25)

(25)

Changes other thanShareholders' equity (net)Total changes during
the accounting period
Balances as ofMarch 31,2023

437

35,34647,346(330)

82,800¥20,000¥48,263¥122,927(¥651)¥190,539

Thousands of US. dollars
Shareholder's equity
Commonstock
Balances as ofMarch 31,2022

Capitalsurplus

Total retained
earnings$146,503$96,730

3,275

264,898$566,023

Treasury
stock

Total

($2,404)$806,853(4)

268,168(12,856)

Changes during theaccounting period
Fluctuation due to stock transfer
Dividends from surplus
Appropriated retained earnings
Net Income
Purchase of treasury stock
Disposal of treasury stockReversal of land
revaluation excess
Changes in parent company‘s equity intransactions with non-controllingshareholders(12,856)
366,637(3,366)896

4792

366,637(3,366)
900
792

(190)

(190)

Changes other thanShareholders' equity (net)Total changes during
the accounting period
Balances as ofMarch 31,2023

11

3,275

264,711354,572(2,475)620,085$149,779$361,442$920,596($4,879)$1,426,938

Procrea Holdings Annual Report 2023

Consolidated Statements of Changes In Net Assets
Procrea Holdings, inc.
As of March 31, 2023
Millions of yen
Valuation and translation adjustments
Net
Deferred
Revaluation
unrealized gains (losses)
reservegains (losses) on hedging
for landon securities instruments
Balances as ofMarch 31,2022¥5,791(¥209)¥2,384

Total
Retirement accumulated Total net assets
benefitotheradjustments comprehensiv
e income¥359¥8,325¥116,064

Changes during theaccounting period
Fluctuation due to stock transfers
Dividends from surplus
Net Income
Purchase of treasury stock
Disposal of treasury stockReversal of land
revaluation excess
Changes in parent company‘s equity intransactions with non-controllingshareholders

35,808(1,716)
48,957
(449)
120
105
(25)

Changes other thanShareholders' equity (net)(14,940)

1,249

(105)

(628)

(14,425)(14,425)

Total changes during
the accounting period(14,940)

1,249

(105)

(628)

(14,425)

68,374

Balances as ofMarch 31,2023(¥9,148)¥1,039¥2,278(¥269)(¥6,099)¥184,439

Thousands of US. dollars
Valuation and translation adjustments
Net
Deferred
Revaluation
unrealized gains (losses)
reservegains (losses) on hedging
for landon securities instruments
Balances as ofMarch 31,2022$43,372($1,569)$17,855

Total
Retirement accumulated
Total net assets
otherbenefitadjustments comprehensiv
e income$2,689$62,347$869,200

Changes during theaccounting period
Fluctuation due to stock transfer
Dividends from surplus
Net Income
Purchase of treasury stock
Disposal of treasury stockReversal of land
revaluation excess
Changes in parent company‘s equity intransactions with non-controllingshareholders

268,168(12,856)
366,637(3,366)
900
792
(190)

Changes other thanShareholders' equity (net)(111,886)

9,354

(792)

(4,704)(108,028)(108,028)

Total changes during
the accounting period(111,886)

9,354

(792)

(4,704)(108,028)

512,056

Balances as ofMarch 31,2023($68,513)$7,784$17,063($2,015)($45,681)$1,381,257(*)The consolidated financial statements presented herein are expressed in yen and, solely for the convenience of the reader, have beentranslated into United States dollars at the rate of ￥133.53= U.S.$1, the prevailing rate on March 31, 2023. This translation should not be
construed as a representation that all the amounts shown could be converted into U.S. dollars.

12Procrea Holdings Annual Report 2023

Procrea Holdings Overview List of Directors (as of June 28，2023)▶President and Representative Director▶Outside Director

Susumu Narita

Katsunori Mikuniya

Chairpersonand Director, Aomori Bank

▶Outside Director▶Vice-President and Representative Director

Kazunari Higuchi

Takayuki Fujisawa
President and Director, Michinoku Bank

▶Director(Audit & Supervisory Committee Member)
Akira Nakagawa▶Vice-President and Representative Director
Keitaro Ishikawa
President and Director, Aomori Bank

▶Outside Director▶Director(Audit & Supervisory Committee Member)
Masashi Iwakigawa

Tsuyoshi Tamura
Senior Managing Executive Oﬃcer, Aomori Bank

▶Outside Director▶Director(Audit & Supervisory Committee Member)
Tetsutaro Wakatsuki

Yo Mori
Senior Managing Executive Oﬃcer, Aomori Bank

▶Outside Director▶Director(Audit & Supervisory Committee Member)
Mie Ishida

Motomi Shiratori
Managing Executive Oﬃcer, Aomori Bank

▶Director
Shinji Suto
Senior Managing Executive Oﬃcer, Michinoku Bank

▶Director
Hideyuki Okawa
Managing Executive Oﬃcer, Michinoku Bank

13

Procrea Holdings Annual Report 2023
Issued September 2023 The Procrea Holdings, Inc.
9-30, Hashimoto 1-chome, Aomori 030-8668, Japan telephone : 017-777-5111

16