Corporate Governance Report
May 30, 2024

J. FRONT RETAILING Co., Ltd.
Representative: ONO Keiichi,
President and Representative Executive
Officer
Inquiries: Corporate Communications
Division(TEL: +81-3-6865-7621 (from overseas))
Securities Code: 3086,
Tokyo Stock Exchange and Nagoya Stock
Exchangehttps://www.j-front-retailing.com/english/
The corporate governance of J. FRONT RETAILING Co., Ltd. (the “Company”) is described below.

I.

Basic Views on Corporate Governance, Capital Structure, Corporate Profile and Other
Basic Information

1. Basic Views

UpdateThe Company has established Corporate Governance Guidelines (the “Guidelines”) that set out the role ofcorporate governance in the Company and its subsidiaries (the “JFR Group”). The aims of the Guidelines are
to realize our best possible corporate governance practices in order to ensure the sustainable growth of the
JFR Group and increase corporate value over the medium to long term.
The Company believes that ensuring sustainable growth of the JFR Group and increasing corporate value
over the medium to long term is paramount to realizing the ideals of the Group Philosophy. Accordingly, therole of corporate governance must be to help enable us to realize the ideals of the Group Philosophy. The
Company assumes responsibility as a holding company for ensuring managerial transparency, soundness andcompliance centered on corporate governance of the JFR Group, with the aim of realizing the ideals of theGroup Philosophy.
In addition, the Company has adopted the organizational structure of a company with three committees(nomination, audit and remuneration committees), and been working to further strengthen the corporate
governance.
For “Basic Ideas on Corporate Governance,” please refer to “Chapter 1. General Provisions” of the
Guidelines appended to this report.

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In order to achieve the Group Vision, the Company established the Group Medium-term Business Plan, athree-year plan covering the period FY2024-FY2026. For details, please refer to the following page on our
website.
(https://www.j-front-retailing.com/_data_json/news/_upload/20240415_midtermplan_E.pdf)
The Company’s basic vision, Group Philosophy and policy, etc. are described below.
<Corporate credo>“Service before profit”“Abjure all evil and practice all good”<Basic philosophy>
We aim at providing high quality products and services that meet the changing times and satisfying
customers beyond their expectations. We aim at developing the Group by making a broad contribution tosociety as a fair and trusted business entity.
<Group Vision>
Create and Bring to Life “New Happiness”<Sustainability Policy>“With people, with local communities, with environment to realize a sustainable society and new happinessin life”<Corporate Governance Guidelines>
With an aim to ensure sustainable growth of the JFR Group and increase corporate value over the medium
to long term (realize the ideals of the Group Philosophy), the Company will work to ensure managerialtransparency, soundness, and compliance of the entire Group.
<JFR Way> (The ideas that motivate us)“Create the future”“Act on courage not fear”“Embrace new ideas”“Think for yourself when taking action”“Act sensibly and honestly”<Commitments to stakeholders>-2-(Customers)

We are committed to contributing to the creation of a society where people canfeel connected to each other and society by delivering inspiration to customers andproposing a fulfilling lifestyle.

(Shareholders/Investors) We are committed to increasing corporate value over the long term by practicing
highly profitable and highly efficient management.
(Business partners)

We are committed to aiming to grow together by building partnerships based on
mutual trust and co-creating new value.

(Employees)

We are committed to ensuring rewarding workplace by creating an environment
in which each individual can demonstrate their own abilities and individuality andfeel a sense of growth.

(Communities)

We are committed to contributing to the sustainable development of local
communities by promoting business activities that enhance the liveliness ofcommunities and the attractiveness of the region.

(Global environment)

We are committed to passing on a better global environment to future generations
through environmentally-friendly business activities.

【Reasons for Non-compliance with the Principles of the Corporate Governance Code】 Update
The Company has implemented all of the principles of the Corporate Governance Code (revised on June11, 2021) .
[Disclosure Based on the Principles of the Corporate Governance Code] Update
Rather than disclosing only the matters mandated under the Corporate Governance Code and the principles
for companies listed on the Prime Market, the Company believes that disclosing the principles that theCompany considers it necessary to disclose in the main part leads to the promotion of constructive dialogue
with shareholders and investors, and discloses them below.
【Supplementary Principle 1-2-4】 Establishment of an Environment for Exercise of Voting Rights at the
Shareholders Meeting
The Company endeavors to develop an environment at its Shareholders Meetings, which is its highest
decision-making body, and enables its shareholders to appropriately exercise their voting rights and otherrights of shareholders, as described below.
(i) We give consideration to ensuring time for audits in the course of setting dates on which Shareholders
Meetings are to be held and schedules otherwise in relation to Shareholders Meetings.
(ii) We ensure that there is adequate time for our shareholders to consider matters with respect to which
they will exercise their voting rights. To that end, we post informational materials for the Shareholders-3-Meeting on the Company’s website and on the websites of financial instruments exchanges as early aspracticably possible before the Electronic Provision Measures Commencement Date stipulated in the
Companies Act (three weeks prior to the date on which a Shareholders Meeting is to be held or the daythat the notice of convocation is sent, whichever is earlier).
(iii) We upgrade the content of informational materials for the shareholders meeting (containing sections
that include the business report, financial statements, and reference materials for Shareholders
Meeting) in a manner that provides our shareholders with a deeper understanding of the JFR Groupand enables them to make appropriate decisions when exercising their voting rights. We also prepare
English translations of informational materials for the shareholders meeting and make them available
so that our overseas investors are able to properly exercise their voting rights.
(iv) We give consideration to ensuring that our shareholders are able to conveniently exercise their voting
rights, including domestic and overseas institutional investors. To that end, we have adopted online
and other means of exercising voting rights and otherwise use an electronic platform for exercising
voting rights.
(v) We act appropriately with respect to substantively ensuring that shareholders are able to exercise theirrights to make proposals and other minority shareholder rights. Moreover, our Articles of Incorporation
stipulate that a shareholder may exercise his or her voting rights by proxy upon completing thenecessary procedures when a beneficial shareholder has filed to exercise rights as a shareholder
beforehand.
(vi) We strive to ensure that all shareholders, including those who reside in distant locations, haveopportunities to participate in or listen to Shareholders Meetings through means such as live streamingof Shareholders Meetings and accepting questions in advance on the Company’s website.
【Principle 1-3】 Basic Capital Policy[Basic Capital Policy]
The Company believes that any increase in free cash flow and improvement in ROE should help to ensure
its sustainable growth and increase corporate value over the medium to long term.
To such ends, in consideration of the business environment and measures for addressing risks, the Company
promotes a capital policy that takes a balanced approach to undertaking strategic investment, enhancing
shareholder returns, and expanding net worth.
Moreover, in procuring funds through interest-bearing liabilities, we aim to achieve an optimal structure ofdebt to equity in a manner cognizant of our funding efficiency and cost of capital, carried out on the basis of
having taken into consideration our capacity for generating free cash flows and our balance of interest-bearing
liabilities.
A business strategy where higher sales are accompanied by profits and a financial strategy (encompassing
the capital policy) that heightens profitability of invested capital are essential elements with respect toimproving free cash flows and ROE. In addition, we believe it is crucial that we achieve maximization of theoperating profit and sustainable improvement of the operating profit margin by strengthening our core-4-

businesses and concentrating management resources on initiatives such as business field expansion and active
development of new businesses.
In monitoring our key financial indicators used in achieving objectives of the Medium-term Business Plan,
we focus primarily on ROE for capital efficiency, consolidated business profit and ROIC for businessprofitability, free cash flows for profitability and stability, and ratio of equity attributable to owners of parent
to total assets (equity ratio) for financial soundness.
[Promoting Management that Recognizes the Cost of Capital]
The JFR Group aims to continually achieve a consolidated ROE of 8% or more. Our reasons for setting thetarget as 8% is based on our recognition that it is important that ROE exceeds the yields expected byshareholders and investors, in other words the Company’s cost of equity.
The cost of equity is calculated at about 6-7% as of February 29, 2024, but it is speculated to shift within
the range of 7.0–7.5% over the medium to long term. For this reason, the Company believes that what isrequired of it is to stably achieve an ROE of a level 8% or more, that exceeds the cost of equity.
Furthermore, with regard to the WACC (weighted average cost of capital), as of February 29, 2024 it isaround 4.0-4.5%, and in addition to recognizing the same level of the medium to long term, we haveascertained the WACC of each of the main operating companies including the Department Store Business, theSC (Shopping Center) Business, the Developer Business, and the Payment and Finance Business.
Looking forward, while working to achieve reform of the business portfolio over the medium to long term,
the Company is looking to implement management practices that pay attention to capital efficiency and aims
to improve corporate value by setting ROIC targets for each business segment and achieving those targets.
In addition, while striving to reduce the shareholders and investors’ concerns about business risks throughan appropriate level of information disclosure, we are pushing forward with reducing capital costs by pursuing
an optimal investment structure.
[Action to Implement Management that is Conscious of Cost of Capital and Stock Price]
Please refer to following materials for the outlines of the action to implement management that is consciousof cost of capital and stock price.
（https://www.j-front-retailing.com/english/company/pdf/20240530_Actions_to_Implement_E.pdf）[Shareholder Return Policy]
The Company’s basic policy is to appropriately return profits. Hence, while maintaining and enhancing its
sound financial standing, the Company strives to provide stable dividends and purchase its own shares
flexibly, taking profit levels, future capital investment, free cash flow trends and other such factors into
consideration.
[Policy of efforts during the Medium-term Business Plan period]
The Company will strive to optimize shareholder’s equity by providing dividends with a targeted
consolidated dividend payout ratio of 40% or more and purchasing treasury shares during the period of its
FY2024-FY2026 Medium-term Business Plan.
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[Respecting Rights of Shareholders in Cases Where Implementing Capital Policy Could Potentially Harm
Shareholder Interests]
The Company will take steps to ensure that interests of its existing shareholders are not unduly harmed
should it engage in a management buyout or a large capital increase by means of third-party allotment ofshares or should it otherwise implement capital policy that will bring about a change of controlling interests
or a substantial dilution of shares. Accordingly, the Company will carefully consider the necessity andrationality of any such initiative at a meeting of the Board of Directors whose attendance shall include its
Outside Directors who maintain a high degree of independence and consequently are not susceptible toconflicts of interest involving the Company’s shareholders. Furthermore, the Company will fully explain suchmatters to the shareholders and will otherwise ensure that all necessary and proper procedures are followed.
In FY2023, the Company implemented the following measures in accordance with the aforementioned
policy, and it achieved an ROE of 8.1%.
・ Undertaking strategic investment
For the undertaking strategic investment, please refer to the notice of convocation of theshareholders meeting (business report).
Notice of Convocation of the 17th Annual Shareholders Meeting (Year Ended February 29, 2024)(on pages 35 to 36)(https://www.j-front-retailing.com/_data_json/news/_upload/240425_Notice_of_Convocation_E.pdf）

・ Shareholder returns
For the year ended February 29, 2024, the Company provided an annual dividend from surplusof 36 yen per share with the addition of an interim dividend.
・ Expanding net worth
The total amount of interest-bearing debt was approximately 364,300 million yen as of February
29, 2024, down by approximately 49,500 million yen compared to February 28, 2023 (the total
amount of interest-bearing debt excluding lease liabilities was 213,900 million yen, down by
approximately 35,100 million yen compared to February 28, 2023). The interest-bearing debt toequity ratio was 0.95 times, and the ratio of equity attributable to owners of parent to total assets(equity ratio) was 34.3% for an increase of 2.2 percentage points compared to February 28, 2023.
・ Business portfolio and investment plan
The Company will generate operating cash flow of 220,000 million yen or more over the three yearsof the Medium-term Business Plan, 175,000 million yen of which will be injected into the capital andgrowth strategy investments. In the current Medium-term Business Plan, we are aiming to achieve
growth with profitability by allocating funds mainly to investments in store refurbishments of retailbusiness (Department Store Business and SC Business), upfront investments in the Developer
Business toward realizing Group synergies, and growth strategy investments.

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*We have adopted the International Financial Reporting Standards (IFRS) since FY2017.
* From FY2021, the Group has changed its business segments to four business segments: theDepartment Store Business, the SC Business, the Developer Business, and the Payment and FinanceBusiness.
* Please refer to the following pages of the Company’s website as well.
(https://www.j-front-retailing.com/_data_json/news/_upload/20240415_midtermplan_E.pdf)【Principle 1-4, Supplementary Principle 1-4-2】 Cross-shareholdings[Policy on Cross-shareholdings]
In principle, the JFR Group will not newly acquire cross-shareholdings (cross-shareholdings are holdingsof listed and unlisted shares other than those of subsidiaries and associates which are not held for pureinvestment purposes). However, this does not apply to shares where it has been recognized that they arenecessary for the promotion of the JFR Group’s business strategy, and that the holding of such shares willcontribute to the increase of corporate value in the medium to long term through the validation of rationale
for holding them.
For cross-shareholdings (listed and unlisted shares) that have been judged as not being rational in theverification result, the Group will negotiate with companies whose shares we hold, and appropriately reducecross-shareholdings that are already held upon reaching a consensus regarding sale method, period, etc.
[Validation of Rationale]
Every year, the Board of Directors validates the rationale of holding individual issues from both quantitativeand qualitative perspectives. The qualitative perspective relates to business strategies such as maintaining
harmonious and favorable business relationships with companies with which the Company makes up a
community, corporate customers and business partners, and securing supply chains. The quantitative
perspective relates to whether profitability by holding shares, including related trading profits and dividends,
exceed capital costs, etc.
As a result, the JFR Group maintained cross-shareholdings in 145 issues as of February 29, 2024 (of which
11 are listed issues, and a decrease of 3 issues compared with February 28, 2023).
* For details of the process and schedule for the validation of the rationale of holdings, and changes in thenumber of issues held, please refer to “The Company’s Cross-Shareholdings,” appended to this report.
[Policy on Exercising Voting Rights Regarding Cross-shareholdings]
Decisions are made from both of the following two perspectives: we consider whether cross-shareholdings
contribute to improving the sustainable growth and the corporate value over the medium to long term of thecompany whose shares are held; we consider whether the cross-shareholdings contribute to improving the
JFR Group’s sustainable growth and corporate value over the medium to long term. Specifically, in regard to
proposals that we consider to be of high priority with respect to strengthening corporate governance, such as
proposals relating to the corporate governance system (selection of company officers), proposals relating to-7-

shareholder return (appropriation of surplus), and proposals that have an effect on shareholder value(introduction of takeover defense measures), we establish policies upon which to base judgment of our
exercise of voting rights, and acting as the JFR Group as a whole, we take a response that is in line with suchpolicies. We engage in dialogue with companies whose shares we hold if necessary when we exercise voting
rights.
[Other Shareholdings]
For retirement benefit trust shares, there were no stock holdings at the end of FY2023.
We completed the sale of all of the three stocks it held at the end of the previous fiscal year with theagreement of the counterparty.
For details, please refer to the Annual Securities Report for the 17th fiscal year (on pages 95 to 103).
（https://www.j-front-retailing.com/_data_json/news/_upload/jfr17_r04_shihanki.pdf）【Supplementary Principle 1-4-1】 Handling of Requests from Holders of Cross-held Shares Regarding theSale of JFR Shares
In case a shareholder who holds JFR shares for the purpose of cross-shareholding indicates intention to sell
JFR shares, the Company will never conduct activities to hinder the sale of cross-held shares by implying a
reduction of business transaction, etc., and will appropriately handle the sale, etc.
【Principle 1-7】 Related Party Transactions
For the procedure, etc. for related party transactions, please refer to “5. Related Party Transactions” in“Chapter 2. Relationship with Stakeholders” of the Guidelines.
【Principles 2-3, Supplementary Principles 2-3-1, 3-1-3, 4-2-2】 Efforts for Sustainability
The Company believes it is important, in contributing to sustainable society as a member of society andalso in the sustainable growth of the JFR Group and increase of its corporate value over the medium to longterm, to address sustainability issues, such as taking care of climate change and other global environmental
issues, respect of human rights, fair and appropriate treatment of the workforce including caring for theirhealth and working environment, fair and reasonable transactions with suppliers, and crisis management for
natural disasters.
To handle these issues, the Company has set out its fundamental approach to sustainability, focused on its
corporate credo, basic philosophy and Group Vision in the form of the Sustainability Policy and has identified
the following five materiality issues (important issues) to prioritize for action.
While clarifying opportunities and threats of risks for each materiality issue, the Company will assertively
and actively confront these issues through its business activities and strike a balance between social value andeconomic value based on trusting relationships with customers, shareholders/investors, business partners,
employees and stakeholders in communities to advance sustainability management.
<Five materiality issues>-8-・Adding excitement to life
・ Enhancing community vitality
・ Creating a society that coexists with the environment
・ Increasing the number of value co-creation partners
・ Empowering diverse human resources to shine
The company reviewed our materiality for formulating our medium-term management plan starting in
2024. There is no change in the materiality themes that our company prioritizes, but in order for ourmateriality initiatives to go beyond solving issues and linking them to corporate growth, we need morethan ever the enthusiasm and actions of each and every employee. Because we believe this is important,
we have changed the wording to something that employees can take on as their own.
Please refer to the following pages of the Company’s website.
(https://www.j-front-retailing.com/english/sustainability/materiality.html)* For details on the JFR Group’s efforts for sustainability, please see below. Upon disclosure, the Company
refers to the GRI, SASB Standards, Guidance for Collaborative Value Creation, and TCFD as guidelines.
・Annual Securities Report for the 17th fiscal year (on pages 16 to 31)(https://www.j-front-retailing.com/_data_json/news/_upload/jfr17_r04_shihanki.pdf )・Website(https://www.j-front-retailing.com/english/sustainability/sustainability.php)
・Integrated Report 2023 (on pages 10, 11 and pages 60 to 67)(https://www.j-front-retailing.com/ir/library/pdf/annual/2023/J_FRONT_2023_E.pdf)
・Sustainability Report 2023
(https://www.j-front-retailing.com/ir/library/pdf/sustainability/2023/J_FRONT_2023_E.pdf)[Sustainability Committee]
The Company has set up the “Sustainability Committee” chaired by the President and Representative
Executive Officer in order to promote sustainability management across the Group in a cross-organizationalmanner. The Company has a system in place where the committee formulates action plans for the JFR Group’s
efforts for sustainability, monitors the progress, and reports details of its deliberations to the Board of
Directors.
[Roles and Responsibilities of the Board of Directors for Efforts for Sustainability]
The Board of Directors deliberates over and determines important matters on sustainability of the Company
such as the Sustainability Policy, and oversees the progress and results of the efforts to promote sustainability
management.

-9-[Disclosure Based on the TCFD Framework]
The Company recognizes that risks and opportunities associated with climate change have a significant
impact on its business strategies.
The Company expressed support for the TCFD recommendations in May 2019, and in May 2020 madedisclosures in line with the TCFD recommended disclosure framework. The Company will promote companywide initiatives for achieving medium- to long-term targets and sustainable growth with the aim of achieving
net zero emissions by 2050 (SBT certification acquired in February 2023) by utilizing the TCFD
recommendations as guidelines to validate the appropriateness of its actions on climate change.
* For information disclosures based on the TCFD recommendations, please see below.
・Annual Securities Report for the 17th fiscal year (on pages 19 to 24)(https://www.j-front-retailing.com/_data_json/news/_upload/jfr17_r04_shihanki.pdf )・Integrated Report 2023 (on pages 63 to 64)(https://www.j-front-retailing.com/ir/library/pdf/annual/2023/J_FRONT_2023_E.pdf)
・Sustainability Report 2023 (on pages 31 to 39)(https://www.j-front-retailing.com/ir/library/pdf/sustainability/2023/J_FRONT_2023_E_31-39.pdf)
・Website(https://www.j-front-retailing.com/english/sustainability/low-carbon/low-carbon06.php)【Principle 2-4, Supplementary Principle 2-4-1】 Ensuring Diversity, Including Active Participation of
Women
The Company recognizes that diversity of human resources is the source of competitiveness of a company,
and considers it important to create new value with the combination of different elements obtained byexchanging a variety of personnel’s opinions. In addition, we have set “empowering diverse human resources
to shine” as one of the areas of materiality (important issues) to be prioritized for sustainable growth of thecompany and realization of a sustainable society. By setting medium- to long-term goals and implementing
specific measures, we aim to realize a company that respects and embraces diversity.
As its human resource development policy to ensure diversity in human resources, the Company professes
itself a People Development Company and aims to face each and every one of them and establish a humanresources portfolio supporting execution of its strategies.
As its internal environment development policy, the Company will promote unified management of
information on human resources by building a talent management system and other means.
[Active Participation of Women]
As a voluntary and measurable goal, the Company has set the target ratio of women in management
positions for FY2026 at 31% in the entire Group in the Medium-term Business Plan from the perspective of
encouragement of active participation of women, and been striving to achieve this goal. Under the structureof the Board of Directors, the Company has appointed ten Directors including three female Directors.

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The Company is continuously working on the development and enhancement of female-friendly workplacesystems through various measures including the “Career Forum for Women,” a selective training program
offered to promote women's leadership and encourage the mindset for promotion to management positions.
For female employees in leadership positions, please refer to the following page on our website.
(https://www.j-front-retailing.com/english/sustainability/diversity/diversity01.php)[Foreign nationals]
Although we have not set targets for hiring foreign nationals in the Group, we are broadly recruiting humanresources regardless of nationality to achieve our management strategy.
Number of new graduate foreign nationals hired by the Group in April 2024: 2 (total of 92 new graduates)
Total number of new graduate foreign nationals hired by the Group over the past 5 years: 9[Mid-career employees]
The Company is actively bringing the experience and insight from outside into the Company with aroundhalf of our recruits experienced, particularly in fields such as finance, legal and IT/digital due to thesophistication of our operations. In addition, the Group as a whole is widely appointing, from outside theCompany, managerial talent to secure strategy promotion speed in specific fields such as Digital Strategy andCredit Card and Finance Businesses, and human resources with advanced expertise and rich careers that we
do not have in-house at present, and arranging flexibly to strengthen strategy execution.
[Disabled Persons]Because we recognize that employment of people with disabilities is one of the social responsibilities thatcompanies should fulfill from the perspective of sustainability management, we aim to secure a stable work
environment for people with disabilities, and to create a workplace where they can be motivated to use theirabilities. “JFR Create Co., Ltd.” was established and the company was certified as a Special Subsidiary
Company under the law in September 2017.
In addition, each operating company within the Group is working on its own initiatives for recruitment ofpeople with disabilities to achieve the goals that have been set for it in the medium to long term.
【Principle 2-6】 Roles of Corporate Pension Funds as Asset Owner
Under the pension plan for Daimaru Matsuzakaya Department Stores Co. Ltd., a main operating companyof the Group, investments are made through appropriate asset diversification and allocation to ensure longterm returns in line with the asset investment objective of ensuring the stable sources of future benefits. The
Company has formulated its asset investment policy on the selection of an investment management
organization and a fund, and strictly reviews the management details, social assessments, investment
experiences and results, legal compliance system, etc., based on assessments made by assessment agencies
with a good reputation. The Company also monitors whether the said organization exercises voting rights,
etc., in an appropriate manner. In addition, the Company carefully selects suitable personnel, and especiallywhen replacing Investment Management Directors, it lets them acquire necessary working knowledge by- 11 -

having them attend various seminars (e.g., the seminar for newly appointed Investment Management Directors
sponsored by the Pension Fund Association, seminars offered by financial institutions conducting operational
management of pension plans, and seminars offered by investment institutions) at the time of new
appointment.
【Principle 3-1(i)】 Corporate Goals, Management Strategies, and Business Plans
Please refer to the following pages of the Company’s website.
・Corporate credo, basic philosophy, Group Vision, etc.
(https://www.j-front-retailing.com/english/company/company.php)
・Group Management Policy(https://www.j-front-retailing.com/english/ir/policy/policy.php)
・Group Medium-term Business Plan
(https://www.j-front-retailing.com/_data_json/news/_upload/20240415_midtermplan_E.pdf)【Principle 3-1(ii)】 Basic Views and Policies on Corporate GovernanceFor basic views on corporate governance, please refer to “Chapter 1. General Provisions,” and for basic
policies on corporate governance, please refer to “Chapter 2. Relationship with Stakeholders,” “Chapter 3.
Information Disclosure” and “Chapter 4. Roles and Responsibilities of the Board of Directors, etc.” of the
Guidelines.
【 Principles 3-1(iii), 4-2, Supplementary Principle 4-2-1 】 Policy and Procedures for Determining
Remuneration for Directors, and Executive Officers
The company established and published its “Officer Remuneration Policy” in April 2017, and furthermore
reviewed its officer remuneration system in accordance with its Medium-term Business Plan that took effecton May 27, 2021. Meanwhile, the Company has revised its officer remuneration system and Officer
Remuneration Policy in accordance with the Medium-term Business Plan that commenced in fiscal 2024.
For details of the revised Officer Remuneration Policy, please refer to the following page on our website.
（https://www.j-front-retailing.com/english/company/governance/governance05.html）【Principles 3-1(iv), 4-3, Supplementary Principle 4-3-1】 Policy and Procedures for Nominating, Appointing
and Dismissing Candidates for Directors and Executive Officers
For the policy on nominating and appointing the Company’s Directors and Executive Officers and the main
operating companies’ Directors and Executive Officers, please refer to “3. Directors and Executive Officers”
in “Chapter 4. Roles and Responsibilities of the Board of Directors, etc.” and “4. Human Resources andRemuneration and Other Matters Involving Directors and Executive Officers, (1) Procedures for Nominatingand Appointing Directors and Executive Officers, and Disclosure in That Regard” in “Chapter 4. Roles andResponsibilities of the Board of Directors, etc.” of the Guidelines.

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A proposal on the appointment or dismissal of Directors is discussed and determined by the Nomination
Committee and then resolved at a shareholders meeting. For the appointment or dismissal, and the delegationor suspension, of duties of the Company’s President and Representative Executive Officer and Executive
Officers, and the appointment and dismissal of the chairperson of the Board of Directors as well as
chairpersons and members of the three committees (Nomination, Remuneration, and Audit Committees), theNomination Committee discusses them at the request of the Board of Directors and the results are submitted
and resolved at Board of Directors meetings.
【Principle 3-1(v)】 Reasons for the Nominations of Candidates for Directors
For reasons for the nomination of candidates for Directors, please refer to the Notice of Convocation of
Shareholders Meeting (Reference Materials for Shareholders Meeting).
Notice of Convocation of the 17th Annual Shareholders Meeting (Year Ended February 29, 2024) (on pages
17 to 27)（https://www.j-front-retailing.com/_data_json/news/_upload/240425_Notice_of_Convocation_E.pdf）【Supplementary Principle 3-1-1】 Disclosure of Value-added Information for Users
For our views on information disclosure, please refer to “3. Basic Ideas on Corporate Governance, (3)Information Disclosure” in “Chapter 1. General Provisions” and “1. Constructive Dialogue with Shareholders
and Investors, (1) IR Policy” in “Chapter 3. Information Disclosure” of the Guidelines.
【Supplementary Principle 3-1-2】 Information Disclosure (Disclosure and Provision in English)
The Company releases information in a timely and appropriate manner by making use of the TDnet and
EDINET platforms, the Company’s website and other means in line with the attributes of the information
being disclosed. Moreover, to ensure that we disclose information in an impartial manner, we prepare andrelease English translations of our convocation notices for Shareholders Meetings, annual securities reports,
integrated reports, timely disclosure information, financial information and sustainability reports.
【Principle 4-1】 Roles and Responsibilities of the Board of Directors
For the roles and responsibilities of the Board of Directors, please refer to “3. Basic Ideas on Corporate
Governance, (4) Roles and Responsibilities of the Board of Directors, etc.” in “Chapter 1. General Provisions”
of the Guidelines.
【Supplementary Principle 4-1-1】 Scope of the Matters Delegated to the Management TeamFor the policy on the scope of the matters delegated to the President and Representative Executive Officer
and Executive Officers (the “Management Team”), please refer to “1. Approach to Allocating Authority” in“Chapter 4. Roles and Responsibilities of the Board of Directors, etc.” of the Guidelines.

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【Supplementary Principle 4-1-2】 Best Efforts toward Realization of the Medium-term Business Plan
For the roles and responsibilities of the Board of Directors to realize the Medium-term Business Plan, pleaserefer to “3. Basic Ideas on Corporate Governance, (4) Roles and Responsibilities of the Board of Directors,etc.” in “Chapter 1. General Provisions” of the Guidelines.
As for the previous Medium-term Business Plan, although the impact of COVID-19 was more prolonged
than anticipated, we achieved a full recovery from the COVID-19 pandemic by steadily implementing
strategies and promoting management structural reforms. At the same time, we created a foundation forregrowth.
The Medium-term Business Plan that started in March 2024 is positioned as a “phase of change” toward
exponential growth in order to achieve our Vision for 2030, and we will work on deepening the retail business,
evolving Group synergies, and strengthening the Group management structure under this plan.
[Vision for 2030]
・Three types of co-creation value
We will create new value that moves the hearts of customers without being bound by conventionalframeworks, enhance the attractiveness and vitality of communities, and foster a culture in which everyone
can contribute to creating a sustainable environment and society based on the connections and trust we havebuilt up with our customers, local communities, and business partners.
We will continue to provide three types of co-creation value by expanding the circle of co-creation with ourcustomers and other stakeholders, with the retail business at the core.
Co-creation of Excitement: Creating and sharing excitement together with customers and employees
Co-prosperity with Communities: Enhancing the attractiveness of the region and becoming an
indispensable part of the community
Coexistence with the Environment: Fostering a culture where everyone can contribute to building a society
in which people live in harmony with the environment
・Approach to strategy
Evolve into a “value co-creation retailer group” that continues to provide three types of co-creation value
with overwhelming support from a “premium and aspirational consumer group*” in Japan and overseas.
*Premium and aspirational consumer group: All consumers who favor high-quality, uplifting consumption
and experiences that fulfill their own preferences and values
To achieve this, we will deepen our retail businesses and pursue Group synergies in the three domains ofcustomers, areas, and contents in an aim to achieve tremendous growth.
The Board of Directors will hold discussions designed to improve the monitoring function and the qualityof strategies executed from the perspective of stakeholders in order to contribute to the realization of theGroup Vision and greater corporate value.

- 14 -

【Supplementary Principles 4-1-3, 4-3-2, 4-3-3】 Succession Planning[Selection of President and Representative Executive Officer]
Selection of the President and Representative Executive Officer is a critical aspect of strategic decisionmaking, and accordingly the Company regards drawing up and implementation of plans regarding successors
as matters of particular importance in terms of management strategy.
The Company ensures clarity, transparency and objectivity in the process of selecting successor candidates
through repeated deliberations conducted by the Nomination Committee, which consists of three (3)independent Outside Directors and one (1) non-executive Director elected from inside the Company.
The Board of Directors focuses on realizing the basic philosophy and the Group Vision, selects the President
and Representative Executive Officer, and plays a supervisory role based on proposals received from theNomination Committee.
[Dismissal of President and Representative Executive Officer]
A proposal for dismissal of the President and Representative Executive Officer is discussed and determinedby the Board of Directors after being discussed and resolved by the Nomination Committee based on the goals
set, expected and actual results (e.g., annual performance and strategy execution status), and the status of
performance of duties, achieved by successor candidates who are selected under the succession plan made by
the Nomination Committee.
[The Qualities Required of Successors]
For the President and Representative Executive Officer of the JFR Group and parties who assume
management of the JFR Group, the Company clearly defines the necessary values, capabilities, and behavioral
traits in the form of qualities required of a corporate officer in the Guidelines under “Desirable qualities
required of the JFR Group managerial talent” and “Discernible capabilities required of JFR’s President andRepresentative Executive Officer” in accordance with the basic philosophy and Group Vision.
For “Desirable qualities required of the JFR Group managerial talent” and “Discernible capabilities
required of JFR’s President and Representative Executive Officer,” please refer to “3. Directors and Executive
Officers” in “Chapter 4. Roles and Responsibilities of the Board of Directors, etc.” of the Guidelines appended
at the end of this report.
【Principle 4-14, Supplementary Principles 4-14-1, 4-14-2】 Training
The Company continuously provides opportunities to Directors and Executive Officers of the Company
and Directors, Audit & Supervisory Board Members and Executive Officers of the main operating companies,
to acquire and update knowledge, etc. they need to fulfill their roles and responsibilities with respect tooversight, auditing, business execution and other tasks.
[Internal Directors and Executive Officers of the Company and Directors, Audit & Supervisory Board
Members and Executive Officers of the Main Operating Companies]
The Company also provides with useful information, etc. about corporate governance, compliance, andGroup management. Furthermore, based on the result of the evaluation on managerial talent by the third-party- 15 -

organization, the Company sets training plans such as coaching which leads to the manifestation ofachievement expected to each individual.
[Candidates for Management Personnel, Including Executive Officers]
The Company helps the top management share awareness of problems and enhances ingenuity in carryingout the Medium-term Business Plan and opened the “JFR Management Juku (tutoring school),” where thePresident and Representative Executive Officer serves as the principal of the Juku. To provide more than justa passive-learning course, external consultants deliver lectures to allow attendees the opportunity to consider
not only the Medium-term Business Plan, but also a vision of the Group 10 years from now, from the
management perspective, and make presentations directly to the President and Representative Executive
Officer.
[Outside Directors]
We arrange briefings, when Outside Directors are appointed as well as on a continuous and regular basis,
providing details on the basic philosophy, Group Vision, Group Medium-term Business Plan and Group
Annual Management Policy, and also featuring content that includes details of the JFR Group operations, its
performance, financial standing and operational status.
【Principles 4-2, 4-3, Supplementary Principles 4-3-4, 4-13-3】 Establishment of Company-Wide Risk
Management System[Risk Management]
The Group defines risk as “uncertainties that have both potential positive and negative sides that could havean impact on the achievement of business management goals.” The Company has positioned risk management
as “activity that increases corporate value by managing risks by reasonable and optimal methods from acompany-wide perspective” to achieve sustainable corporate growth by addressing the positive side and thenegative side of risk properly.
The Company has positioned those risks that are extremely important priority for the management of theGroup in the medium term as JFR Group Significant Risks, and they form the original basis for the Group
Medium-term Business Plan. The JFR Group Significant Risks are broken down and detailed as JFR Group
Annual Risks, and each item is assessed and given a priority level using the “risk map,” and countermeasures
are implemented.

For details of business and other risks, please refer to the Annual Securities Report for the 17th fiscal year(on pages 32 to 42).
(https://www.j-front-retailing.com/ir/library/pdf/statement/jfr17_r04_shihanki.pdf)

Furthermore, in order to effectively perform risk management, we have established the following threelines.

- 16 -

(i) First line: Operating divisions such as business subsidiaries. These divisions identify risks and take thenecessary measures on their own.
(ii) Second line: The holding company’s divisions. Each division provides support, guidance andmonitoring regarding risk management from a perspective which is independent of the operating
divisions.
(iii) Third line: The Internal Audit Division. This division oversees the validity of the risk management
functions and the internal control system from a perspective which is independent of the operating
divisions and each division of a holding company.

In addition, the Company has established the Risk Management Committee as an advisory body to the
President and Representative Executive Officer. The committee discusses important matters, including risk
identification and evaluation, and determination of risks to be reflected in strategies, and utilizes risk
management for management decision-making.
The committee also reports details of its deliberations to the Board of Directors in a timely manner.
[Internal Control System]
The Company has established the Policy on Developing Internal Control Systems with the aim of ensuringthat overall operations of the JFR Group are performed legally and appropriately. Accordingly, we take steps
to facilitate the JFR Group’s sustainable growth and increase corporate value over the medium to long term
through specific initiatives geared toward promoting the policy.
With regard to internal controls over financial reporting, the Company and operating subsidiaries maintainand operate internal systems to ensure the reliability of financial reporting in line with the Financial
Instruments and Exchange Act and various associated laws and regulations.
[Compliance]
The Company has established the Compliance Committee, whose membership includes corporate lawyers,
as an advisory body to the President and Representative Executive Officer for the purpose of addressing issuesof JFR Group compliance practices including anti-corruption.
The Compliance Committee continuously oversees development of the foundations of compliance systemand the status of implementation through enhanced collaboration with departments in charge of promoting
compliance of each Group company, and promotes compliance with laws and regulations, corporate ethics,
and other such standards. It also draws up a policy for addressing matters involving serious compliance-related
violations.
The committee also reports details of its deliberations to the Audit Committee in a timely manner.

In addition, the Company has established a dual-reporting line where the Internal Audit Division reports to
the President and Representative Executive Officer and at the same time to the Audit Committee in order for
the Board of Directors to fulfill its function.
- 17 -

【Principles 4-6, 4-8】 Management Supervision and Execution, Effective Use of Independent Outside
Directors
The basic views of the Company under the corporate governance structure with three committees are thatindependent Outside Directors must constitute a majority. By doing so, the Company aims to separate
supervision and execution, ensure the effectiveness of the Board of Directors’ discussions, and maintain andimprove transparency and objectivity.
Ten (10) Directors(Breakdown)Six (6) independent Outside Directors (One of whom is a chairperson of the Board of
Directors. Three of whom are chairpersons of Nomination Committee, Audit Committee
and Remuneration Committee)
Two (2) internal Directors who do not execute business
Two (2) Executive Directors

Six independent Outside Directors, who have extensive external management experience or in-depth
knowledge in specialized areas, fulfill their roles as a chairperson of the Board of Directors, chairperson of
the Nomination, Remuneration and Audit Committee, or members of any of the three committees, so that theeffectiveness of independent and objective management supervision can be ensured.
Furthermore, the Company organizes “executive sessions” that allow free discussion and exchanges ofviews among independent Outside Directors. It is held as a meeting of only independent Outside Directors
after the conclusion of the meeting of the Board of Directors, etc., and discusses issues that need to be watchedfrom a position of oversight, such as issues in the Board of Directors and issues for improving effectiveness(The lead director is independent Outside Director SEKI Tadayuki.) At the request of the lead director, thePresident and Representative Executive Officer may also participate in discussions.
【Principles 4-7, 4-10】 System to Ensure the Effectiveness of the Oversight Function of the Board of
Directors
The Company has adopted the “company with three committees” structure, establishing three committees–
the Nomination, Audit, and Remuneration Committees–each comprising a majority of independent Outside
Directors. It has also adopted Board of Directors composition with a majority of independent Outside
Directors, and independent Outside Directors are elected to chair each committee. In addition, the Company
holds executive sessions only involving independent Outside Directors, among other initiatives in order toensure the effectiveness of the Board of Directors supervisory function.
With regard to the status of the oversight function, issues are periodically identified through evaluations of
the effectiveness of the Board of Directors, and the Company responds appropriately.
【Principle 4-9】 Criteria for Determining Independence of Outside Directors- 18 -

For the criteria for determining independence of Outside Directors, please refer to “5. Criteria for
Determining Independence of Outside Directors” in “Chapter 4. Roles and Responsibilities of the Board of
Directors, etc.” of the Guidelines.
The Company has registered all six Outside Directors as independent officers as stipulated by the financial
instruments exchanges.
【Principle 4-11, Supplementary Principle 4-11-1】 Ensuring Diversity in the Board of Directors
From the standpoint of separating supervision and execution and ensuring the effectiveness of the Board of
Directors’ discussions, the Board of Directors of the Company is to be composed of an appropriate number of
Directors, but no more than eleven (11), as stipulated in the Articles of Incorporation (one-year terms ofoffice), and the composition is such that at least half of the total are independent Outside Directors who are
not susceptible to conflicts of interest involving the Company’s shareholders In addition, we take steps toensure diversity including gender upon giving consideration to bringing about a balance of knowledge,
experience and abilities required of the Board of Directors as a whole, and disclose a combination of skills,
etc. possessed by Directors (skill matrix).
In selecting candidates for the Board of Directors, the Company selects persons with experience andknowledge necessary to appropriately oversee the promotion of sustainability management in order to allow
the Board of Directors to effectively fulfill its roles and responsibilities. In selecting candidates for Outside
Director, the Company selects persons from the point of view of Board diversity who have experience as
managers not only in the retailing industry that forms the core of the Company’s business but in manufacturing
and other non-retail industries, and who have expertise in legal and other fields, a marketing perspective, andextensive experience related to finance and accounting. With regard to candidates for non-executive Inside
Director, wide-ranging practical experience within the Group and knowledge in fields such as auditing aresought by the Company. As for candidates for executive Director, the Company has selected a person
responsible for the Financial Department whose high level of knowledge will facilitate the execution of thestrategic financial policies demanded by our shareholders and investors, as well as by the President andRepresentative Executive Officer of the Company.
For the composition of the Company’s Board of Directors, please refer to “2. Matters on Functions ofBusiness Execution, Auditing, Oversight, Nomination and Remuneration Decisions (Overview of Current
Corporate Governance System)” in Chapter II of this report.
The nine skills established as requirements that the Company expects of Directors are as follows:ⅰ Corporate management: Management experience as well as knowledge and experience related tocorporate management, such as strategy planning towards enhancement of corporate value, and method
for identifying issues for formulating the Medium-term Business Plan, etc.

- 19 -

ⅱ Finance and accounting: A wide range of knowledge and experience related to finance and accounting,such as enhancement of corporate value through establishment of a solid financial base and financial
strategy planning that factors in the cost of capital.
ⅲ Marketing: Knowledge and experience in activities that bring about customer satisfaction andcontinuous enhancement of corporate value through identifying customers’ problems and creatingproducts and services to solve them, communicating effectively, and providing added value.
ⅳ Human resources and organization development: Knowledge and experience in human capitalmanagement that brings out individuality and abilities of diverse employees and induces new value
creation.
ⅴ Legal affairs and compliance: Advanced and specialized knowledge of corporate legal affairs andknowledge and experience in promoting compliance management, as lawful and appropriate corporate
management forms the foundation for sustainable enhancement of corporate value.
ⅵ IT and digital: Knowledge and experience for overseeing ICT support and new business developmentfrom the customer’s perspective and with a good grasp of the latest IT trends, with aim to promote
digital transformation of existing businesses.
ⅶ Environment: Knowledge and experience in appropriately overseeing business activities conscious ofsolving environmental issues and JFR Group’s “environmental coexistence” efforts, such asenvironmental plans including setting of the medium- to long-term targets.
ⅷ Society: Knowledge and experience in appropriately overseeing JFR Group’s efforts towards ”coprosperity with local communities” and realization of a sustainable society.
ⅸ Governance: Knowledge and experience in corporate governance for improving the effectiveness ofthe oversight function of the Board of Directors, in order to establish an appropriate governance system
as the foundation for sustainable enhancement of corporate value.

For the skill matrix table, please refer to the following page on our website.
（https://www.j-front-retailing.com/english/company/governance/governance02.html）【Supplementary Principle 4-11-2】 Concurrent Holding of Positions- 20 -

For concurrent holding of officers positions at other listed companies by Directors of the Company, pleaserefer to the Notice of Convocation of Shareholders Meeting (Business Report, Reference Materials for
Shareholders Meeting).
Notice of Convocation of the 17th Annual Shareholders Meeting (Year Ended February 29, 2024) (on pages
17 to 27)(https://www.j-front-retailing.com/_data_json/news/_upload/240425_Notice_of_Convocation_E.pdf)【Supplementary Principle 4-11-3】 Evaluation of the Effectiveness of the Board of Directors
The Company’s evaluation of the effectiveness of the Board of Directors by a third-party organization has
been conducted annually since 2015.
[Items Evaluated]
There were about 40 items, including: (i) The Board of Directors’ contribution to the entire Group, (ii) the
Board of Directors’ composition, (iii) its operational status, (iv) the content of deliberations, and (v) the
effectiveness of activities of the Nomination, Remuneration and Audit Committees.
[Evaluation Methodology]
The method used was based on a questionnaire distributed beforehand, after which “individual interviews”(Note) conducted by the third-party organization, the results of which were collated and analyzed in the formof a report, which was then deliberated by the Board of Directors.
(Note) “Individual interviews”
Based on the results of the questionnaire, individual hour-long interviews were conducted by thethird-party organization in which all Directors (both Internal and Outside) were inquired about theirviews and awareness of issues in response to various questions concerning the Board of Directors.
The results of the interviews are leading to the solving of issues at the Board of Directors.
[Evaluation Results and Issues, etc.]
In the previous eight occasions of evaluation, the results clarified issues to be addressed such as
strengthening discussions of important proposals and reviewing the composition of the Board of Directors.
Improvement initiatives are strengthening the oversight function through our efforts such as increase in theratio of Outside Directors, reinforcement of agenda setting, and enhancement of deliberations.
In the ninth evaluation of the effectiveness of the Board of Directors, conducted between August and
September 2023, it was reported by the third-party organization that the Board of Directors of the Company
had improved its effectiveness through means that include transitioning to a company with three committees(nomination, audit, and remuneration), establishing an advanced governance structure with a majority of
independent Outside Directors, etc., and strengthening the functions of the three statutory committees.
Although the formal establishment of these systems is almost complete, from the perspective of improving
corporate value over the medium to long term, “monitoring of the Medium-term Business Plan” and “thoroughpreparation and analysis for discussion of growth strategies” were identified as substantive issues to be- 21 -

addressed. In response to these issues, we will continue to share issues based on the evaluation of theeffectiveness of the Board of Directors to enhance the substantive effectiveness of the Board of Directors.
【Principle 5-1, Supplementary Principle 5-1-1】 Policy on Constructive Dialogue with Shareholders[IR Policy]
Under the basic philosophy that “we aim at developing the Group by making a broad contribution to society
as a fair and trusted business entity,” the Company promotes IR activities for the purpose of maintaining anddeveloping relations of trust with stakeholders including shareholders and investors. By accurately and plainly
disclosing important information about the Company in a fair, timely and appropriate manner, we aim to
improve management transparency and help stakeholders better understand the Company.
[Information Disclosure to Enhance Dialogues]
From financial results briefings for the year ended February 29, 2016, the Company has prepared a Fact
Book to act as supplementary meeting material containing tables and graphs depicting secular trends withrespect to major financial indicators and other management benchmarks, and has otherwise taken steps tofurther enhance communications with shareholders and other investors.
In addition, the Company released an integrated report in FY2017 that is replete with non-financial
information. Included at the beginning of this report are the details of the Company’s value creation process.
This process is the means by which the Company aims to make effective and efficient use of its “six capitals”(financial capital, manufactured capital, intellectual capital, human capital, social and relationship capital, andnatural capital) to circulate the Group’s business model. In so doing, it aimed to create, as a public entity ofsociety, new values with which its various stakeholders empathize.
For the integrated report, please refer to the following page on our website.
(https://www.j-front-retailing.com/english/ir/library/annual.php)
For Fact Book, please refer to the following page on our website.
(https://www.j-front-retailing.com/_data_json/news/_upload/240415_factbook.pdf)[Promoting Constructive Dialogue]
If a shareholder or investor makes a request to engage in constructive dialogue with the Company, either
the President or another Director (including Outside Directors), Executive Officers, or a division in charge ofIR will properly respond, upon taking into consideration the intent and aims of the request.
For details of constructive dialogue with shareholders and investors, please refer to “Chapter 3. Information
Disclosure” of the Guidelines.
The division in charge of IR regularly compile information on themes for dialogue with institutional
investors and shareholders, as well as opinions and matters of interest, etc. Such information is shared with
the Representative Executive Officer and other relevant departments within the Company, and reported atmeetings of Board of Directors, etc.

- 22 -

【Principle 5-2, Supplementary Principles 3-1-3, 4-2-2】Initiatives on Investment in Human Capital andIntellectual Property, etc.
The Company has intangible assets such as its expertise in store development and store operations, customer
networks, and human capital, and recognizing that these are the source of its corporate competitive
capabilities, make investments to achieve growth as a company.
Through investment in creating unique communities that includes large-scale development projects and shops,
we aim to improve our corporate value by further increasing our ability to create stores and operate shops. We
will increase our know-how for analyzing and utilizing customer data by building a Group integrated data
infrastructure and forging links beyond the Group, and expand our customer network.
The Company believes it is human resources only that can open the way to the future in a highly uncertain
environment, and has positioned human resources as the most important value co-creation partners. We will
accelerate a virtuous cycle of the realization of human resources’ aspirations and growth as the source of our
growth as a company through support for growth including career development that stays close to the will andintrinsic motivation of each individual human resource. Our human resource systems are not according to a
job-oriented paradigm where emphasis is on a vocational credential system including length of service and anevaluation philosophy based on work achievements, but according to various assessment of “human resource
strengths” of an individual while also giving importance to their accomplishments. This “human capitalstrength” consists of value as a human resource (commitment, motivation, academic strengths, innovativenessand creativity, power of persuasion, negotiation skills, ability to grow), sense of values, and temperament, andis considered as capital that will create future value. In human resource development, we believe that assigning
the right person to the right place is particularly important, and promote the growth of human resources byemphasizing the potential of each individual and realizing appropriate placement for all generations, ranging
from young employees to senior employees.
The Company has built the “JFR Juku (tutoring school)” which has programs for the three layers ofcorporate management, management, and leaders, with the particular importance of bringing forth
management and executive candidates, and it carries forward strategic human resource development thatallows members selected from the pool of human resources at each layer to shine in the next stage.
At the same time, we will promote the formulation and implementation of a human resources strategy thatis synchronized with the management strategy towards realizing the business model and management strategy
we aim for. In this process, we will quantify the gap between the current situation and the situation aimed forwith our human resources, set quantitative KPIs for the human resources necessary for management strategy,
and actively implement investments in human resources.
The Board of Directors regularly confirms details of human resource strategies and progress of measures,
taking into account the importance of human resources who support sustainability management.
【Supplementary Principle 5-2-1】Business Portfolio- 23 -

In order to achieve our Vision for 2030, we will first accurately ascertain our own cost of capital, thenallocate management resources to discovery, development, and possession of new contents leveraging
strengths in the retail sector, as well as creation of new businesses and we will work to transform our businessportfolio by allocating management resources to the Developer Business and the Payment and FinanceBusiness. In addition, targets of business profit, ROE and ROIC are set as important management benchmarks.
For review of the business portfolio, please refer to the following page on our website.
・Medium-term Business Plan
(https://www.j-front-retailing.com/_data_json/news/_upload/20240415_midtermplan_E.pdf)- 24 -

2. Capital Structure
Foreign Shareholding Ratio

From 10% to less than 20%[Status of Major Shareholders]Number of Shares
Owned (Shares)

Name / Company Name

Percentage(%)

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

45,154,300

17.09

Custody Bank of Japan, Ltd. (Trust Account)

22,542,950

8.53

Nippon Life Insurance Company

9,828,428

3.72

J. Front Retailing Kyoei Supplier Shareholding Association

6,295,242

2.38

SMBC Nikko Securities Inc.

4,261,400

1.61

JP Morgan Securities Japan Co., Ltd.

3,628,372

1.37

The Dai-ichi Life Insurance Company, Limited

3,439,050

1.30

Mitsubishi UFJ Morgan Stanley Securities Co., Ltd.

3,401,921

1.29

3,204,500

1.21

2,871,400

1.09

SMBC Trust Bank Ltd. (Sumitomo Mitsui Banking Corporation Retirement
Benefit Trust Account)
JUNIPER

Controlling Shareholder (except for Parent
Company)
Parent Company

None
None

Supplementary Explanations[1] The status above is based on the shareholder register as of February 29, 2024.
[2] The shareholding ratios of major shareholders are calculated after excluding shares of treasury stock(6,277,182 shares).
[3] As of September 1, 2014, the Company conducted a consolidation of common shares at a rate of one sharefor every two shares.

3. Corporate Attributes
Listed Stock Market Section
Fiscal Year-End
Type of Business
Number of Employees (consolidated) as of the
End of the Previous Fiscal YearSales (consolidated) as of the End of thePrevious Fiscal Year
Number of Consolidated Subsidiaries as of the
End of the Previous Fiscal YearTokyo: Prime Market; Nagoya: Premier Market
February
Retail Trade
More than 1,000
More than ¥1 trillion
From 10 to less than 50- 25 -

4. Policy on Measures to Protect Minority Shareholders in Conducting Transactions with Controlling
Shareholder–

5. Other Special Circumstances which may have Material Impact on Corporate Governance–

II. Business Management Organization and Other Corporate Governance Systems regarding
Decision-making, Execution of Business, and Oversight in Management
1. Organizational Composition and Operation
Company with three committees (nomination, audit andremuneration committees)

Organization Form

[Directors]
Maximum Number of Directors Stipulated in
Articles of Incorporation
Term of Office Stipulated in Articles ofIncorporation

11
1 yearChairperson of the Board

Outside Director

Number of Directors

10[Outside Directors]
Number of Outside Directors

6

Number of Independent Outside Directors

6Outside Directors’ Relationship with the Company (1)NameAttribute

KOIDE Hiroko

From another company

YAGO Natsunosuke

From another company

HAKODA JunyaabCertified public
accountant

UCHIDA Akira

From another company

SEKI Tadayuki

From another company

OMURA Emi

Attorney at law*1

Relationship with the Company (*1)

Categories for “Relationship with the Company”- 26 -

c

d

e

f

g

h

i

j

k

a. Executive of the Company or its subsidiaries
b. Non-executive director or executive of a parent company of the Company
c. Executive of a fellow subsidiary company of the Company
d. A party whose major client or supplier is the Company or an executive thereof
e. Major client or supplier of the listed company or an executive thereof
f. Consultant, accountant or legal professional who receives a large amount of monetary consideration or otherproperty from the Company besides compensation as a director
g. Major shareholder of the Company (or an executive of the said major shareholder if the shareholder is alegal entity)
h. Executive of a client or supplier company of the Company (which does not correspond to any of d, e, or f)(the director himself/herself only)
i. Executive of a company, between which and the Company outside directors are mutually appointed (thedirector himself/herself only)
j. Executive of a company or organization that receives a donation from the Company (the director
himself/herself only)
k. Others
Outside Directors’ Relationship with the Company (2)Committee to Belong
Designation
as
tion
ation
Audit
Independent
Director
Commit- Committ Committee
Nomina- Remuner

Name

KOIDE

tee

ee

◯

◯

Supplementary
Explanation of theRelationship

Reasons of Appointment

KOIDE Hiroko has extensive◯

Hirokoknowledge based on her richexperience in the fields of global
management and marketing, having
served as an officer at foreigncompanies for many years, andhaving been engaged in corporate
management as the head ofmarketing at the head office of aU.S. company, as well as a wealth ofknowledge gained as an outside
director at several listed companies.
She has contributed to improving theeffectiveness of the Board of
Directors by actively and assertively
providing advice and oversight withrespect to a wide range of matters
including the importance ofstrategies for evolving existing core
- 27 -

businesses, clarifying and delving
into customer targets based onmarketing thinking, andsynchronizing medium to long-term
management strategies with humanresource strategies. As a member of
the Nomination Committee, she
conducts discussions that ensure
objectivity, transparency, andcontinuity and deliberates on thedecision process for the new
President and Representative
Executive Officer based on the
succession plan. As a member of theRemuneration Committee, sherevises the officer remuneration
system in conjunction with the next
Medium-term Business Plan, andcontributes to strengthening themanagement personnel functions byproviding necessary advice atsuitable times on the introduction ofa new calculation method for officer
compensation and reviews ofcompensation levels, structure, andperformance evaluation indicators.
In light of her track record, extensive
experience and considerable insights,
the Company expects her tocontribute greatly to management of
the JFR Group. As such, she has
been nominated to continue serving
as Outside Director.
YAGO

◯

◯

YAGO Natsunosuke has been◯

Natsunosuke

involved in top-level corporate
management for many years, and hasa wealth of experience in compliancemanagement and strengthening- 28 -

financial bases. He also possesses ahigh level of expertise in internal
control and corporate governancegained through his experience intransitioning to a company with threecommittees (nomination, audit andremuneration committees). He has
contributed to improving theeffectiveness of the Board of
Directors by actively and assertively
providing advice in many areas,
including the formulation of theMedium-term Business Plan with anawareness of overall optimization,
the approach to cross-shareholdings,
overseas business expansion basedon past experiences and reflections,and approaches to human resource
investment and human resources
evaluation. As the Chairperson of theNomination Committee, he conducts
discussions that ensure objectivity,transparency, and continuity andresolves the new President based on
the succession plan. As a member ofthe Remuneration Committee, healso revises the officer remuneration
system in conjunction with the next
Medium-term Business Plan, andcontributes to strengthening themanagement personnel functions byproviding necessary advice atsuitable times on the introduction ofa new calculation method for officer
compensation and reviews ofcompensation levels, structure, andperformance evaluation indicators.

- 29 -

In light of his track record, his
wealth of experience andconsiderable insights, the Company
expects him to contribute greatly to
management of the JFR Group as an
Outside Director. As such, he has
been nominated to continue serving
as Outside Director.
HAKODA◯HAKODA Junya has been involved

◯

Junya

in accounting audits, management
consulting, and internal audits ofauditing firms, etc. for many years at
PricewaterhouseCoopers, and has
also served as an eminent professor
teaching internal audit theory in the
Graduate School of Keio University,and therefore has a wealth ofexperience and high-level expertisein corporate auditing. He also has ahigh level of expertise in corporate
governance and management
auditing, having served as the
Chairperson of the Audit Committeeof Yamaha Corporation when thecompany changed its organizational
design to a company with threecommittees (nomination, audit, andremuneration). He has also
contributed to improving theeffectiveness of the Board of
Directors by actively and assertively
providing advice and oversight
regarding a wide range of matters
including KPI perspectives necessary
for monitoring the Medium-term
Business Plan, consideration offinancial policies in light of themacro environment, utilization of- 30 -

internal human resources in new
business development, andapproaches to the appointment of
human resources in the phase ofchange. Moreover, as the
Chairperson of the Audit Committee,
he has endeavored to strengthen theaudit function by fulfilling his rolesof auditing the execution of duties byDirectors and Executive Officers of acompany with three committees(nomination, audit, andremuneration), while exchanging
opinions and engaging in discussions
from the perspective of legality andappropriateness, etc. related to items
submitted to the Board of Directors
and items judged to requiremonitoring by the Audit Committee,
which he is expected to promote. He
is also simultaneously working toenhance the governance of the JFRGroup as a whole. In light of his
track record, wealth of experienceand considerable insights, theCompany expects him to contribute
greatly to management of the JFRGroup as an Outside Director. As
such, he has been nominated tocontinue serving as Outside Director.
UCHIDA◯◯UCHIDA Akira possesses extensive

◯

Akira

experience and knowledge of not
only business planning and IR but
also corporate departments as the
person responsible for the financeand accounting division. He has
contributed to improving theeffectiveness of the Board of- 31 -

Directors by actively and assertively
providing advice and oversight withrespect to a wide range of matters
including the importance ofidentifying issues and risk treatment
when formulating the medium-termbusiness plan, aligning sustainability
management policies with businessstrategies, digital strategies that alsoutilize stores, and the Company’s
approach to human capitalmanagement. As Chairperson of theRemuneration Committee, he revises
the officer remuneration system inconjunction with the next mediumterm business plan and introduces a
new calculation method for officer
remuneration and reviews
remuneration standards,
composition, and performance
evaluation indicators, etc. As amember of the Nomination
Committee, he conducts discussions
that ensure objectivity, transparency,
and continuity and contributes tostrengthening the management
personnel functions by providing
necessary advice at suitable times
regarding deliberation on thedecision process for the new
President and Representative
Executive Officer based on the
succession plan. In light of his trackrecord and considerable insights, theCompany expects him to contribute
greatly to management of the Groupas an Outside Director. As such, he- 32 -

has been nominated to continue
serving as Outside Director.
SEKI◯

SEKI Tadayuki has many years of◯Tadayukiexperience in international business
management and risk management at
a general trading company, and has
extensive knowledge and experiencein finance and accounting as CFO, aswell as broad knowledge as an
outside director and outside statutory
auditor of multiple companies. He
has contributed to improving theeffectiveness of the Board of
Directors by actively and assertively
providing advice and oversight on awide range of matters including
promotion of business strategies with
an awareness of the cost of capital,
the importance of responding tostores and businesses facing
challenges in the transformation ofbusiness portfolios, and the risks
involved in entering new businesses
and how to respond to those risks. Asa member of the Audit Committee,
he is working to strengthen audit
functions by fulfilling expectationsof him in terms of exchanging anddiscussing opinions from theperspective of legality,
appropriateness, etc. on items
submitted to the Board of Directors
and items judged to requiremonitoring by the Audit Committee,
while auditing the execution ofduties by Directors and Executive
Officers of a company with threecommittees (nomination, audit, and- 33 -

remuneration). He is also
simultaneously working to enhance
the governance of the JFR Group asa whole. In light of his track recordand considerable insights, theCompany expects him to contribute
greatly to management of the JFRGroup as an Outside Director. As
such, he has been nominated tocontinue serving as Outside Director.
OMURA Emi◯OMURA Emi has extensive◯

experience as an outside director(audit & supervisory board member)at other listed companies (B to C
businesses) in addition to her global
experience in handling abundantcases in international organizations
and specialized insights in labor law
as an attorney. In particular, she iswell versed in the practical aspectsof sustainability and ESG legal fields
such as human rights due diligence,and has extensive experience inproviding objective advice andoversight on various issues thatcompanies face, including diversity
management. In light of her trackrecord, extensive experience andconsiderable insights, the Company
expects that she will appropriately
apply them to the supervision ofmanagement in the Group. As such,she has been nominated to serve as a
new Outside Director.
[Committees]
Composition of Each Committee, and Attributes of Chairperson- 34 -

Nomination Committee

Remuneration Committee

Audit Committee

All Committee Members

4 members

4 members

4 members

Full-time Members

1

1

1

Internal Directors

1

1

1

Outside Directors

3

3

3

Chairperson

Outside Director

Outside Director

Outside Director[Executive Officers]
Number of Executive Officers

11- 35 -

Concurrent Holding of Positions

Name
ONO Keiichi

Concurrent Post as Director

Right toRepresent

Nomination Remuneration
Committee
Committee
××

Concurrent Post as an
Employee

Hold

Hold

None

Hold

×

×

None

HAYASHI Kenichi

None

None

×

×

None

HAYASHI Naotaka

None

None

×

×

None

None

None

×

×

None

None

None

×

×

None

OCHIAI Isao

None

None

×

×

None

MORITA Kosuke

None

None

×

×

None

NOMURA Taiichi

None

None

×

×

None

NOGUCHI Hideki

None

None

×

×

None

IMAZU Takako

None

None

×

×

None

WAKABAYASHI
HayatoMATSUDA
Hirokazu
UMEBAYASHI
Akira

None

[Audit Structure]
Assignment of Directors and employees incharge of assistance for the Audit Committee’s

AssigneddutiesMatters Regarding Independent of Such Directors and Employees From Executive Officers
The Audit Committee Secretariat has been established as an organization under the direction of the Audit
Committee and to support its duties, and the personnel appointments and changes for the Audit Committee
Secretariat staff members, and the personnel evaluation of the head of the Secretariat requires the advanceapproval of the Audit Committee to ensure independence.
Cooperation among Audit Committee, Accounting Auditors and Internal Audit Departments
The Audit Committee receives explanations on the audit policy and plan, as well as explanations and reports
on audit results, from the Accounting Auditor, and also regularly exchanges opinions including requests on
audit items.

- 36 -

When the Internal Audit Division prepares its audit policy and plan, it submits the relevant report in advanceto the Audit Committee. In addition, its audit results are regularly reported to President and Representative
Executive Officer and the Audit Committee. The Audit Committee is authorized to make requests to theInternal Audit Division on the execution of additional audits, or directly conduct audits if necessary.
Appointments and transfers of Executive General Manager of the Internal Audit Division require advanceapproval by the Audit Committee, and when such persons are evaluated, the Audit Committee shall state an
opinion.
[Independent Officers]
Number of Independent Officers

6

Matters relating to Independent Officers
The Company designates all Outside Directors who fulfill the qualifications of an Independent Officer as
Independent Officers.
[Incentives]In order to realize and promote sustainability management, and steadily implement
the Medium-Term Business Plan, the Company has formulated a new Officer
Remuneration Policy, which includes a stock-based remuneration system, with theobjective of incentivizing each Director and Executive Officer to perform their duties
to the very best of their abilities.



Remuneration for Executive Officers shall comprise (i) basic remuneration (monetary
remuneration) in accordance with job size, (ii) bonuses (monetary remuneration)
based on individual evaluations conducted each business year, and (iii) performance

Incentive

shares linked to the consolidated performance achievement rate, etc. provided in the

Policies for

Medium-term Business Plan as a stock-based remuneration system (trust-type stock-

Directors andExecutive
Officers

based remuneration).
With regard to the composition of remuneration for Executive Officers, the ratio of
performance-linked remuneration and of stock-based remuneration is set with anawareness of its function as a healthy incentive to help achieve sustainable growth.

Remuneration for Directors who do not execute business (internal Directors who do
not execute business and independent Outside Directors) shall consist only of fixed
remuneration, which shall be (i) basic remuneration (monetary remuneration) inaccordance with responsibilities and (ii) restricted stock (non-performance-linked
stock-based remuneration), which is not linked to performance as a stock-based
remuneration system (trust-type stock-based remuneration).

- 37 -



With regard to the procedures for determining remuneration, to ensure theappropriateness of the level and amount of remuneration, and the transparency ofdecision-making processes, decisions are made by resolution of the Remuneration
Committee comprising three (3) independent Outside Directors and one (1) nonexecutive Director elected from inside the Company, and headed by an independent
Outside Director. The Remuneration Committee decides on the policy for determining
the individual remuneration details for eligible officers of the Company and major
subsidiaries of the Group, and on the remuneration details for individual Directors
and Executive Officers of the Company. Furthermore, the committee also deliberates
and determines internal regulations and other rules for remuneration of theCompany’s Directors and Executive Officers. The remuneration details for individual
officers are deliberated by the nomination and remuneration committees that havebeen established at the discretion of each company (established at the major groupcompanies Matsuzakaya Department Stores and PARCO, and members include
independent Outside Directors of the Company), and are decided by each company’s
Board of Directors, after being resolved by each company’s Annual Shareholders
Meeting if such approval is required.

*

For details of the Officer Remuneration Policy, please refer to the following page on
our website.
(https://www.j-frontretailing.com/english/company/governance/governance05.html)

Supplementary Explanation
Recipients of Stock Options
Supplementary Explanation[Remuneration of Directors and Executive Officers]
Disclosure of Individual Directors’
Remuneration
Disclosure of Individual Executive Officers’
Remuneration

Disclosure for all concerned
Disclosure for all concerned

Supplementary Explanation- 38 -

Name

Total amount ofconsolidated
Basic
Category of Officer
remuneration, etc.
remuneration(Millions of yen)

Bonuses

Performancelinked stockbased
remuneration

Nonperformancelinked stockbased
remuneration

YAMAMOTO
Ryoichi59

Director

43

－

－

16

HAMADA Kazuko

29

Director

21

－

－

8

YAGO Natsunosuke

16

Director*

13

－

－

3

HAKODA Junya

21

Director*

18

－

－

3

UCHIDA Akira

20

Director*

17

－

－

3

SATO Rieko

16

Director*

13

－

－

3

SEKI Tadayuki

19

Director*

16

－

－

3

KOIDE Hiroko

15

Director*

12

－

－

3

KATAYAMA Eiichi

11

Director*

9

－

－

2

YOSHIMOTO
Tatsuya

115

Executive Officer

46

26

43

－

ONO Keiichi

43

Executive Officer

20

12

11

－

WAKABAYASHI
Hayato48

Executive Officer

23

14

11

－

HAYASHI Kenichi－

Executive Officer

－

－

－

－

HAYASHI Naotaka

38

Executive Officer

18

10

10

－

MATSUDA
Hirokazu

42

Executive Officer

20

11

11

－

UMEBAYASHI
Akira

27

Executive Officer

13

7

7

－

OCHIAI Isao28

Executive Officer

13

8

7

－

MORITA Kosuke－

Executive Officer

－

－

－

－

YAMAZAKI Shiro

26

Executive Officer

13

6

7

－

NOMURA Taiichi－

Executive Officer

－

－

－

－

NOGUCHI Hideki

28

Executive Officer

13

8

7

－

IMAZU Takako－

Executive Officer

－

－

－

－

(Notes)1 The asterisk symbol “*” indicates the independent Outside Directors.
2 Lists only those who were officers as of the shareholders meeting of May 23, 2024.
3 Directors who concurrently serve as officers are listed in the “Executive Officer” column.
4 In the case of Executive Officers who serve concurrently at operating companies, remuneration paid by eachcompany is included.

- 39 -

Policy on Determining Remuneration Amounts
and Calculation Methods

Established

Disclosure of Policy on Determining Remuneration Amounts and Calculation Methods
For the policy on determining the remuneration of Directors and Executive Officers of the Company andofficers of the Group’s major subsidiaries (Directors, Executive Officers and Audit & Supervisory Board
Members), please refer to 【Principle 3-1(ii)】 Basic Views and Policies on Corporate Governance.
[Supporting System for Outside Directors (Outside Audit & Supervisory Board Members)]
In order to ensure the effectiveness of the Board of Directors and the three committees of nomination,
remuneration, and audit, the Company has established a secretariat for each committee, as well as the Board of
Directors Secretariat, which provide the following support.
・ Supporting to make decisions on plans of holding meetings of the Board of Directors, three committees,etc.;
・ Supporting to make decisions on agenda items of the respective meeting structures and plans for annual
deliberations;・ Arranging to provide briefings beforehand to the Outside Directors and providing other information;
and・ Providing in-house feedback with respect to questions, opinions and other communications from theOutside Directors provided during prior briefings and other forums.

- 40 -

[Status of Persons Who Have Retired from a Positions Such as President and Representative Director]
Retired President and Representative Directors, etc., Holding Advisory or Any Other Positions in the Company

Title/
Position

Responsibilities

Working From andConditions(Full-time/Part-time,
Paid/Unpaid, etc.)

OKADA

SeniorEngage in external

Part-time

Date of
Retirement
from
Position
Such asPresident
May 27,

Kunihiko

Advisoractivities such as

Unpaid2010

Name

Term of Office

Varies dependingon an agreement

those for anothermade with anothercompany, businesssuch company,

community, etc.

community, etc.

OKUDA

SeniorEngage in external

Part-timeMay 22,

Varies depending

Tsutomu

Advisoractivities such as

Unpaid2014

on an agreement

those for anothermade with anothercompany, businesssuch company,

community, etc.

community, etc.

SAMURA

SeniorEngage in external

Part-timeMay 26,

Varies depending

Shunichi

Advisoractivities such as

Unpaid2016

on an agreement

YAMAMOTO
Ryoichi

Advisorthose for anothermade with anothercompany, businesssuch company,

community, etc.

community, etc.

Engage in external

Part-timeMay 23,

activities such as

Paid

2024

1 yearthose for anothercompany, business
community, etc.
Total Number of Advisors, Counselors etc., Who Held a Position of
President and Representative Director, etc.

4

Other MattersIn May 2017, the Company abolished the Advisor System from a standpoint of achieving its ideal state ofcorporate governance and ensuring management transparency in connection with the organizational
structure change to a company with three committees (nomination, audit and remuneration committees).



In connection with the abolition of the Advisor System, the Company has reviewed its rules related to thetreatment of retiring officers, and decided that if after an appointment of advisor (one-year term) is- 41 -

completed by a former Representative Executive Officers, and they are serving as an outside director ofanother company or participating in business community activities, they may be appointed as a Senior
Advisor (with no remuneration).

- 42 -

2. Matters on Functions of Business Execution, Auditing, Oversight, Nomination and Remuneration
Decisions (Overview of Current Corporate Governance System)(1) Overview of Corporate Governance System
The Company is a holding company and, with the exception of authority for matters which have an impact
on business of the JFR Group, it accordingly delegates authority to its respective business subsidiaries withrespect to matters involving business execution by the business subsidiaries, in order to speed up businessdecisions and to make managerial responsibilities clear.
The roles and responsibilities of the Company, as a holding company, are as described below. Accordingly,
the Company:
1.

Plans, formulates and penetrates the Group Vision, Group Medium-term Business Plan, Group Annual
Management Policy and Sustainability Policy, and tracks the progress and results thereof;

2.

Sets business domains of the Group;3.

Business portfolio management (Optimally allocates the JFR Group’s management resources);

4.

Generates synergies between businesses;

5.

Establishes Group-wide risk management system;

6.

Organization design and operation of the entire Group;

7.

Human resource management of the entire Group;

8.

Management of shareholders;9.

Establishes corporate governance practices for the entire JFR Group;

10. Makes decisions on important matters of business execution relating to management of the JFR Group;and
11. Provides advice and approval for management policy and management strategy of respective operating
subsidiaries, and oversees and evaluates progress thereof.
The Company has established as management bodies of the Company, supervisory units that are optimal for
realizing more efficient and swifter strategic execution, and is working to clarify each unit’s roles,
responsibilities and authorities, thereby reinforcing the supervisory function and improving the internal control
systems of the entire JFR Group.
(2) Board of Directors
Directors who are appointed by the shareholders and are entrusted with management of the Company are tocarry out the roles and responsibilities in the Board of Directors as listed below. They are to do so in accordancewith of their fiduciary responsibility and accountability to shareholders, and with the aim of realizing the Group
Vision, etc. Accordingly, these roles and responsibilities include:
・ Indicating the overall direction that Group management is to take, by engaging in constructive
discussions with respect to the Group Vision, Sustainability Policy, Group Medium-term Business Plan,
Group Annual Management Policy and other fundamental management policies, and carrying out- 43 -

multifaceted and objective deliberations that include evaluation of risks with respect to theaforementioned;
・ Appropriately making decisions in terms of overall policy and plans pertaining to Group managementon the basis of the direction noted above and overseeing progress and results of the plans;
・ Developing an environment conducive to encouraging offense-oriented management geared toachieving discontinuous growth;・ Taking steps to build and develop internal control systems of the JFR Group overall, and otherwise
overseeing the operational status of such systems;
・ Overseeing conflicts of interest between related parties; and・ Overseeing progress of succession planning relating to the President and Representative Executive
Officer, personnel assignment plans pertaining to managerial talent and Executive Officer training, on
the basis of summary reports furnished by the Nomination Committee in response to requests.
The Board of Directors of the Company is to be composed of an appropriate number of Directors, but nomore than eleven (11), as stipulated in the Articles of Incorporation (one-year terms of office). From thestandpoint of separating supervision and execution and ensuring the effectiveness of the Board of Directors’
discussions, the composition is such that at least half of the total are independent Outside Directors who are
not susceptible to conflicts of interest involving the Company’s shareholders.
In addition, we take steps to ensure diversity upon giving consideration to bringing about a balance ofknowledge, experience and abilities required of the Board of Directors as a whole, and disclose a combinationof skills, etc. possessed by Directors (skill matrix).
* For details on the skill matrix, please refer to [Disclosure Based on the Principles of the Corporate
Governance Code], 【Principle 4-11, Supplementary Principle 4-11-1】 Ensuring Diversity in the Board of
Directors in this report and the following location on the Company’s website.
（https://www.j-front-retailing.com/english/company/governance/governance02.html）
The meetings of the Board of Directors were held 15 times in FY2023 (March 2023 to February 2024).
Attendance at the meetings of the Board of Directors was 98.8%.
Date of the

Major subjects

meeting
March 28,
2023

Report on the operation of the Basic Policy to Build Internal Control System,
results of evaluation of internal controls over financial reporting, etc.

April 11

Matters related business results

April 25

Sale of shares held, etc.

- 44 -

May 25

Amendment of the Corporate Governance Guidelines, revision of the
Corporate Governance Report, amendment of the Basic Policy to Build
Internal Control System, etc.

June 28

Approach to formulation of the next Medium-term Business Plan,
etc.

July 25
August 29

Next Medium-term Business Plan (outline), etc.
Next Medium-term Business Plan (outline), validation of rationale
for cross-shareholdings, etc.

September 26

Next Medium-term Business Plan, growth strategy for Payment
and Finance Business, etc.

October 10

Matters related business results

October 31

Results of evaluation of the effectiveness of the Board of Directors,
Next Medium-term Business Plan (financial strategy), etc.

November 28

Next Medium-term Business Plan, JFR human capitalmanagement, etc.

December 26
January 30,
2024
February 27

Next Medium-term Business Plan, etc.
Selection and dismissal of the Representative Executive Officer,
appointment of officers of JFR
Next Medium-term Business Plan, profit and loss budget, financial
plan, and balance sheet budget for FY2024, etc.

(3) Three Committees (Nomination, Remuneration and Audit Committees)(Nomination Committee)
The Nomination Committee is composed of three (3) independent Outside Directors and one (1) full-time
Director who does not execute business. The chairperson is chosen from among independent Outside Directors
from the standpoint of ensuring objectivity, transparency and continuity. The Nomination Committee
determines the contents of proposals on the nomination and dismissal of Directors submitted to shareholders’meetings and reports to the Board of Directors upon consultations from the Board of Directors regarding thenomination and dismissal of Executive Officers as well as the chairperson of the Board of Directors andchairpersons and members of individual statutory committees, and other matters.
The meetings of the Nomination Committee were held 15 times in FY2023 (March 2023 to February 2024).
Attendance at the meetings of the Nomination Committee was 100%.
Date of the

Major subjects

meeting
March 17,
2023

Board of Directors framework of J. FRONT RETAILING Co., Ltd., skill
matrix, etc.

- 45 -

April 3

Election of eleven (11) candidates for Directors of J. FRONT RETAILING Co.,
Ltd., report to the Board of Directors, etc.

April 20May 8Management structure of each JFR Group company
Independent Outside Director structure, ways to advance the Nomination
Committee going forward, etc.

May 25

Schedule of the Nomination Committee for FY2023, etc.

June 19

Succession plan, independent Outside Director structure, etc.

July 18

Succession plan, independent Outside Director structure, etc.

July 24

Independent Outside Director structure

August 18

Succession plan, independent Outside Director structure, etc.

September 13

Succession plan, independent Outside Director structure, etc.

October 24

Succession plan, interim evaluation of Executive Officers andpresidents of major operating subsidiaries, etc.

November 20

Succession plan, management execution framework of J. FRONTRETAILING Co., Ltd. for FY2024, independent Outside Director
structure

December 18

Succession plan, management execution framework of J. FRONTRETAILING Co., Ltd. and major business subsidiaries for FY2024

January 22,

Succession plan, management execution framework of J. FRONT

2024

RETAILING Co., Ltd. and major business subsidiaries for FY2024

February 19

Board of Directors framework of J. FRONT RETAILING Co., Ltd. For FY2024(Audit Committee)
To maintain and improve audit accuracy, the Audit Committee is composed of three (3) independent Outside
Directors and one (1) internal full-time Director who does not execute business and is well informed about
internal information, and the chairperson is chosen from among independent Outside Directors from thestandpoint of ensuring transparency and objectivity. The Audit Committee effectively audits whether Executive
Officers and Directors execute their duties in compliance with the laws and the Articles of Incorporation andefficiently in accordance with the basic philosophy of the Company and the Group Vision, and makes necessary
advice and recommendations. It also conducts audits on the construction and operation of internal control, andprepares audit reports.
To ensure the reliability of accounting information, the Audit Committee also monitors and verifies the statusof work executed by the Accounting Auditor, and determines the contents of proposals on the nomination anddismissal of such Auditor and other matters submitted for discussion at shareholders meetings.
The meetings of the Audit Committee were held 24 times in FY2023 (March 2023 to February 2024).
Attendance at the meetings of the Audit Committee was 97.3%.

- 46 -

Date of the

Major subjects

meeting
March 9, 2023

Evaluation of the Accounting Auditor, etc.

March 16

Report of the Internal Audit Division, etc.

March 28

Report on the operation of the Basic Policy to Build Internal Control System,
results of evaluation of internal controls over financial reporting, etc.

April 10

Audit Report by the Accounting Auditor for the 16th fiscal year, Audit Reportby the Audit Committee for the 16th fiscal year, reappointment of the
Accounting Auditor, Report of the Internal Audit Division, etc.

April 19

Report of Audit & Supervisory Board Members of the Group companies for thesecond half of FY2022, audit findings of the Audit Committee for FY2022, etc.

May 11

Audit & Supervisory Board Systems of Group companies for FY2023, Reportfrom the Accounting Auditor, evaluation feedback to the Accounting Auditor,
Report of the Compliance Committee, Report of the Internal Audit Division,etc.

May 25

Audit policy and audit plan for FY2023, appointment of Audit Committee
members appointed by the Audit Committee and Specified Audit Committee
members, etc.

June 8

Report on management letters of the Accounting Auditor

June 15

Audit plan of the Accounting Auditor for the 17th fiscal year,
agreement on remuneration for the Accounting Auditor

July 6

Training session for Audit & Supervisory Board Members of theGroup companies

July 13

Report on the Accounting Auditor’s review for the first quarter of the 17th
fiscal year, IT audit, Report of the Internal Audit Division etc.

August 17

Report of the Internal Audit Division, operating company phasemanagement report, etc.

September 7

Review of training session for Audit & Supervisory Board Membersof the Group companies, etc.

September 14

Report of the Compliance Committee, and Report of the Internal
Audit Division

October 6

Report from the Financial Strategy Unit, etc.

October 13

Report on the Accounting Auditor’s review for the second quarter of the 17th
fiscal year, report of Audit & Supervisory Board Members of the Group
companies for the first half of FY2023, etc.

November 1

Report of the Internal Audit Division, etc.

November 9

Report of the Compliance Committee, etc.

December 7

Report of the Internal Audit Division, etc.
- 47 -

December 14
January 11,
2024
January 18

Audit Report by the Audit Committee
Report on the Accounting Auditor’s review for the third quarter of the 17th
fiscal year, report of the Internal Audit Division, etc.
Operating company phase management report, evaluation of the Accounting
AuditorFebruary 1

Report of the Internal Audit Division, liaison meeting with Audit &Supervisory Board Members

February 9

Report from the Accounting Auditor (KAM, disclosure ofcompensation-related information in connection with revisions to the
ethics rules)(Remuneration Committee)
The Remuneration Committee is composed of three (3) independent Outside Directors and one (1) nonexecutive Director from inside the Company. The Chairperson is chosen from among independent Outside
Directors from the standpoint of transparency and objectivity. The Remuneration Committee decides on thepolicy for determining the individual remuneration details for Directors and Executive Officers of the Company
and eligible officers of major subsidiaries of the Group, and on the remuneration details for individual Directors
and Executive Officers of the Company.
The meetings of the Remuneration Committee were held 13 times in FY2023 (March 2023 to February2024). Attendance at the meetings of the Remuneration Committee was 100%.
Date of the

Major subjects

meeting
March 17, 2023

Total amount of officer bonuses for FY2022, review of officer remuneration
system (revision of the rule and remuneration policy).

April 20

The performance-linked factor and number of points provided for a stockbased remuneration system for officers (short-term and medium- to longterm performance share), and results of officer evaluations for FY2022

May 8Amount of individual officer bonuses for FY2022, the number of points
provided for short-term performance share, mission grade and individual
remuneration amount for FY 2023, etc.

May 25

Mission grade and individual remuneration amount for FY 2023, schedule of
the Remuneration Committee, etc.

June 19

Review of officer remuneration system

July 18

Review of officer remuneration system

August 18

Review of officer remuneration system

October 24

Review of officer remuneration system- 48 -

November 20

Review of officer remuneration system

December 18

Review of officer remuneration system

December 26

Review of officer remuneration system

January 22, 2024

Review of officer remuneration system

February 19

Review of officer remuneration system, individual remuneration amount(5) Accounting Auditor
The Company has concluded an audit agreement with Ernst & Young ShinNihon LLC. The Accounting
Auditor performs accounting audits in accordance with respective legal provisions. The engagement partnersof the auditor, and the number of years they have been involved in the audit, are as follows. Based on
discussions with the auditor, appropriate measures are adopted to prevent engagement partners from being
involved in the accounting audits of the Company for longer than certain periods.
OJIMA Koji (1 year), SHIBAYAMA Yoshihisa (7 years) and MATSUURA Hiroshi (7 years)
Support staff for audit operations consist of certified public accountants, part-qualified accountants andothers.
To provide support for enabling effective audits performed by the Accounting Auditor, the Company
develops structures for:・ In order to enable an impartial audit, the details of the audit plan proposed at the beginning of the fiscal
year by the Accounting Auditor shall be complied with, and sufficient time for the audit shall be secured.
・ Arranging regular discussions between the Accounting Auditor and President and Representative
Executive Officer and relevant Executive Officers, based on “management letters” prepared by the
Accounting Auditor. In addition, arranging explanations by the President and Representative Executive
Officer to the Accounting Auditor in relation to the Company’s management strategy, as required.
・ Arranging meetings between the Accounting Auditor and Audit Committee members and internal audit
departments for the purpose of sharing information and exchanging views on a regular basis (about six
times per year); and・ Enabling the Audit Committee to perform necessary investigations upon receiving a report from the
Accounting Auditor detailing instances of material improprieties and illegal acts related to the executionof duties of Directors and Executive Officers; and enabling the Audit Committee to take necessary
measures in that regard, that include reporting, furnishing advice and providing recommendations to
the Board of Directors.
(6) Risk Management Committee and Compliance Committee
The Company has established the Risk Management Committee as an advisory body to the President andRepresentative Executive Officer. The committee discusses important matters, including risk identification andevaluation, and determination of risks to be reflected in strategies, and utilizes risk management for
management decision-making. The Compliance Committee (whose membership includes corporate lawyers)- 49 -

was established for the purpose of appropriately addressing issues of JFR Group compliance management
practices. For details, please refer to 【 Principles 4-2, 4-3, Supplementary Principles 4-3-4, 4-13-3 】
Establishment of Company-Wide Risk Management System.
(7) JFR Group Compliance Hotline
The Company has established a whistleblowing system that enables all JFR Group officers and employees
as well as all individuals working at the JFR Group (including part-timers and employees seconded frombusiness partners) to notify the Compliance Committee directly with respect to compliance-related issues, andto seek corrective action. The company has set up points of contact for whistleblowers both internally andoutside the Company (corporate lawyers). The JFR Group’s internal company rules rigorously provide for thewhistleblowing system in terms of protecting the confidentiality of whistleblowers and prohibiting
disadvantageous treatment thereof.
(8) Limited Liability Agreement
The Company concludes a limited liability agreement with each Director who does not execute businesspursuant to the provisions of Paragraph 1, Article 427 of the Companies Act so that Directors who do not
execute business can adequately fulfill their expected roles. The limited liability agreement stipulates that the
maximum amount of liability for damages due to negligence of duties by a Director who does not executebusiness shall be the higher of twelve million (12,000,000) yen or the amount fixed by laws and regulations;however the limitation of liability is applicable only when the duties that caused the liability were executed by
the Director who does not execute business in good faith and without gross negligence.
3. Reasons for Adoption of Current Corporate Governance System
The Company has adopted the organizational structure of a company with three committees (nomination,
audit and remuneration committees). This is for the purpose of carrying out initiatives to further strengthen
corporate governance from the following perspectives:(1)

Strengthening of the management oversight function by separating oversight from execution
The Company will strengthen the oversight function for business execution of the Board of Directors

by separating oversight from execution. In addition, the Company aims to promote sophistication ofstrategy by having the Board of Directors actively include the insights of external persons in order to holdrigorous discourse on important strategic issues relating to the Group management.
(2)

Greater clarity of authority and responsibility in business execution and promotion of agile
management
The Company will enable decisions of business execution to be delegated to Executive Officers(Note), clarify the authority and responsibility, and carry out speedy management decision-making. (Note)
With regard to Executive Officers, although the English name is the same as Executive Officers, which- 50 -

were previously referred to as “shikkoyakuin” in Japanese, the Japanese name and their functions aredifferent.
(3)

Improvement of transparency and objectivity of management
The Company will improve the transparency and objectivity of management by adopting the structureof a company with three committees (nomination, audit and remuneration committees). The majority ofthe members of each of these committees are independent Outside Directors.
(4)

Building an organizational structure compatible with global perspectives
The Company will build a governance structure that is easy to understand from global perspectives,

such as those of overseas investors.

- 51 -

III. Implementation of Measures for Shareholders and Other Stakeholders
1. Measures to Vitalize the General Shareholder Meetings and Smooth Exercise of Voting Rights
Supplementary Explanations
We ensure that there is adequate time for our shareholders to consider
matters with respect to which they will exercise their voting rights. To that
end, we post informational materials for the Shareholders Meeting on the
Company’s website and on the websites of financial instruments exchanges
as early as practicably possible before the Electronic Provision Measures
Commencement Date stipulated in the Companies Act (three weeks prior to
the date on which a Shareholders Meeting is to be held or the day that thenotice of convocation is sent, whichever is earlier). Informational materials
Early Notification of General
Shareholder Meetingfor the 17th Annual Shareholders Meeting was provided to financial
instruments exchanges and made available on the Company’s website before
delivery of the printed version and five weeks prior to the date of the
Shareholders Meeting.
For the Notice of Convocation of the Annual Shareholders Meeting,
Reference Materials for Shareholders Meeting and attachments to the Noticeof Convocation, please refer to the following page on our website.
（https://www.j-frontretailing.com/_data_json/news/_upload/240425_Notice_of_Convocation_E.
pdf）

Scheduling AGMs Avoiding
the Peak Day
Allowing Electronic Exerciseof Voting Rights

We give consideration to ensuring time for audits in the course of setting
dates on which Shareholders Meetings are to be held and schedules otherwise
in relation to Shareholders Meetings.
Shareholders may exercise their voting rights by accessing the Internet
voting website (https://evote.tr.mufg.jp/) operated by Mitsubishi UFJ Trustand Banking Corporation via a PC or smartphone.
Participation in electronic voting platform

Participation in Electronic

We give consideration to ensuring that our shareholders are able toVoting Platform and Other

conveniently exercise their voting rights, including domestic and overseas

Initiatives Toward

institutional investors. To that end, we have adopted online and other means

Improvement of theof exercising voting rights and otherwise use an electronic platform forEnvironment for Exercise of

exercising voting rights.

Voting Rights by Institutional
Investors

Other initiatives toward improvement of the environment for exercise of
voting rights by institutional investors- 52 -

We act appropriately with respect to substantively ensuring thatshareholders are able to exercise their rights to make proposals and otherminority shareholder rights. Moreover, our Articles of Incorporation stipulatethat a shareholder may exercise his or her voting rights by proxy uponcompleting the necessary procedures when a beneficial shareholder has filed
to exercise rights as a shareholder beforehand.
Providing Convocation Noticein English

We also prepare English translations of our convocation notices and makethem available so that our overseas investors are able to properly exercise
their voting rights.
We strive to ensure that all shareholders, including those who reside in

Otherdistant locations, have opportunities to participate in or listen to Shareholders
Meetings through means such as live streaming of Shareholders Meetings andaccepting questions in advance on the Company’s website.

- 53 -

2. IR Activities
Explanation
byRepresentative

Supplementary Explanations
IR Policy
Under the basic philosophy that “we aim at developing
the Group by making a broad contribution to society as afair and trusted business entity,” the Company promotes IR
activities for the purpose of maintaining and developing
relations of trust with stakeholders including shareholders
and investors. By accurately and plainly disclosing
important

information(financial

andnon-financial

information) about the Company in a fair, timely andappropriate manner, we aim to improve managementtransparency and help stakeholders better understand theCompany.
Information Disclosure Standards
The Company discloses important information of the
JFR Group in a timely and appropriate manner, in
Preparation and Publication ofDisclosure Policy

accordance with Japan’s Financial Instruments andExchange Act and other such laws and regulations, as wellas in accordance with rules for timely disclosure stipulated
by financial instruments exchanges on which theCompany’s shares are listed. Even in cases where suchlaws, regulations and the timely disclosure rules do not
apply, the Company recognizes information deemed usefulto shareholders, investors and other stakeholders asimportant with respect to its corporate activities as called
for by society. As such, the Company proactively discloses
such information in an impartial and swift manner using
appropriate means, and with the added aim of facilitating
more extensive understanding regarding the JFR Group.
Information Disclosure Method
The Company discloses important company information
to which the timely disclosure rules apply through the
TDnet (Timely Disclosure Network) system provided by
the Tokyo Stock Exchange, while posting the same- 54 -

information on the Company’s website, etc. as quickly as
possible. With respect to any information that is deemed tohelp stakeholders better understand the Company, even
where the timely disclosure rules do not apply to it, theCompany works to publicize such information on its
website as well as by using social media and publishingintegrated reports.
The Company releases information in a timely andappropriate manner by making use of the TDnet and
EDINET platforms, the Company’s website and othermeans in line with the attributes of the information being
disclosed. Moreover, to ensure that we disclose informationin an impartial manner, we prepare and release English
translations of our convocation notices for Shareholders
Meetings, annual securities reports, integrated reports,
timely disclosure information, financial information andsustainability reports.
Improvement of Communication
The Company’s efforts to improve communication
include timely disclosure and information transmission on
its website in combination with various briefings andmeetings and responses to inquiries from shareholders andinvestors on a daily basis. The comments and requests
received from shareholders and investors are widely shared
among the Company and related companies of the Group,
and we refer to them in company management to increase
corporate value.
Quiet Period
In order to prevent the leakage of financial informationand ensure fairness, the Company refrains from answering
any questions concerning financial results during the quiet
period from the day following the closing date of eachquarter until the release of financial results. However, theCompany will disclose information in a timely andappropriate manner if a significant amendment to businessperformance is necessary, even during the quiet period.
- 55 -

Forward-looking Statements
Forward-looking statements including future plans,
prospects and strategies as disclosed by the Company areprepared based on certain assumptions the Company deems
reasonable at the time of disclosure and include certain
risks and uncertainties. Therefore, actual results may differ
from forecasts and prospects due to future changes in
economic and business environment surrounding theCompany.
Regular Investor Briefings for

Briefings were held in July and January in FY2023.

None

The Company holds briefings for analysts twice a year

Yes

Individual Investors
after the release of financial results (interim, year-end). In
FY2023, two financial results briefing sessions and sevensmall meetings (small-sized briefing sessions) were held at
the initiative of President and Representative Executive
Officer.
Regular Investor Briefings forAnalysts and Institutional
Investors

In addition, after the earnings results were announced in
the first quarter and the third quarter, IR personnel playeda leading role in holding two teleconferences for analysts,
four small meetings, and 72 individual meetings withdomestic institutional investors.
Furthermore, to enhance disclosures and dialogues on
non-financial information, the Company held an ESG
briefing in December in FY2023, the sixth time such a
briefing has been held, with the independent Outside
Directors also giving speeches.
To strengthen relationships with overseas investors, theCompany held individual meetings with them in July andOctober in FY2023, and the President and Representative
Executive Officer held dialogues with 19 companies.

Regular Investor Briefings for

The Company also participated in conferences forOverseas Investors

overseas investors held in March, May, September andNovember 2023, and the President and Representative
Executive Officer held dialogues 25 times, and the IR
personnel, 7 times. In addition, the IR personnel also held
individual meetings with overseas investors 107 times.
- 56 -Yes

Using these opportunities, the Company held a total of 158
meetings with overseas-based investors.
The above briefings may be viewed on video online. The
Company also publishes its quarterly financial results andPosting of IR Materials onmaterials for investor briefings, monthly consolidated

Websitebusiness reports, timely disclosure materials and other IR
information on its website(https://www.j-front-retailing.com/english/ir/).
Corporate Communications Division (in charge of investor
relations)The

Establishment of Department
and/or Manager in Charge ofIR

CompanyhasestablishedtheCorporate

Communications Division (in charge of investor relations)to build stable relationships of trust with its shareholders
and investors. The Company aims to enhance its
constructive dialog using more highly accurate information
based on financial data related to not only businessperformance in the short term but also the future outcomes
expected as a result of carrying out the business strategies.
Promoting Constructive Dialogue
Through these IR activities, the Company was selected
as one of the Greatest IR Improvement PremiumCompanies in the 2023 IR Award (sponsored by Japan
Investor Relations Association).

The Company was alsochosen as No. 3 in the retail category of the Award for
Excellence in Corporate Disclosure (sponsored by The
Securities Analysts Association of Japan) in FY2023,
following the No. 2 placement in FY2022.
Other

We will continue to promote its IR activities to enhance
managementtransparency

and

help

stakeholders

understand us more deeply by fairly disclosing important
information about the Company in an easy-to-understand,appropriate and timely manner.
A full range of tools to promote dialogue
The FY2023 Integrated Report was designated as an“Excellent Integrated Report” by asset managers of the
GPIF. This is the seventh time that we have been selectedin this way.
- 57 -

In addition, with the aim of realizing sustainability
management and disclosing related information, we
created a Sustainability Report that focuses on ESG
information.
Following FY2022, the Company has also prepared theIntegrated Report and Sustainability Report for FY2023.
We will continue to promote its IR activities to enhance
managementtransparency

and

help

stakeholders

understand us more deeply by fairly disclosing important
information about the Company in an easy-to-understand,appropriate and timely manner.
Maintaining and enhancing a constructive approach todialogueIn FY2023, the business environment characterized byuncertainty continued on. Despite the circumstances, theCompany published earnings forecasts that incorporate
certain assumptions that could be considered reasonable bymanagement, with the objective of promoting dialogue by
providing an opening for discussions with institutional
investors and analysts.

3. Measures to Ensure Due Respect for Stakeholders
Supplementary Explanations
The JFR Group Philosophy defines the basic stance toward all
stakeholders; “corporate credo,” “basic philosophy,” “Group Vision,”
Stipulation of Internal Rules
for Respecting the Position of
Stakeholders“Sustainability Policy,” “Corporate Governance Guidelines,” “JFR Way,”“commitments to stakeholders.” All officers and employees of all companiesof the Group deeply understand this philosophy and act positively toward thefurther development of the Group.
For details, please refer to the following page on our website.
(https://www.j-front-retailing.com/english/company/company.php)■JFR Group “Sustainability Policy”

Implementation of

The Company is committed to advancing sustainability management thatEnvironmental Activities, CSR

achieves a balance between the resolution of environmental and social issues

Activities, etc.

with corporate growth, aiming to contribute to “Well-Being Life (bothmentally and physically fulfilling life) ” of our stakeholders including- 58 -

customers, business partners, and employees towards realizing a sustainable
society and new happiness in people’s lives.
In July 2018, we established a Sustainability Policy, and based on this policy,
we have clearly defined our environmental and social policies through the
Eco Vision and Social Vision respectively.
In addition, we have identified the materiality issues that the Group should
address, and we also contribute to the international goals of Sustainable
Development Goals (SDGs) by actively engaging with these materiality
issues through our business activities.
[Materiality issues]• Adding excitement to life
• Enhancing community vitality• Creating a society that coexists with the environment• Increasing the number of value co-creation partners• Empowering diverse human resources to shine*We have revised our materiality issues in conjunction with the start of theMedium-term Business Plan for FY2024. Please refer to the following pageon our website.
(https://www.j-front-retailing.com/english/sustainability/sustainability.html）(URL for HP materiality issues)
Please visit the following page on our website to learn more about oursustainability efforts.
(https://www.j-front-retailing.com/english/ir/library/sustainability.php)
We believe that promoting constructive dialogue with our shareholders andinvestors helps the JFR Group achieve sustainable growth while increasing
corporate value over the medium to long term. The Company is committed totimely and appropriate disclosure of information premised on constructive
dialogue, and through such initiatives maintains and develops trusting
relations with its stakeholders.
Development of Policies on

The Company discloses important information of the JFR Group in a

Information Provision totimely and appropriate manner, in accordance with Japan’s Financial

Stakeholders

Instruments and Exchange Act and other such laws and regulations, as wellas in accordance with rules for timely disclosure stipulated by financial
instruments exchanges on which the Company’s shares are listed. Even incases where such laws, regulations and the timely disclosure rules do not
apply, the Company recognizes information deemed useful to shareholders,investors and other stakeholders as important with respect to its corporate
activities as called for by society. As such, the Company proactively discloses- 59 -

such information in an impartial and swift manner using appropriate means,
and with the added aim of facilitating more extensive understanding
regarding the JFR Group.
Formulating and Disclosing the Management Strategies and Business Plans
The Company draws up business model, medium- to long-term strategy
story that the JFR Group pursues, as well as the Group management strategies
and Group business plans which indicate management benchmarks and otherobjectives, with the aim of realizing the Group Vision.
We release those documents in order to share such details with ourshareholders, investors and other stakeholders.
Methods of Information Disclosure
Please refer to the methods stated in IR Policy under “2. IR Activities”
above.
JFR Principles of Action
The JFR Principles of Action, which stipulate that all the JFR Group
officers and employees shall recognize their own roles and responsibilities
and act in a highly ethical manner in order to fulfill social responsibilities,
adhere to the corporate credo, and realize the corporate vision, consists of thefollowing five policies.
Other• JFR Conduct Policy• Procurement Policy• Human Rights Policy• Anti-corruption Policy• Occupational Health and Safety Policy
For each policy, please refer to the following page on our website.
(https://www.j-front-retailing.com/english/sustainability/principles-ofaction.php)- 60 -

IV. Matters Related to the Internal Control System
1. Basic Views on Internal Control System and the Progress of System Development
Basic Policy to Build Internal Control System
This is a basic policy for J. FRONT RETAILING Co., Ltd. (hereinafter, the “Company”) relating to building
an internal control system for legal and appropriate execution of overall business within the JFR Group(meaning the corporate group comprising the Company and its subsidiaries; the same shall apply hereinafter).
By specifically promoting this policy, the JFR Group aims to contribute to ensuring thesustainable growth of the JFR Group and increasing corporate value over the medium to long term.
 The Company aims to realize corporate governance that is a structure for transparent, fair, swift and resolutedecision-making with due attention to the perspectives of shareholders and also customers, employees andcommunities in order to ensure the sustainable growth of the JFR Group and increase corporate value overthe medium to long term. The Company has therefore adopted the structure of a company with threecommittees (nomination, audit and remuneration committees) in order to strengthen the oversight function
and decision-making function for business execution of the Board of Directors by clearly separating
management oversight and execution functions.
 In order to achieve our best possible corporate governance structure, it is important that the President andRepresentative Executive Officer takes and hedges various risks (uncertainties) within the JFR Group tobuild an internal control system capable of appropriate and efficient business execution.
 The internal control system is a structure that companies should establish to control internal risks(uncertainties) with a view to realizing sustainable, stable growth. Specifically, the system comprises thefollowing Group management system, risk management system, legal compliance system, internal audit
system, and audit committee system.
I. Group Management System(1) Board of Directors
 The Board of Directors shall perform an oversight function by monitoring the Executive Officers’ andDirectors’ execution of business.
 The Board of Directors shall discuss and resolve matters defined in the Companies Act and/or the Articles
of Incorporation, as well as the Group Vision, Sustainability Policy, Group Medium-term Business Plan,
overall policy and plan for Group management, M&As, Group financing plans, and other individual
important matters relating to Group management. In order to speed up business decisions and execution, thetask of determining matters involving business execution other than the above shall be delegated to
execution, with the exception of matters which have a material impact on the Group management.


For monitoring action, decision-making and the like by the Board of Directors, the composition is suchthat at least half of the total are independent Outside Directors who are not susceptible to conflicts ofinterest involving the Company’s shareholders, from the standpoint of separating supervision and- 61 -

execution and ensuring the effectiveness of the Board of Directors’ discussions.
 To ensure effectiveness of objective management oversight, in addition to the Outside Directors, nonexecutive Directors elected from inside the Company and who are well informed about internal information
shall also be appointed.
(2) Management execution framework
 The Company shall clearly separate management oversight and execution and strengthen the Board of
Directors’ oversight function while delegating authority for execution to enable swift management decisionmaking. Meanwhile, execution shall be controlled by having the following framework.
 The execution bodies shall be supervisory units that are optimal for realizing more efficient and swifter
strategic execution, and Executive Officers shall be appointed as the head of the units.
 The Company clarifies the missions of the President and Representative Executive Officer and each strategy
unit. Each division formulates and executes a concrete plan based on the mission, and the roles and operations
set forth in the Rules for Division of Organizations and Duties.
 Execution shall formulate the major Group management policies and individual important matters, andoversee business execution of business subsidiaries. The Board of Directors shall discuss and determine(approve) the suitability of major policies and plans that execution has prepared as well as individual
important matters.
 While discussing the overall policy and plan and other matters for the Group’s management at the GroupManagement Meeting, the Group Policy Meeting, each segment’s Medium-term Business Plan Progress
Meeting, the Affiliated Business Results and Strategy Examination Meeting, etc., participants confirm theprogress of management strategies and share information between management, and so forth.
 The Company shall construct systems to raise overall efficiency of the Group such as the introduction of theGroup’s common accounting system in principle and promotion of centralized management of Group funds.
 The Company has adopted the International Financial Reporting Standards (IFRS) voluntarily in the interestof implementing effective management based on appropriate asset evaluation, applying business
management that gives emphasis to the profit of the current period, increasing convenience for overseas
investors by improving the international comparability of financial information.
(3) System for promoting internal controls
 Under the direction of President and Representative Executive Officer, to strengthen internal control over
execution, the departments and responsible persons in charge of internal controls shall be established, andshall manage the development and operation of the internal controls in relation to the Companies Act and theinternal control system in relation to the Financial Instruments and Exchange Act at the Company and thebusiness subsidiaries.
 The departments in charge of internal controls shall coordinate with the Audit Committee, the internal audit
departments, and each supervisory unit and business subsidiaries to share information and remedy any
deficiencies that occur in the internal controls.
 With regard to internal controls over financial reporting, the Company shall be in compliance with Japan’s
Financial Instruments and Exchange Act and various associated laws and regulations, and an internal- 62 -

company system to ensure the credibility of financial reporting shall be constructed at the Company andbusiness subsidiaries.
II. Risk Management
 The Company shall establish the Risk Management Committee as an advisory body to the President andRepresentative Executive Officer with regard to risk management. The committee is chaired by the President
and Representative Executive Officer and comprises Executive Officers and others.


The Risk Management Committee shall discuss important matter, including risk identification andevaluation, and determination of risks to be reflected in strategies, and utilize risk management for
management decision-making. The committee also reports details of its deliberations to the Board of
Directors in a timely manner.



An officer shall be put in charge of risk management in order to promote the operation of risk management.
In addition, departments and responsible person shall be put in charge of risk management, and shallprovide support, guidance and monitoring regarding risk management at the Company and businesssubsidiaries.

 Each business subsidiary shall put departments and responsible persons in charge of risk management, andshall carry out daily direction of risk management.
 For crisis events such as large-scale earthquakes, fires and accidents, crisis management shall be controlled
by the “Emergency Response Headquarters” headed by the President and Representative Executive Officer.
III. Legal Compliance System(1) System for promoting compliance The Company shall establish the Compliance Committee as an advisory body to the President andRepresentative Executive Officer regarding the operation of compliance management. The President andRepresentative Executive Officer shall be the chairperson and the members of the committee shall becorporate lawyers, Executive Officers and others.
 An officer shall be put in charge of compliance in order to promote the operation of compliance management.
In addition, departments and responsible person shall be put in charge of compliance, and shall supervise
development and penetration activities of the compliance system and the status of operation thereof at theCompany and business subsidiaries.
 At business subsidiaries, departments and responsible persons shall be put in charge of compliance, and shallcarry out daily supervision and direction of business operations that are in accordance with laws andregulations and internal company rules.
 The Compliance Committee shall strengthen cooperation with the departments in charge of compliance ofeach business subsidiary to continuously implement development of the foundation for the compliancesystem and supervision of the status of operation, and promote compliance with laws and regulations,
corporate ethics, etc. In addition, in the case where any material compliance-related matter occurs, thecommittee shall develop measures to take, etc.
- 63 -

The committee also reports details of its deliberations to the Audit Committee in a timely manner.
(2) Whistle-blowing system The Company shall establish the “JFR Group Compliance Hotline” as the whistle-blowing system of the JFRGroup that also extends beyond companies (to a corporate lawyer), which may be used by all persons
working at the Company and business subsidiaries.
 The hotline’s policy shall be to maintain strict confidentiality regarding notifications and reports and shallnot disclose the personal information of whistleblowers to a third party without their consent; to be careful
to avoid identification of the whistleblower when investigating the facts; and to ensure that whistleblowers
are not subjected to disadvantageous treatment in terms of personnel affairs or any other aspect.
 For hotline reports concerning management personnel, the Company shall build a structure whereby thereports are submitted directly to the Audit Committee and subjected to directions from the Audit Committee
so as to secure an independent reporting route.
IV. Internal Audit Structure The Company shall establish independent internal audit departments under the direction of the President andRepresentative Executive Officer. In accordance with internal audit rules and under the direction of the
President and Representative Executive Officer, the internal audit departments shall audit the operations of
the Company and business subsidiaries or ask them to properly report the results of audits of operations,
examine the properness and effectiveness of the process for their operations, and provide guidance, advice
and proposals to all departments at the Company and to business subsidiaries.
 The persons responsible for the internal audit departments, while providing directions, guidance andassistance to the internal audit departments of the business subsidiaries, provide a report to the President andRepresentative Executive Officer of the status of internal control functions through a third-party evaluationof the audit plans and audit results of the business subsidiaries.
 To further enhance corporate governance by strengthening auditing functions, the Company shall clarify
links among the President and Representative Executive Officer, the Audit Committee and the internal audit
departments. Specifically, the Company shall adopt a dual-reporting system where both the President andRepresentative Executive Officer and the Audit Committee shall receive reports. When the reports are made,the audit report and the improvement report shall be reported together to realize swift measures.
 Appointments and transfers of persons responsible for the internal audit departments shall be subject toadvance approval by the Audit Committee, and when such persons are evaluated, the Audit Committee states
an opinion before the execution of such evaluation.
V. Structure of the Audit Committee
 The Audit Committee shall audit the legality and suitability of the execution of duties by the Executive
Officers and Directors.
 The Audit Committee is composed of independent Outside Directors and full-time Directors who do not- 64 -

execute business, and the Chairperson is chosen from among independent Outside Directors from thestandpoint of ensuring transparency and objectivity.
 The Audit Committee Secretariat has been established as an organization in charge of assistance for the Audit
Committee’s duties.
 Regarding personnel appointments and changes for the Audit Committee Secretariat staff members, andpersonnel evaluation of the responsible person for the Audit Committee Secretariat, the Audit Committee’s
advance approval is required to ensure independence.
 The Audit Committee shall have periodic meetings with the President and Representative Executive Officer
to share information. Moreover, the Company’s Executive Officers and Directors may be asked to attend
Audit Committee meetings to provide reports and opinions as necessary.
 The Audit Committee shall regularly coordinate with the internal audit departments to share information.
Moreover, the Accounting Auditor, outside experts and others may be asked to attend Audit Committee
meetings to provide reports and opinions as necessary.
 The Audit Committee members shall report to the Audit Committee on the status of audits of the following
matters:
 Matters resolved by or reported to the Board of Directors
 Matters identified by the Audit Committee as issues
 Internal audit implementation status and results (audit report, improvement report, etc.)
 The Audit Committee members shall attend the Group Management Meeting and other meetings, inspect
important documents associated with the execution of duties, such as circular approval memos, and request
explanations from officers and employees of operating companies as necessary.
 Business subsidiaries shall submit the necessary audit reports and perform other duties if requested to do soby the Audit Committee.
 The Audit Committee shall have periodic meetings and the like with Audit & Supervisory Board Membersof the business subsidiaries to enhance and strengthen the auditing of the entire Group.
 Personnel appointments and changes for audit & supervisory board members of business subsidiaries shallrequire approval from the Audit Committee, and the audit & supervisory board members of businesssubsidiaries concurrently serve as members in the Audit Committee Secretariat.
 The Audit Committee may request expenses deemed necessary for performing the duties from the Company,
and the Company shall bear them.
VI. System for Storage and Management of Information(1) Confidential information management
 For documents relating to the execution of duties by Execution Officers and Directors, and minutes andrelated documents regarding meetings chaired by Executive Officers and Directors (all documents include
electromagnetic records), in accordance with laws and regulations and the rules on confidential information
management, each responsible department shall carry out document storage and management during the
stipulated period and shall develop a system to enable inspections of such documents at any time.
- 65 -

(2) Information security management
 Senior Executive General Manager of the system departments shall control information security managementof the Company based on the Information Security Policy and the IT Governance Policy, and shall reportperiodically and whenever necessary on the status of information system management and related matters to
the Board of Directors, the Audit Committee, the Management Meeting and the President and Representative
Executive Officer.

2. Basic Views on Eliminating Anti-Social Forces
The Company aims to develop the Group by making a broad contribution to society as a fair and trusted
business entity as defined in its Basic Philosophy of the Company and commits to ensuring CSR-oriented
management. With regard to the severance of relations with antisocial forces, the JFR Conduct Policy sets out
the following stipulations.
(Prohibition of Transactions with Antisocial Forces)
We maintain no relationships with antisocial forces, organizations, groups or individuals that could threaten
the social order and the safety of civic life, resolutely rejecting pressure from such elements, and excludingthem.

- 66 -

V. Other
1. Adoption of Anti-Takeover Measures
Adoption of Anti-Takeover Measures

Not Adopted

Supplementary Explanation
Basic policy regarding control of the Company[1] Contents of basic policy
The Company believes it is necessary for the party controlling the Company’s financial and business policy
decisions to be a party who sufficiently understands the financial and business details of the JFR Group andthe sources of the JFR Group’s corporate value, continuously and sustainably ensures that the corporate valueof the JFR Group and, by extension, the common interests of shareholders are served, and enables further
improvement in this area.
As the Company is a listed enterprise, the Company’s policy regarding its shareholders is that, in general,they are determined through free market transactions on the financial instruments market. Furthermore, evenin the case of a purchase of shares of the Company above a certain scale by specific shareholders or specificgroups (hereinafter “Large-Scale Purchase”), if this Large-Scale Purchase will contribute to the corporate valueof the JFR Group and, by extension, the common interests of its shareholders, the Company believes that thisshould not be rejected outright and that, ultimately, the decision on whether to accept or reject it should be left
to the discretion of the Company’s shareholders.
Nevertheless, a Large-Scale Purchase that involves a serious risk of causing damage to the corporate valueof the JFR Group may be envisaged. This may include a Large-Scale Purchase that, in view of its purpose andother factors, would demonstrably harm the JFR Group’s corporate value; one with the potential to involve
substantial coercion of shareholders to sell shares of the Company; or one that would not provide sufficient
time and information for the Company’s Board of Directors and shareholders to consider factors such as thedetails of the large-scale purchaser’s proposal, or for the Company’s Board of Directors to make an alternative
proposal.
A party attempting this kind of Large-Scale Purchase, which would not contribute to the corporate value of
the JFR Group and, by extension, the common interests of its shareholders (hereinafter, the “Large-Scale
Purchaser”), would not be appropriate as a party controlling the Company’s financial and business policy
decisions. Accordingly, the Company believes that it is the duty of the Company’s Board of Directors, whichis entrusted by the shareholders to manage the Company, to respond to this kind of Large-Scale Purchase by
ensuring that processes such as provision of information by the Large-Scale Purchaser and considerations andevaluations by the Company’s Board of Directors are carried out, and securing sufficient time for theCompany’s Board of Directors and shareholders to consider the details of the Large-Scale Purchaser’s proposal
in order to prevent damage to the corporate value of the JFR Group and, by extension, the common interests of
its shareholders.
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[2] Frameworks contributing to realization of basic policy
Since the foundation of Daimaru and Matsuzakaya, the JFR Group has been engaged in businesses of kimono
fabric stores and department stores for many years based on the corporate philosophies and traditional spiritsof these businesses, which are: “Service before profit (those who place service before profit will prosper),”“Abjure all evil; pursue all good” and “In doing good to others, we do good to ourselves.”
The Company believes that the sources of the JFR Group’s corporate value are the relationships of trust it
has established with customers and with society, which have been refined on the basis of these philosophiesand spirits.
Accordingly, in order to exemplify the principles of “customer-first principle” and “contribution to society,”
which are in common with these philosophies and spirits, the Company has established the following basic
philosophies of the JFR Group: “to aim at providing high quality products and services that meet the changing
times and satisfying customers beyond their expectations” and “to aim at developing the JFR Group by making
a broad contribution to society as a fair and trusted business entity.” Based on these basic philosophies, theCompany implements a wide range of measures with the aim of realizing the JFR Group’s vision; Create andBring to Your Life “New Happiness,” in order to make a contribution to securing and enhancing the corporate
value of the JFR Group and, by extension, the common interests of shareholders.
[3] Framework to prevent parties deemed inappropriate in light of basic policy from controlling the financial
and business policy decisions of the Company
At present, the Company has not specifically stipulated a concrete framework for a case in which a LargeScale Purchaser appears, commonly known as takeover defense measures.
Nevertheless, the Company believes that, in order to prevent damage to the JFR Group’s corporate value if
a Large-Scale Purchaser appears, it is necessary to carefully examine the impact a Large-Scale Purchase would
have on the JFR Group’s corporate value after ascertaining certain information about the Large-Scale
Purchaser. Such information would include the nature of the Large-Scale Purchaser, the purpose of the LargeScale Purchase, the Large-Scale Purchaser’s proposed financial and business policies and their policy forhandling shareholders, the JFR Group’s customers, business partners, employees, the communities thatsurround the JFR Group and other stakeholders.
Accordingly, if this occurs, the Company will establish an independent committee composed of outside
officers and experts with viewpoints that are independent from the Company’s Management Team and Internal
Directors. If the Company judges that the said Large-Scale Purchaser is inappropriate in light of theaforementioned basic policy after considering advice and opinions from the committee, the Company will act
to secure the JFR Group’s corporate value and, by extension, the common interests of shareholders by taking
necessary and appropriate measures.

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[4] Judgment of the Company’s Board of Directors regarding concrete framework and reasons for such
judgment
Various measures formulated by the JFR Group are formulated based on the JFR Group’s basic philosophy,
and are intended to further build up the relationships of trust with customers and with society, which are thesources of the JFR Group’s corporate value. Therefore, the Company believes that these measures are in linewith the contents of the basic policy and contribute to securing and enhancing the corporate value of the JFRGroup and, by extension, the common interests of shareholders.
Furthermore, if the Company takes necessary and appropriate measures against a Large-Scale Purchaser
judged to be inappropriate in light of the basic policy, the fairness, neutrality and rationality of this judgment
will be ensured by making it in consideration of advice and opinions from an independent committee whose
independence from the Internal Directors of the Company is assured. Accordingly, the Company believes thatthese measures would not damage the corporate value of the JFR Group or the common interests ofshareholders, and that they are not intended to maintain the positions of the officers of the Company.

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2. Other Matters Concerning to Corporate Governance System
Overview of Timely Disclosure Structure[1] Identification and Management of Company Information(1) System to grasp information concerning management’s decision-making and business execution
Under the structure that clarifies the roles and responsibilities of each supervisory unit, the Company has asystem in place that allows Executive Officers to grasp information on the respective supervisory unit andGroup company that they are in charge of. Proposals on matters to be addressed at the meeting of the Board of
Directors (held at least once a month) in which the final decisions on important matters relating to management
are made are submitted by each supervisory unit and Group company, and these proposals are, as a generalrule, presented in advance at the Group Management Meeting. Furthermore, we operate the Group Policy
Meeting, each segment’s Medium-term Business Plan Progress Meeting, the Affiliated Business Results andStrategy Examination Meeting and other meeting bodies to grasp and share information on the Company andGroup companies.
(2) System to manage company information
With respect to company information, particularly significant event having an effect on investment decisionsof investors, and information that is subject to timely disclosure requirements as stipulated by financial
instruments exchanges, we develop structures for appropriately managing it by stipulating the Rules forPreventing Insider Trading that includes procedures for handling and managing such information, andresponsible managers.
Moreover, in order to prevent the leakage of financial information and ensure fairness, the Company refrainsfrom answering any questions concerning financial results during the quiet period from the day following theclosing date of each quarter until the release of financial results. However, the Company will disclose
information in a timely and appropriate manner if a significant amendment to business performance isnecessary, even during the quiet period.
[2] System for Timely Disclosure of Company Information
The Company submits the matters regarding important company information for discussion to the GroupManagement Meeting regardless of whether or not such information is to be disclosed. Matters involving suchcompany information are presented for discussion at a meeting of the Board of Directors depending on thelevel of importance thereof, and disclosed in a timely and appropriate manner upon determining its disclosure
at each stage. In addition, the “Information Disclosure Review Committee” works to ensure appropriateness of
disclosures, and at the same time the committee examines the necessity of disclosures in advance. Meanwhile,
upon any emergence of urgent company information that would not accord with the aforementioned procedures,that information is to be promptly disclosed after passing through the requisite organizational decision.

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JFR Corporate Governance Structure Chart

Shareholders Meeting
Appoint and Dismiss

ReportExecutive
SessionBoard of Directors

Oversight

Directors
Audit

ReportRemuneration
Committee

Nomination
Committee

Audit Committee

ReportEvaluate

Cooperate

Oversight
ReportCooperate

Audit

Execution

Risk Management
Committee

Consult

Sustainability
Committee

Consult

ReportReportAccounting
Auditor

Representative
Executive Officers

Consult
ReportDirectExecutive Officers
ReportGroup Management
Meeting
Audit

Operating Units
Audit- 71 -

Compliance
Committee
Internal Audit
Division

J. FRONT RETAILING Co., Ltd.

Cross-shareholdings of the Company

The Group prescribes the policy on cross-shareholdings, and the method of validation of rationale for crossshareholdings, etc. in the Corporate Governance Guidelines, as follows, and the Board of Directors determines thesuitability of holding. (Please refer to “3. Cross-Shareholdings” in “Chapter 2. Relationship with Stakeholders” of
the Guidelines)
1. Cross-shareholdings (listed and unlisted)
The Company and the Group have defined the classification of investment shares held for the purpose of pureinvestment and investment shares held for any purpose other than pure investment (cross-shareholdings) as
follows.
[Investment shares held for the purpose of pure investment]
Shares held exclusively for the purpose of profiting through fluctuations in share prices or from the receipt
of dividends[Investment shares held for any purpose other than pure investment] (hereinafter, “Cross-shareholdings”)
Shares that have been recognized as being indispensable to the promotion of the Group’s business strategy,
and contributing to increasing corporate value in the medium to long term
2. Holding policy(i) In principle, the Group will not newly acquire or hold cross-shareholdings.
However, this does not apply to shares where it has been recognized, through the validation of rationale forcross-shareholdings, that they are necessary for the promotion of the JFR Group’s business strategy, and thatthe holding of such shares will contribute to the increase of corporate value in the medium to long term.
(ii) Where the results of the annual validation of rationale for cross-shareholdings that are already held judged
there to be no rationale for holding, the Group will negotiate with companies whose shares we hold, andappropriately reduce listed shares that are already held upon reaching a consensus regarding sale method,
period, etc.
3. Method of validation of rationale
The Company periodically verifies the rationale for cross-shareholdings by individual issue from the following
perspectives.
[Qualitative validation]- 72 -

In light of business strategies such as maintaining harmonious and favorable business relationships withcompanies with which the Company makes up a community, corporate customers and business partners, andsecuring supply chains[Quantitative validation]
In light of whether profitability by holding shares, including related trading profits and dividends, exceed
capital costs, etc.

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4. Details of the verification by the Board of Directors, etc., concerning the suitability of holding individual
issues
The results of the above validation that takes place based on the holding policy, together with the judgement
regarding the continuation or disposal of held shares, and reduction plan are discussed at the meeting of the Boardof Directors held every August, and the Group confirms the reduction results at the meeting of the Board of
Directors held the following March.

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As a result, the number of Group’s cross-shareholdings (excluding deemed holdings) as of February 29, 2024
was 11, a decrease of 49 stocks in the 7 years since FY2016 (-82%).

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