Note: This document has been translated from a part of the Japanese original for reference purposes only. In the event of any
discrepancy between this translated document and the Japanese original, the original shall prevail.

(Securities Code: 6339)
June 3, 2022
To our shareholders:Atsushi Nagai
President
SINTOKOGIO, LTD.
3-28-12 Meieki, Nakamura-ku, Nagoya CityNOTICE OF THE 125TH ORDINARY GENERAL MEETING OF SHAREHOLDERS
We are pleased to announce the 125th Ordinary General Meeting of Shareholders of SINTOKOGIO, LTD. (the“Company”), which will be held as described below.
To prevent the spread of novel coronavirus disease (COVID-19), we are placing the safety and security of ourshareholders as our top priority, and are requesting that you carefully consider whether to attend this General Meetingof Shareholders and exercise your voting rights by mail or via the Internet (deadline: Monday, June 20, 2022 at 5:15
p.m. (JST)).
1. Date and Time: Tuesday, June 21, 2022, 10:00 a.m. (JST)
2. Venue:
Midland Hall (5th floor of Midland Square Office Tower)
4-7-1 Meieki, Nakamura-ku, Nagoya City
3. Purposes:
Items to be reported:
1. Business Report and Consolidated Financial Statements for the 125th Term (from April 1, 2021 to March
31, 2022), as well as the results of audit of the Consolidated Financial Statements by the Accounting Auditor
and the Board of Auditors.
2. Non-Consolidated Financial Statements for the 125th Term (from April 1, 2021 to March 31, 2022)
Items to be resolved:
Proposal 1:
Amendment to the Articles of Incorporation
Proposal 2:
Election of eleven (11) Directors
Proposal 3:
Payment of bonuses to Directors
Proposal 4:
Decision on remuneration to grant restricted shares to Directors (excluding External
Directors)
4. To Exercise Voting Rights:
If you exercise your voting rights both by mail and via the Internet, the one exercised via the Internet will bedeemed valid.
If you exercise your voting rights more than once via the Internet, only your last vote will be treated as valid.

-1-

■ Instructions for Methods to Exercise Voting Rights
Exercise of voting rights via the Internet
Deadline: to be exercised by Monday, June 20, 2022 at 5:15 p.m. (JST).
Please access the voting website (https://evote.tr.mufg.jp/) and indicate whether you approve or disapprove of each proposal by thevoting deadline. For the “Instructions on Exercise of Voting Rights via the Internet,” please review the following pages.

Exercise of voting rights in writing
Deadline: to be received by Monday, June 20, 2022 at 5:15 p.m. (JST).
Please indicate on the enclosed voting form whether you approve or disapprove of each proposal, and return it by the voting deadline.

Attending the General Meeting of Shareholders
Date and Time: Tuesday, June 21, 2022 at 10:00 a.m. (JST)Please submit the enclosed voting form to the receptionist at the meeting site.

■ Regarding Internet Disclosure◎In accordance with laws and regulations and the Company’s Articles of Incorporation, the (i) Basic Policy on Internal Control

and Operation Status Thereof, (ii) Notes to Consolidated Financial Statements and (iii) Notes to Non-Consolidated Financial
Statements are posted on the Company’s website (https://www.sinto.co.jp/), and are not stated in the attached materials of thisconvocation notice. (i) to (iii) are subject to auditing by the Auditors, and (ii) and (iii) are subject to auditing by the Accounting
Auditor.
◎If there are any amendments to Reference Documents for the General Meeting of Shareholders, Business Report, Consolidated
Financial Statements or Non-Consolidated Financial Statements, they will be announced on the Company’s website(https://www.sinto.co.jp/).

-2-

Reference Documents for the General Meeting of Shareholders
Proposals and Related Matters
Proposal 1:

Amendment to the Articles of Incorporation

1. Reason for this proposal
Since the revised provisions provided for in the proviso to Article 1 of the Supplementary Provisions of the Act
Partially Amending the Companies Act (Act No. 70 of 2019) are to be enforced on September 1, 2022, theCompany proposes to make the following changes to its Articles of Incorporation in preparation for the
introduction of the system for providing informational materials for the general meeting of shareholders inelectronic format.
(1) Article 16, paragraph (1) in the proposed amendments stipulates that the Company shall take measures forproviding information that constitutes the content of reference documents for the general meeting ofshareholders, etc. in electronic format.
(2) Article 16, paragraph (2) in the proposed amendments establishes a provision to limit the scope of theitems to be stated in the paper-based documents to be delivered to shareholders who requested the deliveryof paper-based documents.
(3) The provision for Internet Disclosure and Deemed Provision of Reference Documents for the General
Meeting of Shareholders, Etc. (Article 16 of the current Articles of Incorporation) is no longer required
and will be deleted.
(4) Accompanying the aforementioned establishment and deletion of provisions, supplementary provisions
regarding the effective date, etc. will be established.
2. Details of proposed amendments
Details of the proposed amendment are as follows:(Underlined portions are amended.)
Proposed Amendments<Deleted>

Current Articles

Article 16
In the case where the Company calls a general meeting ofshareholders, the Company may disclose reference documents
for the shareholders’ meeting, business report, information
relating to matters to be included in the separate andconsolidated financial statements of the Company by anelectromagnetic means in accordance with the provisions of the
Ministry of Justice Order. This disclosure by anelectromagnetic means shall be deemed as a legal delivery
thereof to the shareholders.
<New>
Article 16(1) In the case where the Company calls a general meeting ofshareholders, the Company shall take measures forproviding information that constitutes the content ofreference documents for the general meeting ofshareholders, etc. in electronic format.
(2) Among items for which the measures for providing
information in electronic format will be taken, theCompany may exclude all or some of those items
designated by the Ministry of Justice Order fromstatements in the paper-based documents to be delivered toshareholders who requested the delivery of paper-based
documents by the record date of voting rights.

-3-

Current Articles<New>

Proposed Amendments(Supplementary Provisions)
1. The deletion of Article 16 (Internet Disclosure and Deemed
Provision of Reference Documents for the General Meetingof Shareholders, Etc.) in the pre-amended Articles ofIncorporation and Article 16 (Measures for Electronic
Provision, etc.) in the amended Articles of Incorporation
shall take effect on September 1, 2022 (“Enforcement
Date”).
2. Notwithstanding the provision of the preceding paragraph,
Article 16 of the pre-amended Articles of Incorporation
shall remain effective regarding any general meeting ofshareholders held between June 1, 2022 and the last day in
February 2023.
3. These supplementary provisions shall be deleted on thedate when six (6) months have elapsed from the
Enforcement Date or three (3) months have elapsed fromthe date of the general meeting of shareholders in thepreceding paragraph, whichever is later.

-4-

Proposal 2:

Election of eleven (11) Directors

At the end of this Ordinary General Meeting of Shareholders, the term of office of all eleven (11) Directors will
expire. Therefore, the Company proposes that eleven (11) Directors be elected.
The candidates for Directors were decided based on recommendations by the Nomination and Compensation
Committee comprised of independent external officers.
The candidates for Directors are as follows:
No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
Apr. 1976
Apr. 2008

1

Yoshiki Ueda
(March 10, 1953)

Joined Mitsubishi Corporation
Senior Vice President ("Riji”) of Mitsubishi
Corporation
June 2010
President and CEO of Mitsubishi Corporation
Technos
June 2016
External Director of the Company
June 2017
Chairman of the Company (present position)(Significant concurrent positions outside the Company)
Outside Director and Audit and Supervisory Committee
Member of THK CO., LTD.

Number of theCompany’s shares
owned

-

[The reason for nominating as a candidate for External Director]
As Yoshiki Ueda has extensive business experience and knowledge as a senior executive of a general trading company
and a manager of a specialized trading company, the Company believes that he can supervise the management properly.
Therefore, the Company is convinced that he is capable of properly performing his duties as an External Director toenhance auditing functions of the Board of Directors and contribute to the business of the Company, and it asks
shareholders to elect him continuously as an External Director.
Ueda has been in the position of External Director of the Company for six (6) years.
June 2002
Senior Managing Director of the Company
June 2006
President of the Company (present position)(Significant concurrent positions outside the Company)
Representative Director of Heinrich Wagner Sinto
Maschinenfabrik GmbH
Director of Sinto America, Inc.
508,9712

Atsushi Nagai(September 30, 1960)[The reason for nominating as a candidate for Director]
Atsushi Nagai has been taking responsibility as President since 2006. Nagai has extensive knowledge of global businessas well as the ability to apply his knowledge of the whole business of the Company, and he has directed and supervised
the management properly as President. Therefore the Company is convinced that he is an appropriate person to realize
sustainable improvement of corporate value, and asks shareholders to elect him continuously as a Director.

-5-

No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
Apr. 1980
Sept. 1996
July 2006
June 2014
June 2015

3

4

Tsuneyasu Kuno
(February 3, 1957)

Apr. 2021

Joined the Company
President of Thai Sintokogio Co., Ltd.
Executive Officer, Manager of Production
Center of the Company
Director in charge of Production Center of theCompany
Managing Director, Deputy General Manager
of Sales Division of the Company
Managing Director, Senior Executive Officer incharge of System and Engineering of theCompany (present position)

Number of theCompany’s shares
owned

47,558[The reason for nominating as a candidate for Director]
While engaged in management as a Director since 2014, Tsuneyasu Kuno performed his role and responsibility
effectively as General Manager of Toyokawa Works, which is the key part of manufacturing for the Company, and as
Deputy General Manager of the Sales Division. Kuno is able to apply his high level of knowledge and extensive
experience of production and sales and his experience as an executive of the overseas subsidiary. Therefore theCompany is convinced that he is an appropriate person to realize sustainable improvement of corporate value, and asks
shareholders to elect him continuously as a Director.
July 2007
Joined SINTOBRATOR, LTD.
Apr. 2009
Executive Officer and General Manager of
Human Resources Department of the Company
Apr. 2011
Executive Officer, Deputy Manager of
Administration Center and General Manager of
Human Resources Department of the Company
25,833June 2014
Director in charge of General Administration
and General Manager of Human Resources
Department of the Company
Yatsuka Taniguchi
June 2021
Managing Director, Senior Executive Officer in(December 10, 1956)
charge of General Administration of theCompany (present position)[The reason for nominating as a candidate for Director]
While engaged in management as a Director since 2014, Yatsuka Taniguchi currently performs his role andresponsibility effectively as Supervisor of General Administration. Taniguchi is able to apply his high level ofknowledge and extensive experience of overall General Administration. Therefore the Company is convinced that he isan appropriate person to realize sustainable improvement of corporate value, and asks shareholders to elect him
continuously as a Director.

-6-

No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
Apr. 1982
July 2006
Apr. 2012
June 2016
Apr. 2021

5

6

Toshikazu Morishita(June 22, 1958)

Joined the Company
Executive Officer, Deputy General Manager ofFoundry Business Division of the Company
Executive Officer, Manager of Foundry
Business Division of the Company
Director in charge of Sales and General
Manager of Sales Division of the Company
Director, Senior Executive Officer in charge ofSales and General Manager of Sales Division of
the Company (present position)

Number of theCompany’s shares
owned

50,069[The reason for nominating as a candidate for Director]
While engaged in management as a Director since 2016, Toshikazu Morishita has performed his role and responsibility
effectively as General Manager of the Sales Division. Morishita is able to apply his wealth of experience and high levelof knowledge of overall sales and foundry business. Therefore the Company is convinced that he is an appropriate
person to realize sustainable improvement of corporate value, and asks shareholders to elect him continuously as a
Director.
Apr. 1989
Joined SINTOBRATOR, LTD.
Apr. 2012Manager of Blast Division of the Company
July 2014
Executive Officer, Manager of Blast Divisionof the Company
July 2015
Managing Executive Officer, Manager of Blast
Division of the Company
14,602June 2020
Director, General Manager of Overseas
Business Division of the Company
Apr.
2022
Director, Senior Executive Officer, General
Kenichi Nakamichi
Manager of Castec Company (in-house(August 8, 1965)
Company) (present position)[The reason for nominating as a candidate for Director]
While engaged in management as a Director since 2020, Kenichi Nakamichi has performed his role and responsibility
effectively as General Manager of Castec Company. Nakamichi has abundant experience in the overseas business
operations, and is able to apply his extensive experience and high level of knowledge in overseas business and thesurface treatment business. Therefore the Company is convinced that he is an appropriate person to realize sustainableimprovement of corporate value, and asks shareholders to elect him continuously as a Director.

-7-

No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
Apr. 1983
Jan. 2011

May 2020
July 2020
Apr. 2021
7

8

Hiromitsu Uchiyama(April 26, 1960)

June 2021

Joined Toyota Motor Corporation
General Manager of Battery and FC Production
Engineering Department of Toyota Motor
Corporation
Advisor of the Company
Managing Executive Officer, General Manager
of Development Division of the Company
Senior Executive Officer, General Manager ofDevelopment Division of the Company (present
position)
Director, Senior Executive Officer in charge ofBusiness Development and General Manager ofDevelopment Division of the Company (present
position)

Number of theCompany’s shares
owned

2,430

[The reason for nominating as a candidate for Director]
While engaged in management as a Director since 2021, Hiromitsu Uchiyama has performed his role and responsibility
effectively as General Manager of the Development Division. Uchiyama is able to apply his extensive practicalexperience and knowledge cultivated in the development of products, such as batteries, at an automobile manufacturer.
Therefore the Company is convinced that he is an appropriate person to realize sustainable improvement of corporate
value, and asks shareholders to elect him continuously as a Director.
*
Apr. 1985
Joined the Company
July 2015
Manager of Environment Division of theCompany
July 2016
Executive Officer and Manager of Environment
Division of the Company
Apr. 2018
Managing Executive Officer, General Manager
9,763
of Ecotec Company (in-house Company)
Apr. 2021
Senior Executive Officer, General Manager of
Ecotec Company (in-house Company) (present
Mikio Nakane
position)(November 2, 1960)[The reason for nominating as a candidate for Director]
Mikio Nakane has extensive experience in environment business, and after serving as Manager of the Environment
Division, he currently serves as General Manager of Ecotec Company. Nakane is able to apply his extensive experienceand high level of knowledge in environment business. Therefore, the Company is convinced that he is an appropriate
person to realize sustainable improvement of corporate value, and asks shareholders to elect him as a new Director.

-8-

No.

Name
(Date of birth)

Career summary, position and responsibilities(significant concurrent positions outside the Company)
Apr. 1966
June 2004

9

10

Masatoshi Ozawa(February 23, 1943)

Joined Daido Steel Co., Ltd.
Representative Director and President of Daido
Steel Co., Ltd.
June 2010
Representative Director and Chairman of Daido
Steel Co., Ltd.
June 2014
External Director of the Company (present
position)(Significant concurrent positions outside the Company)
Outside Director of Okuma Corporation

Number of theCompany’s shares
owned

-

[The reason for nominating as a candidate for External Director]
As Masatoshi Ozawa has extensive knowledge and experience as a corporate manager, the Company is convinced that
he is capable of properly performing his duties as an External Director to contribute to the business of the Company andasks shareholders to elect him continuously as an External Director.
Ozawa has been in the position of External Director of the Company for eight (8) years.
Apr. 1968
Joined Toyota Motor Co., Ltd. (Current Toyota
Motor Corporation)
June 1995
Director of Toyota Motor Co., Ltd.
June 2001
Senior Managing Director of Toyota Motor Co.,Ltd.
June 2005
President of Aisin Seiki Co., Ltd. (Current
AISIN CORPORATION)
June 2015
External Director of the Company (present
position)
Yasuhito Yamauchi(January 2, 1942)[The reason for nominating as a candidate for External Director]
As Yasuhito Yamauchi has extensive business experience and knowledge of manufacturing as a manager of automobile
manufacturers and automobile parts manufacturers, the Company is convinced that he is capable of properly performing
his duties as an External Director to contribute to the business of the Company and asks shareholders to elect him
continuously as an External Director.
Yamauchi has been in the position of External Director of the Company for seven (7) years.

-9-

Name
(Date of birth)

No.

Career summary, position and responsibilities(significant concurrent positions outside the Company)
June 1971
Apr. 1995
Apr. 2004

11

Notes:

1.
2.
3.

4.

Number of theCompany’s shares
ownedJoined IBM Japan, Ltd.
Director of IBM Japan, Ltd.
Director, Senior Executive Officer in charge ofDevelopment and Manufacturing of IBM Japan,
Ltd.
Apr. 2007
Board Chair of Japan Women’s Innovative
Network (J-Win) (present position)
Apr. 2008
Director, Vice Chairman of Benesse
Corporation
Representative Director, Chairman of theBoard, President & CEO of Berlitz Corporation
Yukako Uchinaga
June 2021
External Director of the Company (present(July 5, 1946)
position)(Significant concurrent positions outside the Company)
Outside Director of HOYA CORPORATION
Outside Director of Teijin Limited[The reason for nominating as a candidate for External Director]
As Yukako Uchinaga has extensive management experience as she has served as Director and Senior Executive Officer
of IBM Japan, Ltd. and Director and Vice Chairman of Benesse Corporation, extensive knowledge in the information
technology (IT) field and a deep understanding of diversity, the Company is convinced that she is capable of properly
performing her duties as an External Director to contribute to the business of the Company and asks shareholders toelect her continuously as an External Director.
Uchinaga has been in the position of External Director of the Company for one (1) year.
New Candidates for Directors are marked with (*).
There is no special interest between the candidates and the Company.
Yoshiki Ueda, Masatoshi Ozawa, Yasuhito Yamauchi and Yukako Uchinaga are candidates for External Directors.
- Yoshiki Ueda served as Advisor to Mitsubishi Corporation Technos until June 2016. The amount of transactions
between the Company and Mitsubishi Corporation Technos is less than 1% of the consolidated net sales of either
company.
Furthermore, Ueda served as Advisor to Makino Milling Machine Co., Ltd. until June 2021. The amount oftransactions between the Company and Makino Milling Machine Co., Ltd. is less than 0.1% of the consolidated net
sales of either company. Therefore, this business relationship does not require special mention because it will not
influence Ueda’s execution of duties as External Director.
- Masatoshi Ozawa serves as Special Advisor of Daido Steel Co., Ltd. The amount of transactions between the
Company and Daido Steel Co., Ltd. is less than 1% of the consolidated net sales of either company. Therefore, thisbusiness relationship does not require special mention because it will not influence Ozawa’s execution of duties as
External Director.
- Yasuhito Yamauchi served as Advisor to Aisin Seiki Co., Ltd. (currently AISIN CORPORATION) until June 2018.
The amount of transactions between the Company and AISIN CORPORATION is less than 2% of the consolidated
net sales of either company. Therefore, this business relationship does not require special mention because it will not
influence Yamauchi’s execution of duties as External Director.
- Yukako Uchinaga serves as Board Chair of Japan Women’s Innovative Network (J-Win). The amount of transactions
between the Company and Japan Women’s Innovative Network (J-Win) is less than 0.1% of the consolidated net
sales of either entity.
Furthermore, Uchinaga also served as Director, Vice Chairman of Benesse Corporation until June 2013, but theamount of transactions between the Company and Benesse Corporation is less than 0.1% of the consolidated net
sales of either company.
Furthermore, the amount of transactions between the Company and IBM Japan, Ltd., from where Uchinaga retired in
2007, is less than 0.1% of the consolidated net sales of either company.
Furthermore, the amount of transactions between the Company and HOYA CORPORATION, where Uchinaga
currently serves as Outside Director, is less than 0.1% of the consolidated net sales of either company.
Furthermore, the amount of transactions between the Company and Teijin Limited, where Uchinaga currently serves
as Outside Director, is less than 0.1% of the consolidated net sales of either company.
Therefore, this business relationship does not require special mention because it will not influence Uchinaga’s
execution of duties as External Director.
The Company has entered into limited liability agreements pursuant to Article 427, paragraph 1 of the Companies Act
with Yoshiki Ueda, Masatoshi Ozawa, Yasuhito Yamauchi and Yukako Uchinaga. Under the terms of the limited liability- 10 -

agreement, their liability will be limited to a minimum amount stipulated by applicable laws and regulations. If thereelections of them are approved, the Company intends to continue the aforesaid agreements with them.
5. The Company has registered Yoshiki Ueda, Masatoshi Ozawa, Yasuhito Yamauchi and Yukako Uchinaga as Independent
Officers qualified under the regulations of the Tokyo Stock Exchange and Nagoya Stock Exchange.
6. The Company has entered into a directors and officers liability insurance contract as provided for in Article 430-3,
paragraph 1 of the Companies Act with an insurance company. This insurance policy covers damages, litigation expenses,
etc. to be borne by the insured. The candidates are included as the insured in this insurance policy. In addition, when thepolicy is renewed, the Company plans to renew the policy with the same terms.

- 11 -

(Reference)Management structure after agenda is approved (Expertise and experience possessed by Directors
and Auditors)
Persons with abundant experience, a high level of insight, and a high degree of expertise are appointed as Directors
while ensuring there is a diversity suited to the Company’s management plan and strategy. Within the Board of
Directors, they conduct appropriate decision-making and management supervision. For Internal Directors, persons
who are familiar with sales, development, technology, production, management, etc. are appointed, while taking
into account the balance of knowledge, experience and abilities. Four independent External Directors haveexperience as Representative Directors of listed companies and track records within corporate management, andprovide advice and recommendations based on a variety of backgrounds related to sales, technology,
manufacturing, information, and sustainability.
Notes: ●The purpose of this table is not to show all expertise and experience but rather to show the expertiseand experience considered particularly important in deliberation and decision-making at the Boardof Directors, as indicated with the ◎ symbol, and expertise and experience considered important,
as indicated with the 〇 symbol.
●
The criteria include current job title and experience based on past job titles.
●
Fourteen (14) males and one (1) female (female comprising 6.7% of Directors and Auditors)
Expertise and experience possessed by Directors of the Company

YatsukaTaniguchi
Toshikazu
Morishita
KenichiNakamichi
Hiromitsu
Uchiyama
Mikio
Nakane

◎

〇

◎

〇

〇

Managing Director,
Senior Executive
OfficerManaging Director,
Senior Executive
Officer
Director,
Senior Executive
Officer
Director,
Senior Executive
Officer
Director,
Senior Executive
Officer
Director,
Senior Executive
Officer

〇

◎
◎
〇

〇

〇

〇

〇

Masatoshi
Ozawa

External Director

External
Independent◎

Yasuhito
YamauchiExternal Director

External
Independent◎

YukakoUchinaga

External Director

External
Independent◎〇(SteelIndustry)〇(Automobile
Industry)〇
Information /Communications- 12 -

〇

〇

〇

〇

〇

〇

〇

GovernanceRisk Management

Tsuneyasu
Kuno〇

Digital/Information Security

President〇(Trading
Company)

Human
Capital/Planning/
Finance

Atsushi
Nagai◎

Development/
Technology/
Manufacturing

External
Independent

Sales &
Marketing

Chairman

Environment /Sustainability

Yoshiki Ueda

Internationality /Global Business

Attributes

Industry
Knowledge

Job Title

Corporate
Management(such asexperience as a
Representative
Director at alisted company)

Name

〇

◎

〇

〇

〇

〇

〇

〇

〇

〇

〇

◎

〇

◎

〇

〇

〇

◎

Expertise and experience possessed by Auditors of the Company

External
Independent

Kazuhiko
Hasegawa

AuditorExternal
Independent〇- 13 -

〇
◎

〇

◎*1

〇

*1: Possessing a wealth of business experience involving risk management in global business*2: Possessing a wealth of business experience involving financial related operations, etc.

GovernanceRisk Management

Auditor◎Digital/Information Security

ToshiroKojimaHuman
Capital/Planning/
Finance〇〇(Electrical
Equipment)〇(Banking)

Development/
Technology/
Manufacturing

AuditorSales & Marketing〇

Environment /Sustainability

AuditorInternationality /Global Business

Attributes

Industry
Knowledge

Tsuyoshi
Goto
Yuji Okubo

Job Title

Corporate
Management(such asexperience as a
Representative
Director at a listedcompany)

Name

〇

◎*2

Proposal 3:

Payment of bonuses to Directors

With consideration to the profit level of FY2021, the bonuses paid to Directors in the past, and other various reasons,a total of ¥30 million will be paid to seven (7) Directors (excluding the four (4) External Directors) who are in officeat the end of FY2021. This proposal has been decided by giving consideration to the Company’s business condition,
the policy regarding determination of content of individual remunerations, etc., of Directors of the Company, andother general factors; and we consider it to be appropriate.
The amount to be paid to each Director will be determined by the resolutions of a meeting of the Board of Directors.

- 14 -

Proposal 4:

Decision on remuneration to grant restricted shares to Directors (excluding External Directors)

The amount of remuneration for the Directors of the Company was approved to be ¥37 million or less per month (notincluding employee salaries of Directors who also serve as employees) at the 112th Ordinary General Meeting of
Shareholders held on June 26, 2009. At the 118th Ordinary General Meeting of Shareholders held on June 24, 2015,
we received approval to contribute up to a total of ¥200 million for each of the three (3) consecutive fiscal years asa share-based remuneration system using a trust, not subject to the aforementioned remuneration limit. These haveremained unchanged to the present.
As part of the revision to its remuneration package for officers, the Company hereby proposes to pay remuneration
to grant restricted shares to Directors (excluding External Directors) of the Company (“Eligible Directors”) within
the limit above in order to provide incentive to sustainably increase the Company’s corporate value and to further
promote shared value between shareholders and Directors. With regard to the remuneration limit of ¥37 million permonth, the Company seeks to annualize this amount as a remuneration limit of ¥444 million per year (not including
employee salaries of Directors who also serve as employees), and to pay remuneration within that limit for granting
restricted shares to Eligible Directors.
Based on this proposal, the remuneration to be paid to Eligible Directors for granting restricted shares shall bemonetary claims, and the total amount shall be ¥80 million or less per year (not including employee salaries of
Directors who also serve as employees). The specific timing and allocation of payment to Eligible Directors of theCompany shall be determined by resolution by the Board of Directors. However, no remuneration for granting
restricted shares will be paid to External Directors.
There are currently eleven (11) Directors (including four (4) External Directors), and once Proposal 2 “Election of
eleven (11) Directors” is approved and adopted as originally proposed, there will be eleven (11) Directors (including
four (4) External Directors).
Based on resolution by the Board of Directors of the Company, Eligible Directors shall pay all monetary claims tobe paid by this proposal as property contributed in-kind and receive common shares of the Company that shall be
issued or disposed of by the Company, and the total number of common shares of the Company to be issued or
disposed of shall not exceed 110,000 per year (provided, however, if, on or after the day on which this proposal isapproved and adopted, the Company performs a share split (including allotment of shares without contribution) or areverse share split of its common shares, or any other reason arises necessitating an adjustment to the total numberof common shares of the Company to be issued of disposed of as restricted shares, the relevant total number shall bereasonably adjusted). The amount to be paid per share shall be determined by the Board of Directors based on theclosing price of the Company’s common shares on the Tokyo Stock Exchange on the business day immediately
preceding the date of each resolution by the Board of Directors regarding the allotment of shares (if there is no closing
price on such date, the closing price on the closest preceding trading day) so that said amount will not be particularly
advantageous to Eligible Directors who accept the Company’s common shares. Issuance or disposal of theCompany’s common shares and the payment of monetary claims as property contributed in-kind are conditional uponconclusion of an allotment agreement for transfer-restricted shares (“Allotment Agreement”) between the Company
and the Eligible Directors that includes the following content. We consider the upper limit on the amount of
remuneration in this proposal, the total number of common shares of the Company to be issued or disposed of, andthe other conditions for granting restricted shares to Eligible Directors based on this proposal to be appropriate as
they have been determined after taking into consideration the aforementioned purposes, the business conditions of
the Company, the policies regarding decisions on the content of individual remuneration for the Directors of theCompany, and other circumstances.

- 15 -

[Summary of the Allotment Agreement](1) Restricted Period
Eligible Directors shall not transfer, establish collateral rights to, or otherwise dispose of (“Transfer Restrictions”)
the Company’s common shares to be allotted under the Allotment Agreement (“Allotted Shares”) from the day on
which shares are allotted under the Allotment Agreement to the time immediately after resigning or retiring theposition of officer or employee of the Company or its subsidiaries that is predetermined by the Board of Directors(“Restricted Period”). However, if said time immediately after resigning or retiring the position is prior to the datewhen three (3) months have passed after the end of the fiscal year containing the date of allotment of Allotted Shares,
the end of the Restricted Period can be adjusted within reason.
(2) Treatment upon Resignation or Retirement of Position
When an Eligible Director resigns or retires the position of officer or employee of the Company or its subsidiaries
that is predetermined by the Board of Directors before the expiration of the period predetermined by the Board of
Directors of the Company (“Period of Service”), the Company will acquire, by rights, the Allotted Shares without
contribution unless the term of office has been fulfilled, or in case of death or other justifiable reason for said
resignation or retirement of position.
(3) Lifting of Transfer Restrictions
The Company shall lift the Transfer Restrictions on all Allotted Shares upon expiration of the Restricted Period on
the condition that the Eligible Director has remained in a position stipulated by the Board of Directors as officer or
employee in the Company or its subsidiaries throughout the Period of Service. However, the number of Allotted
Shares on which Transfer Restrictions are to be lifted and the timing of lifting shall be adjusted as necessary if (i) the
Eligible Director resigns or retires the position of officer or employee of the Company or its subsidiaries that ispredetermined by the Board of Directors of the Company for justifiable reasons before the Period of Service expires,or (ii) if the Eligible Director resigns or retires the position predetermined by the Board of Directors of the Company
before the expiration of the Restricted Period for reasons not deemed justifiable even though the Period of Service
has expired. The Company shall acquire, by rights, without contribution the Allotted Shares on which Transfer
Restrictions have not been lifted at the time immediately after Transfer Restrictions are lifted in accordance with theprovision above.
(4) Treatment during Reorganization, etc.
Notwithstanding the provision of (1) above, if, during the Restricted Period, matters relating to a merger agreementin which the Company is the disappearing company, a share exchange agreement or share transfer plan in which theCompany becomes a wholly owned subsidiary, or other reorganization, etc. are approved at the Company’s General
Meeting of Shareholders (or at a meeting of its Board of Directors in case approval at the Company’s General Meetingof Shareholders is not required in relation to the reorganization, etc.), prior to the date on which said reorganization
becomes effective, the Company shall, by resolution of the Board of Directors, lift the transfer restrictions with thenumber of Allotted Shares reasonably determined based on the period of time from the start date of the Restricted
Period to the date of approval of the reorganization, etc. Moreover, under the aforementioned circumstances, theCompany shall, by right, acquire without contribution the Allotted Shares on which Transfer Restrictions have notbeen lifted at the time immediately after Transfer Restrictions are lifted.
(5) Other Matters
Other matters pertaining to the Allotment Agreement shall be determined by the Board of Directors of the Company.

- 16 -

Basicremuneration

Current

Performance-linkedremuneration
Share-based
remuneration
Basic
remuneration

After approval- 17 -

Variable portion

Performancelinked
remuneration

Variable portion

Reference: Structure of Remuneration for Directors (Excluding External Directors) After the Proposal Is Approved

(Attached Materials)

Business Report(From April 1, 2021 to March 31, 2022)

1.
(1)

Current status of the corporate group
Business progress and achievement
During the fiscal year ended March 31, 2022, the global economy saw a shift to a recovery trend as the apparent easing ofrestrictions on socioeconomic activities normalized social life against the backdrop of market recovery due to coexistence with
the novel coronavirus disease (COVID-19) with the successful progress on vaccinations, although the emergence of new variantsof COVID-19 repeatedly protracted the pandemic and continued to restrict movement and production activities. However,particularly in China, economic activity remained stagnant due to stricter movement restrictions as a result of the continued zeroCOVID policy to prevent the spread of COVID-19. Moreover, geographical risks caused by the Russian invasion of Ukraine
and other factors are increasingly weighing on the economy with rising resource and energy prices and so forth mainly in Europe
and the U.S. Inflation is further accelerating due primarily to concerns about semiconductor supply and its deterioratingprocurement environment. In Japan, while the number of newly infected patients, especially among young people, remains at ahigh level, demand for semiconductor-related and other products entered a recovery trend in the process of figuring out a way
to coexist with COVID-19 and meeting overseas demand.
With regard to the business environment of the Company group (the “Group”), some of the Group’s major clients including theautomobile industry, were forced to make production adjustments in response to the implementation of measures against
COVID-19 and parts supply disruptions. However, sales of parts and supplies, mainly for the electronics industry remained firm
due to the strong performance in the semiconductor industry. Amid such an environment, orders received during the fiscal year
under review totaled to ¥107,303 million, an increase of ¥18,852 million compared with those for the previous fiscal year (up21.3% year on year). Meanwhile, net sales amounted to ¥99,247 million, an increase of ¥16,703 million (up 20.2% year on year),and backlog of orders amounted to ¥44,389 million, an increase of ¥3,813 million (up 9.4% year on year).
As to earnings, operating profit amounted to ¥2,606 million, an increase of ¥887 million (up 51.7% year on year) due to a
positive effect on revenues, ordinary profit amounted to ¥4,478 million, an increase of ¥1,408 million (up 45.9% year on year),and profit attributable to owners of the parent amounted to ¥2,835 million, an increase of ¥2,229 million (up 367.5% year onyear).
Note:

All monetary values in this report have been rounded down to the nearest unit, and ratios and per-unit values have beenrounded to the nearest unit.

The Group’s products are sold across various businesses, and the following description and table show the details and results ofnet sales and operating profit by business segment for the fiscal year under review.
Net sales by business segment are the figures prior to intersegment eliminations.

Surface Treatment BusinessNet sales totaled to ¥41,306 million, an increase of ¥7,203 million (up 21.1% year on year) due to firm sales of surface treatment
equipment in the infrastructure, construction machinery and spring industries and due to an increase in sales of parts and supplies
resulting from strong demand for semiconductors for electronics-related applications and a recovery in production activities invarious industries including the automobile industry which had been stagnant because of the impact of COVID-19. Operating
profit amounted to ¥2,658 million, an increase of ¥495 million (up 22.9% year on year) due to a positive effect on revenues ofsupplies and parts. Orders received totaled to ¥41,918 million, an increase of ¥8,166 million (up 24.2% year on year), andbacklog of orders amounted to ¥6,019 million, an increase of ¥625 million (up 11.6% year on year).

Foundry BusinessNet sales amounted to ¥34,041 million, an increase of ¥8,507 million (up 33.3% year on year) as large plant projects remained
firm and acceptance inspection in overseas projects progressed on a steady note due to utilization of online technology and analternative method instead of dispatching instructors locally to overseas bases. Operating loss amounted to ¥17 million (loss of¥1,079 million in the previous fiscal year) due to reduction in deficit accompanying the increase in revenues, despite the impactof rising raw material and energy costs. Orders received totaled to ¥38,137 million, an increase of ¥5,707 million (up 17.6%
year on year), and backlog of orders amounted to ¥25,926 million, an increase of ¥3,576 million (up 16.0% year on year).

- 18 -

Environment BusinessNet sales amounted to ¥10,851 million, a decrease of ¥289 million (down 2.6% year on year) due to the impact of declines insales of large equipment such as dust collecting systems, exhaust gas purifier, and water treatment systems, despite increases insales of general-purpose dust collectors, maintenance services and parts. Operating profit amounted to ¥901 million, a decreaseof ¥538 million (down 37.4% year on year) due to a negative effect on revenues as well as soaring raw material prices and higher
procurement costs for electronic components and other items. Orders received totaled to ¥11,234 million, an increase of ¥1,186
million (up 11.8% year on year) by closing deals of new large-scale foundry projects with dust collectors attached, and backlogof orders amounted to ¥4,489 million, an increase of ¥576 million (up 14.7% year on year).

Material Handling BusinessNet sales totaled to ¥6,079 million, a decrease of ¥315 million (down 4.9% year on year) due to a decline in sales of logistics
transport systems. Operating profit amounted to ¥607 million, a decrease of ¥432 million (down 41.6% year on year). This waslargely due to the impact of semiconductor shortages, the Russian-Ukraine incident and other factors on the demand for products
for the automobile and machine tool industries. Meanwhile, e-commerce demand for conveyors for the logistics industry
remained strong. Orders received totaled to ¥6,473 million, an increase of ¥355 million (up 5.8% year on year), and backlog oforders amounted to ¥2,055 million, an increase of ¥428 million (up 26.3% year on year).

Special Equipment BusinessNet sales came to ¥7,694 million, an increase of ¥1,638 million (up 27.1% year on year) due to strong sales of new high-pressureroll press machines for the automotive secondary battery market. Operating loss amounted to ¥386 million (loss of ¥820 million
in the previous fiscal year) due to reduction in deficit accompanying the increase in revenues.
Orders received totaled to ¥9,375 million, an increase of ¥3,421 million (up 57.5% year on year), and backlog of orders amounted
to ¥5,897 million, a decrease of ¥1,394 million (down 19.1% year on year).

Status of net sales by business segment of the corporate group
Fiscal Year
Category

125th Term
(Fiscal year under review)
April 1, 2021 to March 31, 2022
Millions of yen

Surface Treatment Business124th Term
(Previous fiscal year)
April 1, 2020 to March 31, 2021%

Millions of yen

Year-on-yearchanges%%

41,292

41.6

34,097

41.3

21.1

Foundry Business

33,45933.7

25,02830.3

33.7

Environment Business

10,658

10.7

10,948

13.3

(2.7)

Material Handling Business

6,045

6.1

6,373

7.7

(5.1)

Special Equipment Business

7,628

7.7

5,947

7.2

28.3

163

0.2

149

0.2

9.3

Total

99,247100.0

82,544

100.0

20.2

Overseas sales

40,16140.5

32,13038.9

25.0

Other Business

Note:

The above amounts are the figures after intersegment eliminations.

- 19 -

(2)Status of capital investments
In the fiscal year under review, the total amount of capital investments made by the Group was ¥3,571 million, and the main
components thereof are as follows.

(3)

Foundry Business

Construct a new plant in Brazil following the relocation of the foundry

Material Handling Business

Renovate the plant building of MEIKIKOU Corporation

Special Equipment Business

Construct a new plant at Shinshiro Works

Issues to be addressed
Since our establishment in 1934, the Group has been refining its skills, pursuing world-class technologies, and building
relationships of trust with its customers through technology, based on its hopes of cherishing the heart of manufacturing andcontributing to society. We strive to offer new value to our customers and to build bonds of trust, always keeping their
manufacturing needs in mind. To such ends, we set our sights on our number of customers, which serves as a key performanceindicator. We will persist with our aim of serving as a company that is consistently chosen by customers generation aftergeneration, as we deepen our bonds with everyone around us while valuing each and every customer.

Growth strategy
Given that we are operating in a business environment that is undergoing unprecedented change more rapidly and extensive
than ever before, we will seek to flexibly address such change by bolstering investment geared to creating partnerships forthe sake of actively tapping into external resources and jointly opening a pathway to the future.
We will furthermore set the stage for making growth-oriented investment by holding shares as cross-shareholdings andselling shares as necessary, taking a medium- to long-term perspective for increasing our corporate value upon
comprehensively taking into account our business strategy and professional relationships with our business partners.
Key issues (materiality)
We have set three realms as the aims of our vision, consisting of (i) an environmentally friendly recycling-oriented society,(ii) a safe, secure, and abundant society through manufacturing, and (iii) a society where people are able to experience
inspiration, growth, and happiness. In achieving such aims, we have selected the five categories of the environment, humancapital, technological development and manufacturing, stakeholders, and business infrastructure as key issues, and willaddress such key issues.
• Environmental initiatives
We consider the impact of climate change on our business to be a key issue and accordingly manage such risk in a mannerthat particularly involves paying close attention to how our profits are affected by flood damage and rising energy costs, aswell as surging prices of raw materials and difficulty in obtaining them due to increasingly stringent regulations.
• Human capital initiatives
Generally, local nationals serve as top management of our overseas bases and we assess maintenance skills of the Company’s
products on the basis of universal evaluation standards. We will also accelerate efforts to promote women’s empowerment.
• Business infrastructure initiatives
The Group identifies, evaluates, and visually depicts risk associated with its business activities based on its basic policy foraddressing risk, established by the Risk Management Committee under the direct control of the Board of Directors. We will
have the Risk Management Committee report results of its activities to the Board of Directors in seeking to further strengthen
our risk management structure.

We would like to ask our shareholders for your continued support and cooperation.

- 20 -

(4)Trends in assets and profit and loss
Fiscal Year

Category

122nd Term
April 1, 2018 toMarch 31, 2019

Net sales
Profit attributable to owners ofparent123rd Term
April 1, 2019 toMarch 31, 2020

Millions of yen

Millions of yen

110,076

102,703

Millions of yen

Millions of yen

5,412

Total assets

Net assets(5)

Millions of yen

Millions of yen

99,247
Millions of yen

606

Yen

101.66

Millions of yen

82,544

2,879

Yen

Basic earnings per share

125th Term
(Fiscal year underreview)
April 1, 2021 toMarch 31, 2022

124th Term
April 1, 2020 toMarch 31, 2021

2,835

Yen

54.10

Yen

11.39

53.28

Millions of yen

Millions of yen

Millions of yen

Millions of yen

164,986

156,461

164,201

168,586

Millions of yen

Millions of yen

Millions of yen

Millions of yen

104,124

109,641

101,465

99,849Status of principal subsidiaries
Company nameShare capital

Equity ownership of
the Company

Millions of yen

MEIKIKOU Corporation% Manufacture and sale of transportation

200

83.7

Millions of yen

SINTO S-PRECISION, LTD.

Principal lines of business

90

100.0

machines, material handling machines androbotsManufacture and sale of precision
measuring instruments

Thousands of euro

Sinto Europe GmbH
Heinrich Wagner Sinto
Maschinenfabrik GmbH49,645100.0

Thousands of euro

0.0
(100.0)2,200Management of subsidiaries in Europe
Manufacture and sales of facilities andmachines for foundries in Europe

Thousands of U.S. dollar

Sinto America, Inc.

60

100.0

Thousands of U.S. dollar

Roberts Sinto Corporation

0.0(100.0)2,000
Millions of yuan

Qingdao Sinto Machinery Co., Ltd.

129

95.0

Millions of Brazilian real

Sinto Brasil Produtos Limitada

99.0

Millions of Indian rupee

Manufacture and sales of foundry
equipment, material handling equipment andsand coating facilities in the U.S.
Manufacture and sales of foundry
equipment, surface treatment equipment andabrasives in China
Manufacture and sales of foundry
equipment, surface treatment equipment andabrasives in Brazil

Manufacture and sales of foundry
equipment and surface treatment equipment
670
74.0
in India
The numbers in parentheses indicates the ownership ratio through indirect holdings.

Sinto Bharat Manufacturing Private
LimitedNote:

42Management of subsidiaries in the U.S.

- 21 -

(6)(7)

Status of important business combinations(i)Sinto Pressenge Máquinas Limitada was made a wholly-owned subsidiary upon acquisition by the Company’s subsidiary
Sinto Brasil Produtos Limitada of an additional 40% stake in Sinto Pressenge Máquinas Limitada, a subsidiary that
manufactures and sells surface treatment equipment and parts.

(ii)

The Company made the decision to merge with and absorb its wholly-owned subsidiary Daito Kihan Co., Ltd., effective
April 2022, with the aims of effectively developing bases, sharing expertise, streamlining sales activities, strengthening thesales and services structure, and creating a new business platform in the West Japan area.

Principal lines of business
Category of business

Details of main products

Surface Treatment Business

Shot blasting machines, air blasting machines, shot peening machines, barrel polishing equipment,
precision brushing equipment, ultra-precision microprocessing equipment, surface evaluationequipment, surface treatment contract processing, surface treatment-related parts, abrasives,
polishing media, etc.

Foundry BusinessCasting production equipment, V-process molding equipment, core molding equipment, casting
sand treatment equipment, automated pouring equipment, sand coating facilities, casting-relatedparts, powder & granule treatment equipment, wear-resistant castings, etc.

Environment Business

Dust collectors, deodorization equipment, wastewater treatment equipment, volatile organic
compounds (VOC) gas purifier, environment-related parts, etc.

Material Handling BusinessLifting devices, steplifts, gravity conveyors, material handling systems, etc.

Special Equipment Business

Organic electroluminescent panel assembly equipment, automated line processes thereof(including supply and material handling equipment), material handling robots, servo cylinders,
inspection and measurement equipment, precision measuring instruments, precision press
processing equipment, disperizers, battery material supply equipment, 3D printers, ceramic
products, foaming machines, automotive door assembly equipment, magnetic metal powder,sterile isolator for sterile conditioning, special equipment-related parts, nursing care and welfare
tools, etc.

Other Business

Machinery design, welfare businesses, etc.

- 22 -

(8)Major offices and factories(i)

The Company

Headquarters

Headquarters (Nagoya City)

Branches

Tokyo Branch (Kawaguchi City, Saitama)
Chubu Branch (Oharu-cho, Ama-gun, Aichi)
Osaka Branch (Osaka City)

Offices

Toyokawa Works (Toyokawa City, Aichi)
Ichinomiya Works (Toyokawa City, Aichi)
Osaki Works (Toyokawa City, Aichi)
Shinshiro Works (Shinshiro City, Aichi)
Koda Works (Kota-cho, Nukata-gun, Aichi)
Oharu Works (Oharu-cho, Ama-gun, Aichi)
Kyushu Works (Kurate-cho, Kurate-gun, Fukuoka)
Atsugi Works (Atsugi City, Kanagawa)(ii)

Subsidiaries

Domestic

MEIKIKOU Corporation (Aichi)
SINTO S-PRECISION, LTD. (Kanagawa)Overseas

Heinrich Wagner Sinto Maschinenfabrik GmbH (Germany)
Roberts Sinto Corporation (U.S.A.)
Qingdao Sinto Machinery Co., Ltd. (China)
Sinto Brasil Produtos Limitada (Brazil)
Sinto Bharat Manufacturing Private Limited (India)(9)

Employees
Category

Domestic

Number of employees
Note:Overseas
2,241

Total
1,801

4,042

The number of employees of the Company is 1,772.

(10) Major creditors
Creditor

Balance of borrowings

Syndicate loan

¥11,300 million

Resona Bank, Limited¥3,700 million

MUFG Bank, Ltd.

¥1,975 million

Note:Syndicated loan is a joint-financing instrument with MUFG Bank, Ltd. as a lead bank.

- 23 -

2.

Matters relating to the Company’s shares(1)

Total number of authorized shares:

230,476,000(2)Total number of issued shares:

54,580,928 (including 1,203,084 treasury shares)(3)

Number of shareholders:

21,702(4)

Top ten shareholders
Name

Number of shares held

Shareholding ratio

Thousands of shares

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

%

5,957

11.17

Custody Bank of Japan, Ltd. (trust account)

2,913

5.46

MUFG Bank, Ltd.

2,289

4.29

Meiji Yasuda Life Insurance Company

2,276

4.26

Resona Bank, Limited

1,668

3.12

The NAGAI Foundation for Science & Technology

1,405

2.63

Sinto Employee Stock Ownership

1,215

2.27

Sinto Supplier Stock Ownership

1,070

2.00

NORTHERN TRUST CO. (AVFC) RE U.S. TAX EXEMPTEDPENSION FUNDS SEC LENDING

1,039

1.94

909

1.70

Tokio Marine & Nichido Fire Insurance Co., Ltd.

Notes: 1. Although the Company holds 1,203,084 treasury shares, it is excluded from the list of top ten shareholders.
2. The shareholding ratio was calculated based on the total number of issued shares less treasury shares and was rounded
down to the nearest unit.

- 24 -

(Reference)
Policy on shares held as cross-shareholding
The Company holds shares as cross-shareholdings taking a medium- to long-term perspective for increasing its corporate value upon
comprehensively taking into account its business strategy and professional relationships with its business partners. Accordingly, theCompany successively sells shares subject to diminished significance of equity ownership.
In addition, the Board of Directors, on an annual basis, confirms compatibility with its purpose of share ownership and furthermore
confirms the appropriateness of share ownership across its entire portfolio of listed shares held as cross-shareholding, which involves
comparing benefits of ownership (operating revenue, dividends, capital gains, etc.) against risks of ownership including cost of capital.
Shares subject to divestiture are to be successively sold to set the stage for growth investment.
Moreover, the Company is currently developing networks of construction contractors who handle work that includes installation,
remodeling, and test runs at customer factories (hereinafter referred to as “SSV Companies”). The Company is proceeding with holdingsof shares of SSV Companies based on its business strategy, partially for the sake of outsourcing to achieve operational streamlining, andalso given that such construction contractors are able to provide support tailored to customers in close proximity to their locations ofbusiness.

No. of issues(Millions of yen)

FY2018FY2020FY2019FY2021*The bar chart depicts valuations of shares held as cross-shareholding (black = listed shares; gray = unlisted shares)*The line chart depicts the number of issues held (black solid line = number of issues excluding SSV; gray dotted line = number oflistings including SSV)

- 25 -

3.
(1)

Matters relating to the Company officers
Name, etc. of Directors and Auditors
Position

Name

Responsibility and significant concurrent positions outside theCompany

Yoshiki Ueda

[Significant concurrent positions outside the Company]
Outside Director (Audit and Supervisory Committee Member) of
THK CO., LTD.

President

Atsushi Nagai[Significant concurrent positions outside the Company]
Representative Director of Heinrich Wagner Sinto
Maschinenfabrik GmbH
Director of Sinto America, Inc.

Managing Director

Tsuneyasu Kuno

System and Engineering

Managing Director

Yatsuka Taniguchi

General Administration

Director

Toshikazu Morishita

Sales, General Manager of Sales Division

Director

Shigeru Ishida

Manufacturing, General Manager of the Production Division andManager of Toyokawa Works

Director

Kenichi NakamichiInternational Operations, General Manager of Overseas Business
Division

Director

Hiromitsu Uchiyama

Business Development, General Manager of Development
Division

Director

Masatoshi Ozawa[Significant concurrent positions outside the Company]
Outside Director of Okuma Corporation

Director

Yasuhito Yamauchi

Chairman[Significant concurrent positions outside the Company]
Board Chair of Japan Women’s Innovative Network (J-Win)
Outside Director of HOYA CORPORATION
Outside Director of Teijin Limited

Director

Yukako Uchinaga

Auditor (Full Time)

Tsuyoshi Goto

Auditor (Full Time)

Yuji Okubo

AuditorToshiro Kojima[Significant concurrent positions outside the Company]
Executive Officer of Kyodo News Digital Co., Ltd.

AuditorKazuhiko Hasegawa[Significant concurrent positions outside the Company]
Outside Director (Audit and Supervisory Committee Member) of
The Takigami Steel Construction Co., Ltd.

Notes: 1. At the 124th Ordinary General Meeting of Shareholders held on June 22, 2021, Hiromitsu Uchiyama and Yukako Uchinaga
were elected as Directors and assumed the office.
2. At the end of the 124th Ordinary General Meeting of Shareholders held on June 22, 2021, Masaaki Hibi and Yasumasa
Karaki retired from their positions as Director.
3. Directors Yoshiki Ueda, Masatoshi Ozawa, Yasuhito Yamauchi, and Yukako Uchinaga are External Directors.
4. Auditors Toshiro Kojima and Kazuhiko Hasegawa are External Auditors.
5. External Directors Yoshiki Ueda, Masatoshi Ozawa, Yasuhito Yamauchi and Yukako Uchinaga, and External Auditors
Toshiro Kojima and Kazuhiko Hasegawa are Independent Officers, which are required to be put in place by the Tokyo Stock
Exchange, Inc. and Nagoya Stock Exchange, Inc. for the protection of general shareholders.

- 26 -

(2)Amount of remuneration, etc. for Directors and Auditors(i)

Policy on determining the remuneration, etc. for Directors
The Company has established the Nomination and Compensation Committee, which is composed of four External Directors
and attended by two External Auditors, for the purpose of enhancing transparency with regard to remuneration, etc. for
Directors. The Committee deliberates and determines from an objective and fair perspective upon the structure and level of
remuneration, etc., and the evaluation, etc. of each Director.
While remuneration for Directors is based on job title and position, performance-linked remuneration, etc., has been
introduced with a view to further improving corporate performance and sharing value with shareholders.
Based on data from surveys conducted by outside professional organizations, the Company will set remuneration levels thatare appropriate to the size of the Company and the duties and responsibilities that officers should fulfill.
a. Structure of remuneration
It consists of a basic remuneration portion according to the job title and position (including a portion subject to contribution
to the Officer Stock Ownership), Directors’ bonuses, and medium- to long-term incentive remuneration (share-based
remuneration). Composition ratios of performance-linked Directors’ bonuses and medium- to long-term incentive
remuneration with respect to total remuneration increase as Directors rise in rank.
b. Performance-linked remuneration
Under the concept of profit sharing, the amount of bonuses for Directors are determined by taking into account the amount
paid in the past and other various factors, based on the amount of operating profit, which indicates the Company’s earnings,
and other indicators.
Medium- to long-term incentive remuneration (share-based remuneration) is a system under which the Company’s sharesare provided in proportion to the degree to which performance targets (indicator: consolidated ordinary profit margin) areexceeded and the degree to which capital efficiency (indicator: consolidated return on equity) is improved for the period of
the medium-term management plan, according to the position. Both indicators are adopted as significant factors that lead toenhancement of corporate and shareholder value. While this system was introduced in 2015, no payment has been made as
the set targets have not been achieved.
c. Remuneration determination process
The Company has established the voluntary Nomination and Compensation Committee, which deliberates and determineson the election of candidates for Directors and Auditors, the remuneration system for Directors, the evaluation of each
Director, the amount of bonuses for Directors and so forth.
Decisions on the amount of bonus for Directors reflect results of evaluations performed by the Nomination andCompensation Committee taking into account the standard amount specified for each position and based on the amountresolved at the Board of Directors meeting and the General Meeting of Shareholders.
Decisions on the amount of basic remuneration reflect results of the evaluation of Directors performed by the Nomination
and Compensation Committee and other factors, based on the standard amount specified for each position.

(ii)

Total amount of remuneration, etc. by officer category, total amount of remuneration, etc. by type of remuneration, etc., andnumber of eligible officers
Amount of remuneration, etc. by type (Thousands of yen)
Number of eligible
officers(Person)Basic
remuneration

Director

13

Auditor
Total

Classification

Performance-linked remuneration

Amount of
remuneration, etc.
(Thousands of yen)

Bonuses

Share-based
remuneration

167,295

30,0000197,295

4

50,400––50,40017

217,695

30,0000247,695

Notes: 1. The amount of remuneration, etc. paid to five External Directors and two External Auditors is ¥67,200 thousand and isincluded in the aforementioned amount of remuneration, etc.
2. The maximum amount of remuneration for Directors was resolved at the 112th Ordinary General Meeting of Shareholders
held on June 26, 2009 to be ¥37,000 thousand on a monthly basis (excluding the employee salary portion). The number of
eligible Directors was 11, according to the resolution.
3. The maximum amount of remuneration for Auditors was resolved at the 109th Ordinary General Meeting of Shareholders
held on June 28, 2006 to be ¥4,500 thousand on a monthly basis.
4. The amount of remuneration, etc. includes the amount paid during the term of office of two Directors who retired at the endof the 124th Ordinary General Meeting of Shareholders held on June 22, 2021.

- 27 -

(3)Overview of the content of directors and officers liability insurance policy(i)

Scope of the insured
All Directors, Auditors, Executive Officers, and managerial employees of the Company and the Company(ii)

Summary of the insurance policy
This insurance policy covers damages, litigation expenses, etc. to be borne by the insured in the event of claims arising fromactions taken (or inaction) in their role as an officer, etc. of the company, listed in (i). However, measures are taken so thatthe appropriateness of the execution of duties by an officer, etc. is not impaired by excluding the damages, etc. of officers
themselves who engaged in bribery or other criminal acts or intentionally committed illegal acts from the scope of coverage.
The insurance premiums are all paid by the Company.

(4)

External Officers(i)Significant concurrent positions at other organizations and relationships between the Company and such other organizations
Director Yoshiki Ueda serves concurrently as Outside Director (Audit and Supervisory Committee Member) of THK CO.,LTD. There are no special relationships between the Company and THK CO., LTD.
Director Masatoshi Ozawa serves currently as Outside Director of Okuma Corporation. There are no special relationships
between the Company and Okuma Corporation.
Director Yukako Uchinaga serves currently as Board Chair of Japan Women’s Innovative Network (J-Win), Outside Directorof HOYA CORPORATION and Outside Director of Teijin Limited. There are no special relationships between the Company
and each company.
Auditor Toshiro Kojima serves currently as Executive Officer of Kyodo News Digital Co., Ltd. There are no special
relationships between the Company and Kyodo News Digital Co., Ltd.
Auditor Kazuhiko Hasegawa serves currently as Outside Director (Audit and Supervisory Committee Member) of The
Takigami Steel Construction Co., Ltd. There are no special relationships between the Company and The Takigami Steel
Construction Co., Ltd.

(ii)

Major activities during the fiscal yeara) Attendance at Board of Directors meetings and Board of Auditors meetings
Classification

Name

Attendance atBoard of Directors meetings

Attendance atBoard of Auditors meetings

Director

Yoshiki Ueda

16/16

―

Director

Masatoshi Ozawa

15/16

―

Director

Yasuhito Yamauchi

15/16

―

Director

Yukako Uchinaga

11/11

―

AuditorToshiro Kojima

16/16

17/17

AuditorKazuhiko Hasegawa

16/16

17/17

b) Statements at the meeting and summary of duties performed pertaining to the role expected as External Director
Director Yoshiki Ueda provides advice and recommendations to ensure the adequacy and appropriateness of thedecisions made by the Board of Directors with his extensive practical experience and knowledge as a senior executiveof a general trading company and a manager of a specialized trading company.
Director Masatoshi Ozawa provides advice and recommendations to ensure the adequacy and appropriateness of thedecisions made by the Board of Directors with his extensive experience and knowledge as a corporate manager.
Director Yasuhito Yamauchi provides advice and recommendations to ensure the adequacy and appropriateness of thedecisions made by the Board of Directors with his extensive business experience and knowledge of manufacturing as amanager of automobile manufacturers and automobile parts manufacturers.
Director Yukako Uchinaga provides advice and recommendations to ensure the adequacy and appropriateness of thedecisions made by the Board of Directors with her extensive practical experience in the management of businessinvolving telecommunications, education, and manufacturing, in addition to her extensive knowledge in the information
technology field and deep understanding of diversity.

- 28 -

Auditor Toshiro Kojima makes statements from an objective perspective to ensure the appropriateness of the decisions
made by the Board of Directors with his extensive business experience and expertise in risk control. In addition, hemakes statements at the Board of Auditors meetings as deemed necessary.
Auditor Kazuhiko Hasegawa makes statements from an objective perspective to ensure the appropriateness of thedecisions made by the Board of Directors with his extensive practical experience in the management of listed companies
and educational institution in addition to his broad knowledge gained in financial-related operations. In addition, hemakes statements at the Board of Auditors meetings as deemed necessary.

(iii)

Summary of details of limited liability agreement
The Company has entered into a limited liability agreement pursuant to Article 427, paragraph 1 of the Companies Act witheach External Director and External Auditor. Under the terms of the limited liability agreement, their liability will be limited
to a minimum amount stipulated by applicable laws and regulations.

- 29 -

4.

Accounting Auditor(1)

Name of the Accounting Auditor
Deloitte Touche Tohmatsu LLC(2)Amount of remuneration for the Accounting Auditor for the fiscal year(i)

Amount of remuneration for the Accounting Auditor for the fiscal year

¥44,000 thousand(ii)

Total amount of money and other economic benefits to be paidby the Company and its subsidiaries to the Accounting Auditor¥44,000 thousand

Notes: 1. In the audit contract between the Company and its Accounting Auditor, amount of remuneration paid for audits by an
Accounting Auditor under the Companies Act and amount of remuneration paid for audits by an Accounting Auditor
under the Financial Instruments and Exchange Act are not clearly distinguished or practically separable. Therefore,
the total amount of these payments is shown in (i) Amount of remuneration listed above.
2. The Board of Auditors verified and reviewed the validity of the results of audit, the contents of audit plan, theperformance status of duties of the Accounting Auditor, the basis for the calculation of the estimated amount of
remuneration, and other factors in the previous fiscal year using the “Practical Guidelines for Cooperation withAccounting Auditors” released by the Japan Audit & Supervisory Board Members Association as a guide. As a result,the Board of Auditors has provided its consent regarding the amount of remuneration for the Accounting Auditor,
pursuant to Article 399, paragraph 1 of the Companies Act.
(3)

Policy on decisions of dismissal or non-reappointment of Accounting Auditor
In the event that an Accounting Auditor is found to fall under any of the items of Article 340, paragraph 1 of the Companies Act,
the Board of Auditors shall dismiss the Accounting Auditor with the unanimous consent of the Auditors. In this case, the Auditor
selected by the Board of Auditors shall report such dismissal and the reason for such dismissal to the first General Meeting of
Shareholders convened after the dismissal.
In addition to the above, the Board of Auditors shall propose not to reappoint the Accounting Auditor to the General Meeting of
Shareholders in the event that the Accounting Auditor is deemed to be unable to carry out its duties appropriately due to theoccurrence of an event that impairs its qualifications or independence.

- 30 -

5.
(1)

Corporate structure and policies
Basic policy on internal controls and its operational status
The Company has established the basic policy on internal controls by resolution of the Board of Directors. The basic policy oninternal controls and its operational status have been posted on the Company’s website on the Internet (https://www.sinto.co.jp/).
[Basic policy on internal controls (outline)]1.

Retention and management of information in relation to the execution of duties(1) Minutes of the Board of Directors meetings shall be prepared, retained and managed in accordance with the retention
period.
(2) Important documents regarding business execution shall be retained and managed in accordance with the retention period.
(3) The retention and management of documents shall be stipulated in the Document Management Rules.
2.

Management of risk of loss

(1) The department in charge and the officer in charge of major risks shall be clearly identified and be responsible for the
management of these risks.
(2) The Company is to establish the “Risk Management Committee” which shall visualize the major risks on a risk map, andtreat, evaluate and monitor these risks.
(3) The Company shall establish Risk Management Rules.
(4) The Company shall prepare a Code of Conduct and manuals, and provide training programs and education.
(5) The Company shall formulate a business continuity plan (BCP), conduct drills, and take measures such as stockpiling.
3.

Ensuring the efficient execution of duties(1) Systems for managing business plans(i)
The Company shall formulate a management philosophy, basic policy, and medium-term and annual management
plans. In order to achieve the accompanying management goals and strategies, the Company shall incorporate theminto the plans and goals of each division and carry out business operations through a linkage of these goals.
(ii) The Board of Directors shall review the progress of management plans, deliberate and decide on necessary actions.
(2) Systems for managing business execution(i)
The Board of Directors shall deliberate and make decisions in accordance with the Rules of the Board of Directors.
(ii) The Executive Officer system shall be enhanced to streamline and expedite business execution processes and clarify
where responsibility lies.
(iii) Authority and responsibilities shall be appropriately delegated in accordance with the Rules on Delegation of
Authority and the Rules on Division of Duties.
4.

Ensuring the compliance with laws and regulations and the Articles of Incorporation in the execution of duties(1) The Company shall set forth and disseminate “Sinto Corporate Code of Conduct and Ethics.”(2) The Company shall establish and operate the “Nomination and Compensation Committee” consisting solely of Independent
External Officers (with Independent External Directors serving as committee members and Independent External Auditors
accompanying them at meetings).
(3) The Company shall establish and operate the “Sustainability Committee” and “Compliance Committee.”(4) The Company shall establish the Audit Group to periodically audit the operational status of internal controls within the
Company.
(5) The Company shall set up and operate an internal whistle-blowing system.
(6) The Company shall take a firm stand against antisocial forces.
(7) The Company shall provide education by rank and job category.
5.

Ensuring appropriate business activities• Ensure the above 1 to 4 in the Group companies
6.

Employees assigned to assist with the duties of Auditors

7.

Reporting to Auditors

8.

Ensuring that persons are not treated disadvantageously for making such report as described in the preceding article

9.

Expenses, etc. arising with regard to the execution of Auditors’ duties

10. Ensuring the effective audit performance by Auditors- 31 -

(2)Policy on decisions on dividends and other appropriation of surplus
With the recognition that distribution of profit to shareholders is one of its important management issues, the Company will
strive to maintain stable and continuous dividend payments at a certain level and expand them by comprehensively taking into
account its financial position and profit level, while considering strengthening its financial structure and management base froma medium- to long-term perspective.
With that in mind, the Company is determined to make effective use of internal reserves to strengthen its management structure
and return profits to shareholders, as well as to prioritize investments in business domains where global business development
and growth are expected from a medium- to long-term perspective.
With regard to the appropriation of surplus for the fiscal year under review, a year-end dividend will be ¥13 per share (date ofcommencement of payment: June 6, 2022) as resolved at the Board of Directors meeting held on May 23, 2022. As a result, theamount of annual dividend, including the interim dividend of ¥13 per share (date of commencement of payment: December 9,2021), will be ¥26 per share, an increase of ¥2 year on year.

- 32 -

Consolidated Balance Sheet(As of March 31, 2022)(Millions of yen with fractional amounts discarded)
Account

AmountAccount

AssetsCurrent assets
Cash and deposits
Notes receivable - trade
Accounts receivable - trade
Contract assets
Securities
Finished goods
Work in process
Raw materials and supplies
Other
Allowance for doubtful accounts

96,82833,736
10,05817,535
7,319
10,799
4,427
5,091
4,895
3,229
(264)

Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, equipment and vehicles
Land
Leased assets
Construction in progress
Other
Intangible assets
Goodwill
Leased assets
Other
Investments and other assets
Investment securities
Deferred tax assets
Retirement benefit asset
Other
Allowance for doubtful accounts

71,75728,39812,711
4,917
7,794
249
1,951
773
1,961
232
31
1,697
41,39733,957
526
3,310
3,642
(40)

Total assets

168,586

Liabilities
Current liabilities
Notes and accounts payable - trade
Short-term borrowings
Lease liabilities
Income taxes payable
Provision for bonuses
Provision for bonuses for directors (andother officers)
Provision for product warranties
Provision for loss on orders received
Contract liabilities
Other
Non-current liabilities
Long-term borrowings
Lease liabilities
Deferred tax liabilities
Provision for retirement benefits for
directors (and other officers)
Retirement benefit liability
Asset retirement obligations
Other
Total liabilities
Net assets
Shareholders’ equity
Share capital
Capital surplus
Retained earnings
Treasury shares
Accumulated other comprehensive income

Amount42,53915,48012,264
132
328
1,676
102
354
278
7,287
4,633
16,405
7,222
164
7,158
417
926
17
497
58,94490,183
5,752
6,310
79,622(1,501)
13,910

Valuation difference on available-for-salesecurities

12,697

Foreign currency translation adjustment

300

Remeasurements of defined benefit plans
Non-controlling interests
Total net assets
Total liabilities and net assets

912
5,547
109,641
168,586- 33 -

Consolidated Statement of Income(From April 1, 2021 to March 31, 2022)(Millions of yen with fractional amounts discarded)
Account

AmountNet sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest income
Dividend income
Share of profit of entities accounted for using equity method
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Donations
Other
Ordinary profit
Extraordinary income
Gain on sale of non-current assets
Gain on sale of investment securities
Extraordinary losses
Loss on sale of non-current assets
Loss on disposal of non-current assets
Loss on valuation of investment securities
Other
Profit before income taxes
Income taxes - current
Income taxes - deferred
ProfitProfit attributable to non-controlling interests
Profit attributable to owners of parent- 34 -

99,247
71,81527,431
24,825
2,606
223
628
628
182
567
139
68
149

83
52
22
21
230
6
1,008
304

2,230

357
4,478

135

280
4,333
1,313
3,020
185
2,835

Consolidated Statement of Changes in Equity(From April 1, 2021 to March 31, 2022)(Millions of yen with fractional amounts discarded)
Shareholders’ equity
Share capital
Balance at beginning of period

5,752

Capital surplus

Retainedearnings

Treasury shares

Total
shareholders’equity78,018(1,485)88,563

6,278

Cumulative effects of changes inaccounting policies
Restated balance

103
5,752

6,278

103

78,121(1,485)88,666

Changes during period
Dividends of surplus(1,334)(1,334)

Profit attributable to owners ofparent

2,835

2,835

Change in ownership interestof parent due to transactions
with non-controlling interests

32

32

Purchase of treasury shares

(15)

(15)

Net changes in items other thanshareholders’ equity
Total changes during period
Balance at end of period

–

32

1,500

(15)

1,517

5,752

6,310

79,622(1,501)

90,183

Noncontrollinginterests

Total net
assets5,206

104,124

Accumulated other comprehensive income

Balance at beginning of period

Valuationdifference on
available-forsale securities

Foreigncurrencytranslation
adjustment

11,300(1,678)

Total
Remeasureaccumulated
ments ofother
definedcomprehensive
benefit plansincome733

10,355

Cumulative effects of changes inaccounting policies
Restated balance

103
11,300(1,678)733

10,355

5,206

104,227

Changes during period
Dividends of surplus(1,334)

Profit attributable to owners ofparent2,835

Change in ownership interestof parent due to transactions
with non-controlling interests

32

Purchase of treasury shares(15)

Net changes in items other thanshareholders’ equity

1,397

1,978

178

3,554

341

3,901

Total changes during period

1,397

1,978

178

3,554

341

5,418

Balance at end of period

12,697300

912

13,9105,547

109,641- 35 -

Non-consolidated Balance Sheet(As of March 31, 2022)(Millions of yen with fractional amounts discarded)
Account
AssetsCurrent assets
Cash and deposits
Notes receivable - trade
Electronically recorded monetary claims operating
Accounts receivable - trade
Contract assets
Securities
Finished goods
Work in process
Raw materials and supplies
Other
Allowance for doubtful accounts

Non-current assets
Property, plant and equipment
Buildings
Structures
Machinery and equipment
VehiclesTools, furniture and fixtures
Land
Leased assets
Construction in progress
Intangible assets
SoftwareLeased assets
Other
Investments and other assets
Investment securities
Shares of subsidiaries and associates
Long-term loans receivable
Prepaid pension costs
Other
Allowance for doubtful accounts

AmountAccount

57,853
16,130
3,245
4,449
9,883
4,670
10,799
1,463
2,184
1,407
4,593
(972)

60,87916,070
7,139
343
2,657
2
363
3,821
142
1,599
670
564
31
73
44,13828,598
11,942
1,914
1,148
570
(36)

Liabilities
Current liabilities
Notes payable - trade
Electronically recorded obligations operating
Accounts payable - trade
Short-term borrowings
Lease liabilities
Accounts payable - otherAccrued expenses
Income taxes payable
Contract liabilities
Provision for bonuses
Provision for bonuses for directors (andother officers)
Provision for product warranties
Provision for loss on orders received
Other
Non-current liabilities
Long-term borrowings
Lease liabilities
Deferred tax liabilities
Asset retirement obligations
Other
Total liabilities
Net assets
Shareholders’ equity
Share capital
Capital surplus
Legal capital surplus
Retained earnings
Legal retained earnings
Other retained earnings
Reserve for tax purpose reduction
entry of non-current assets
Reserve for cancellation of shares
General reserve
Retained earnings brought forward
Treasury shares
Valuation and translation adjustments
Valuation difference on available-for-salesecurities

Total assets

118,733- 36 -

Total net assets
Total liabilities and net assets

Amount27,864
650
6,017
4,587
11,200
78
232
1,506
122
1,843
1,178
30
263
105
48
13,189
7,792
111
4,940
17
327
41,05365,187
5,752
6,195
6,195
54,741
1,438
53,303221
1,600
36,50014,981(1,501)
12,491
12,491
77,679118,733

Non-consolidated Statement of Income(From April 1, 2021 to March 31, 2022)(Millions of yen with fractional amounts discarded)
Account

AmountNet sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest income
Dividend income
Rental income
Other
Non-operating expenses
Interest expenses
Donations
Rental costs
Other
Ordinary profit
Extraordinary income
Gain on sale of non-current assets
Gain on sale of investment securities
Extraordinary losses
Loss on sale of non-current assets
Loss on disposal of non-current assets
Loss on valuation of investment securities
Loss on valuation of shares of subsidiaries and associates
Profit before income taxes
Income taxes - current
Income taxes - deferred
Profit58,457
43,23815,21814,499
719
56
1,240
134
230
38
83
53
33

0
52
0
10
227
153
320
155

- 37 -

1,660

209
2,170

52

392
1,830
475
1,355

Non-consolidated Statement of Changes in Equity(From April 1, 2021 to March 31, 2022)(Millions of yen with fractional amounts discarded)
Shareholders’ equity
Capital surplus

Retained earnings
Other retained earnings

Share capital Legal capital Total capitalsurplussurplus

Balance at beginning of
periodChanges during period
Reversal of reserve
for tax purpose
reduction entry of
non-current assets
Dividends of surplus
ProfitPurchase of treasury
sharesNet changes in items
other than shareholders’equityTotal changes during
periodBalance at end of period

5,752

6,195

6,195

Legal
retainedearnings

1,438

Reserve fortax purpose
Reserve for
reduction
cancellation
entry of nonof shares
current
assets225

Total
retainedearnings

36,50014,95754,7214–(1,334)(1,334)

1,355

1,355

–

–

–

–

(4)

–

–

24

20

5,752

6,195

6,195

1,438

221

1,600

36,50014,981

54,741

Valuation and translation
adjustments
Valuation
Total
Total
difference on valuation
shareholders’ availableandequityfor-saletranslation
securities adjustments

Total net
assetsTreasurysharesProfitPurchase of treasury
sharesNet changes in items
other than shareholders’equityTotal changes during
periodBalance at end of period

Retainedearnings
brought
forward(4)

Shareholders’ equity

Balance at beginning of
periodChanges during period
Reversal of reserve
for tax purpose
reduction entry of
non-current assets
Dividends of surplus

1,600

Generalreserve(1,485)(15)

65,182

11,09011,09076,272––(1,334)(1,334)

1,355

1,355

(15)

(15)
1,401

1,401

1,401

(15)

4

1,401

1,401

1,406

(1,501)

65,187

12,491

12,491

77,679- 38 -