February 26, 2015
For Immediate Release
Ryosan Company, Limited
Representative: Naoto Mimatsu, President
Listing Code No.: 8140
Listing: First Section, Tokyo Stock Exchange
Inquiries: Fusakazu Atarashi
General Manager,
Corporate Planning Headquarters,
IR and Publicity Office
TEL: +81-3-3862-3816
Notice Concerning Additions & Revisions tothe 9th Medium-Term Management Planand Strengthening of Our Corporate Governance
Ryosan Co., Ltd. (“the Company”) hereby announces that its Board of Directors
resolved at a meeting held on February 26, 2015, to make additions to and revise the 9thMedium-Term Management Plan, as well as to strengthen its corporate governance. For
details, please refer to the attachment.

1. BackgroundDue to the impact on business activities of changes in the economic conditions
since 2008, such as the integration of major suppliers and the Lehman Shock, as well
as of natural disasters, the Company has been practicing a management focused on
corporate soundness. However, based on the recent changes in the businessenvironment and demands of society, and upon the extension of the final year of our
9th medium-term management plan from fiscal 2016 to fiscal 2017, the Companyhas set up its future capital policy and shareholder returns among others. At the sametime, we will endeavor to strengthen our corporate governance.
2. Basic policy
・Improve ROE while maintaining a stable financial base.
・Striving to ensure transparency and objectivity of management along with thestrengthening of our corporate governance for a sound management.

1

3. Target
・Aim at an 8% ROE, and achieve a 5% ROE by fiscal year 2017.
・Numerical target for fiscal year 2017.
Net sales
Operating income
Net income
270,000 million yen
9,000 million yen6,000 million yen
4. Specific actions(1) Rebuild our growth path・Create new business models (by strengthening system solution capabilities)
・Further promote multi-vendor support (by expanding of new commercialproducts lineup)・Expand overseas business by strengthening global support(aim to become a global distributor)(2) Enhance capital efficiency
・Aggressive investment targeting corporate growth(Investments through business acquisitions and alliances, investment tobackbone systems)
・Purchase of treasury stock
5. Shareholder Returns(1) In line with the Company's basic policy for dividend payments, we will continue toaim at ascending returns to our shareholders at a dividend payout ratio of 50% orhigher.
Fiscal Year
Dividend amount

FY2014 (Forecast)
80 yenFY2017 (Target)
100 yen or more

(2) We plan to constantly perform treasury stock buybacks at an annual basis of
1 million shares.
6. Strengthening of our corporate governance・In June 2015 we will establish the following system.
(1) Assign at least 2 outside directors.
(2) Establish Remuneration Advisory Committee and Nominal Advisory
Committee as the Company with board of statutory auditors.

2Ryosan Co., Ltd.

Notice Concerning Additions & Revisions tothe 9th Medium-Term Management Plan andStrengthening of Our Corporate GovernanceFebruary 26, 2015
President, Naoto Mimatsu

1. Profit returns to our shareholders
70

Current term net income(Unit: 100 millions of yen)

Total amount of dividends (figures in parenthesis are dividend payout ratio)

60

Purchase of treasury stock

156%

Total payout ratio
Dividends per share

50

67%

162%
141%

40

1930

18（67%）
（72%）

028

1720

10114%

（71%）

（59%）

（74%）

@¥80

@¥40

@¥60

@¥60@¥80FY2010

FY2011FY2012FY2013

FY2014(Plan)

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Note: Treasury stock buybacks for the fiscal year 2014 are assumed
to be worth the closing price at February 25, 20152

2. Challenges for Ryosan(1) Challenges for our business operations① Changes to sales by business segment(Unit: 100 millions of yen)

▲３０％

▲５１％

▲１５％-Semiconductors recorded a sale decrease of 27,300 million yen
compared to FY2005. (down 15%)
-Electronic Components recorded a sale decrease of 63,900 million yen
compared to FY2005. (down 51%)
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3② Summary•Due to changes in the business environment including structuralchanges in the electronics market and structural reforms ofsuppliers, Ryosan Co., Ltd. (“the Company”) has experienced asluggish growth of our business scale from its peak during thefiscal year 2005.
Although we endeavored to・Expand new commercial products lineup(further promotion of multiple-vendor support)
・Acquire new commercial distribution,
unfortunately, the Company couldn't get back onto a growth track.
An Electronics Systems Coordinator4(2) Challenges for our financial position① Changes in ROE and cash and deposits as of the period-end（％）(Unit: 100 millions of yen)

② Comparison of current and standard capital price at the industry average
Industry average

RyosanEquity Ratio

４９.４％

７０.２％

Liquidity in hand

９.４％

２０.９％

ROE

５.９％

２.７％
※As of FY2013

An Electronics Systems Coordinator53. Background・Due to the impact on business activities of changes in the economic

conditions since 2008, such as the integration of major suppliers
and the Lehman Shock, as well as of natural disasters, the Company
has been practicing a management focused on corporate soundness.
However, based on the recent changes in the business environmentand demands of society, and upon the extension of the final year ofour 9th medium-term management plan from FY2016 to FY2017,
we have set up its future capital policy and shareholder returns
among others. At the same time, we will endeavor to strengthen ourcorporate governance.

An Electronics Systems Coordinator64. Basic policy
・Improve ROE while maintaining a stable financial base.

・Striving to ensure transparency and objectivity of management
along with the strengthening of our corporate governance for asound management.

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75. Target
・Aim at an 8% ROE, and achieve a 5% ROE by fiscal year 2017.

・Numerical target for fiscal year 2017.
Net sales

Operating income

Net income

270,000 million yen

9,000 million yen

6,000 million yen

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86. Sales & performance by business segment(1) Target values of sales and performance(Unit: 100 millions of yen)

FY2014（Forecast）
Results

Net Sales
Existing business
Semiconductors
Electronic components
Electronic equipment
Project businessSystem solution businessNew commercial products etc.

Gross profit
SG & A expenses
Operating income
Net income
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FY2017（Target）

Of total

2,290
100%
2,290
1,495
610
185

65%

Results

Of total

2,700
2,500

93%
56%

27%
8%

1,500
700
300

00%

200

7%

000%

130
70

5%

187
133
54
34

8.2%

235
140
95
60

8.7%

0%

5.8%
2.4%
1.5%

26%
11%

3%

5.2%
3.5%
2.2%

9

(2) Factors for sales expansion
・Semiconductors business-Expand foreign semiconductor manufacturers and acquisition of
new commercial rights

・Electronic components business-Acquisition of new commercial rights

・Electronic equipment business-Acquisition of new commercial rights

・Project business-Commercialization of system solution business-Expansion of new commercial products lineup through businessacquisitions and alliances

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10<Reference> Growth image

Expanding of project business

Existing business

FY2015An Electronics Systems Coordinator

117. Specific actions
Shape Ryosan’s approach vision

Complete "Electronics System Coordination"・Commercialization of system solution business・Pursuit of becoming a global distributor

Outline of actions
Create new business models(by strengthening system solution capabilities)

Rebuild our growth
path

Further promote multi-vendor support(by expanding of new commercial products lineup)

Expand overseas businessby strengthening global support(aim to become a global distributor)

Enhance capitalefficiency
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Aggressive investment
targeting corporate growth
Purchase of treasury stock12

(1) Rebuild our growth path
① Create new business models(by strengthening system solution capabilities)-Accumulate system technological capabilities focused on vehicle-mounted
electrical systems, housing and facility equipment, IoT products, medicaland health-care equipment-Incorporate external personnel with background in systems development② Further promote multi-vendor support(by expanding of new commercial products lineup)-Expand new commercial products lineup through business acquisitions
and alliances*③ Expand overseas business by strengthening global support(aim to become a global distributor)-Considerate business acquisitions and alliances with local enterprises ** In this regard, the Company will establish a project team.
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13(2) Enhance capital efficiency① Aggressive investment targeting corporate-Investments through business acquisitions and alliances-Investments to backbone systems② Purchase of treasury stock

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148. Shareholder Returns① Dividend-In line with the Company's basic policy for dividend payments, we willcontinue to aim at ascending returns to our shareholders at a dividend
payout ratio of 50% or higher.
Fiscal Year

FY2014(Forecast)

FY2014(Target)

Dividend amount

80 yen

100 yen or more

② Purchase of treasury stock-We plan to constantly perform treasury stock buybacks at an annual
basis of 1 million shares.

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9. Strengthening of our corporate governance・In June 2015 we will establish the following system.

① Assign at least 2 outside directors.
② Establish Remuneration Advisory Committee and Nominal Advisory
Committee as the Company with board of statutory auditors.

An Electronics Systems Coordinator16