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. The Company assumes no responsibility for this translation or for direct, indirect or any otherforms of damages arising from the translation.

NOTICE OF THE
95th ORDINARY GENERAL MEETING OF
SHAREHOLDERSRIKEN TECHNOS CORPORATION

Dear shareholders,

I would like to express my sincere greetings to all of you as we convene the 95th Ordinary General Meetingof Shareholders of RIKEN TECHNOS CORPORATION.
In the 95th fiscal year (from April 1, 2023 to March 31, 2024), the Group promptly worked on measures
for the four strategies in the second year of the three-year Medium-term Business Plan “Challenge Now for
Change New 2024: Challenge for Innovation.” As a result, we were able to reach record highs in consolidated
net sales and each profit area for three consecutive years.
The 96th fiscal year will be the final year of our three-year Medium-term Business Plan. The Group will
work as one to implement various measures to complete the four strategies.
I would like to ask all shareholders for their continued support and encouragement.
Kazuaki Tokiwa
Representative Director, President & CEO

Contents
Notice of the 95th Ordinary General Meeting of Shareholders ............................................................ 3
Guidance on the Exercise of Voting Rights .......................................................................................... 5
Reference Documents for the General Meeting of Shareholders ......................................................... 5
Proposal 1: Appropriation of Surplus
Proposal 2: Election of 3 Directors (Excluding Directors serving as Audit & Supervisory
Committee Members)
Proposal 3: Election of 4 Directors serving as Audit & Supervisory Committee Members*Following matters are to be provided electronically. Please check the Company’s website.
Business Report .................................................................................................................................. 22
Consolidated Financial Statements ..................................................................................................... 52
Non-Consolidated Financial Statements ............................................................................................ 54
Audit Report ....................................................................................................................................... 56-1-

Mission
We are a challenger that harnesses the power of science to improve the quality of life and create a safe, affluent
society.
We continuously provide new value and satisfaction to people, companies and society through our original andsuperior formulations and manufacturing technologies of multiple resins.
Core Value
We establish a bond of trust and work for the mutual benefit all.
We create new value.
We continually push ourselves to achieve more.
We enjoy our work and love what we do.
We work together to find solutions and produce the best results for everyone.
Basic Action
Lead without fear.
Take charge and enjoy your work.
Build a team by trusting and helping one other.
Listen attentively and speak sincerely.
Come with smile and leave with smile.
Stay ahead of customers' expectations.
Seek new things and ways.
Be a real professional through self-improvement.
Set goals and achieve on time.

-2-

(Stock Exchange Code 4220)
June 4, 2024
(Measures for electronic provision start on: May 29, 2024)
To Shareholders with Voting Rights:
Kazuaki Tokiwa
Representative Director, President & CEO
RIKEN TECHNOS CORPORATION
Main Office: 2-101, Kanda-Awajicho,
Chiyoda-ku, TokyoNOTICE OF THE 95th ORDINARY GENERAL MEETING OF SHAREHOLDERS
Dear Shareholders:
We would like to express our appreciation for your continued support and patronage.
We hereby notify you that the 95th Ordinary General Meeting of Shareholders of RIKEN TECHNOSCORPORATION (the “Company”) will be held as described below.
In convening this General Meeting of Shareholders, the Company has taken measures for electronic provision,and matters to be provided electronically are posted on the following website on the Internet.
The Company’s website:
https://www.rikentechnos.co.jp/e/ir/news/
In addition to the above-mentioned website, matters to be provided electronically are posted on the websiteof the Tokyo Stock Exchange (TSE). Please access the following TSE website (TSE Listed Company Search),enter the issue name (company name) or the stock exchange code to search, and select “Basic information” andthen “Documents for public inspection/PR information” to confirm the information.
TSE website:
https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
If you are not planning on attending the meeting in person, you can exercise your voting rights via theInternet or in writing. Please review the Reference Documents for the General Meeting of Shareholders
described in matters to be provided electronically, and exercise your voting rights by no later than 5:45
p.m. on Thursday, June 20, 2024, Japan time.

-3-

1. Date and Time:

Friday, June 21, 2024 at 10:00 a.m. Japan time

2. Place:

Nomura Conference Plaza Nihonbashi 6F Large Hall, Nihonbashi
Muromachi Nomura Building (YUITO)
located at 2-4-3, Nihonbashimuromachi, Chuo-ku, Tokyo, Japan

3. Meeting Agenda:
Matters to be reported: 1. The Business Report, Consolidated Financial Statements for the 95th term(from April 1, 2023 to March 31, 2024) and results of audits by Independent
Accountants and Audit & Supervisory Committee of the Consolidated
Financial Statements
2. Non-Consolidated Financial Statements for the 95th term (from April 1, 2023
to March 31, 2024)
Proposals to be resolved:
Appropriation of Surplus
Proposal 1:
Election of 3 Directors (Excluding Directors serving as Audit & Supervisory
Proposal 2:
Committee Members)
Election of 4 Directors serving as Audit & Supervisory Committee Members
Proposal 3:◎ Of the matters for electronic provision, the following matters have not been included in the documents to
be delivered to shareholders who have requested delivery of paper-based documents pursuant to theprovisions of laws and regulations and the Company’s Articles of Incorporation. Independent Accountants
and the Audit & Supervisory Committee have audited the documents subject to auditing that include thefollowing matters.
(1) The following items in the consolidated financial statements
Consolidated Statements of Changes in Net Assets and Notes to the Consolidated Financial Statements(2) The following items in the non-consolidated financial statements
Non-Consolidated Statements of Changes in Net Assets and Notes to the Non-Consolidated Financial
Statements◎ If any revisions are required in the matters to be provided electronically, the contents of revisions will be
posted on each website on which those matters are posted.
◎ If no indication of favor or against is made in the voting form, it shall be deemed to be an indication offavor.
◎ If you exercise your voting rights both in writing and via the Internet, the one exercised via the Internet
shall be valid. If you exercise your voting rights more than once via the Internet, the last exercise shall bevalid.
◎ We will not hold a get-together for shareholders after the meeting.

-4-Reference Documents for the General Meeting of Shareholders
Proposals and References
Proposal 1:

Appropriation of Surplus

The management of the Company has been positioning the distribution of profits to our shareholders
through increased corporate value in the mid- to long-term as one of the most important management issues
and makes it a basic policy to ensure a steady stream of dividends while considering future business investment,enhancement of shareholders’ equity, and other factors, with an aim at a consolidated dividend payout ratio of
about 35%.
Based on the above-mentioned policy, we hereby propose paying a year-end ordinary dividend of ¥20 per
share for the 95th fiscal year, an increase of ¥4 per share from the previous fiscal year.
(1) Type of dividend properties
Cash(2) Allocation of dividend properties to shareholders and total amount thereof¥20.00 per share of common stock of the Company
Total amount of dividends: ¥1,115,502,140
The annual dividend for the current fiscal year, including the interim dividend, will be ¥32.00 per share,
an increase of ¥7 per share from the previous fiscal year.
(3) Effective date of distribution of surplus
June 24, 2024
[Reference] Trends in dividend per share and dividend payout ratio

The annual dividend for the current fiscal year is calculated based on basic earnings per share excluding
the impact of gains on sales of investment securities during the period under review from profit attributable toowners of parent. All funds obtained from the sale of investment securities were used to fund the acquisitionof own shares, and the total payout ratio was 129.1%, including the total amount of acquisition of own shares.

-5-

Proposal 2:

Election of 3 Directors (Excluding Directors serving as Audit & Supervisory
Committee Members)

The terms of office of all 4 Directors (excluding Directors serving as Audit & Supervisory Committee
Members, and the same applies hereinafter in this Proposal) will expire at the conclusion of this meeting.
Accordingly, in accordance with the change in management structure, we hereby propose the reduction of 1
Director and the election of 3 Directors.
The Company selected each candidate for nomination in consultation with the voluntary Nomination
Committee chaired by an Independent Outside Director.
In addition, the Audit & Supervisory Committee has judged that each candidate is qualified as a Directorof the Company, after comprehensively evaluating the status of execution of duties in the 95th fiscal year, etc.
The candidates for Directors are as follows:No.

1

Reappointment

Attendance at theBoard of Directors
meetings

Name

GenderCurrent positions and responsibilities in
the Company

Kazuaki Tokiwa

Male

Representative Director
President & CEO

16/16 times(100%)

Male

Representative Director, Senior
Managing Executive Officer
Senior General Manager, AdministrativeDiv.

16/16 times(100%)

Male

Director, Managing Executive Officer
Senior General Manager, Sales &Marketing Div.

16/16 times(100%)

Junji Irie

2

Reappointment

3

Reappointment Gakuyuki Kajiyama

-6-

No.

Name
(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
Joined the Company
General Manager, Sales & Marketing Dept., RIMTECCORPORATIONManaging Director, RIKEN ELASTOMERS CORPORATION
January 2007
Deputy General Manager, Compound Div.; General Manager,
October 2011
Compound Sales & Marketing Dept., RIKEN TECHNOSCORPORATION
April 2013
Vice Office Manager, Corporate Planning Office
June 2013
Director; Office Manager, Corporate Planning Office
Representative Director, President & CEO (to present)
April 2016
[Significant concurrent positions]
None

Number ofshares of theCompany held

March 1983
April 2002

1

Kazuaki Tokiwa(October 8, 1960)

59,600[Reappointment][Reason for nomination as candidate for Director]
Mr. Kazuaki Tokiwa carried out various measures to realize the Group’s management strategy and business plan in thecorporate planning division. He also has extensive experience and achievements as a corporate manager at the overseas
group companies. He has promoted various measures in the Medium-term Business Plan by making use of the Company’s
global network and played a leading role in the Group’s management as Representative Director, President & CEO sinceApril 2016. The Company nominated him as a candidate for Director because we believe that he will continue to contributeto enhancing the global group management and producing the synergy effect in the final year of the three-year Mediumterm Business Plan that started in April 2022.

-7-

No.

Name
(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
April 1981
April 2009
May 2011
June 2011
June 2012
April 2013

2

Number ofshares of theCompany held

Joined The Fuji Bank, Limited (current Mizuho Bank, Ltd.)
Executive Officer; General Manager, Kobuna-cho Branch
Joined the Company
Office Manager, Legal & Compliance OfficeDirector; Office Manager, Legal & Compliance OfficeDirector; Senior General Manager, Administrative Div.; General
Manager, General Affairs Dept.
April 2016
Director, Managing Executive Officer; Senior General Manager,
Administrative Div.; Senior General Manager, Corporate
Planning Div.
January 2017
Director, Managing Executive Officer; Senior General Manager,
Administrative Div.; Senior General Manager, Corporate
Planning Div.; General Manager, General Affairs Dept.
April 2017
Director, Managing Executive Officer; Senior General Manager,
Administrative Div.; General Manager, General Affairs Dept.
55,900
October 2017
Director, Managing Executive Officer; Senior General Manager,
Administrative Div.
April 2019
Director, Senior Managing Executive Officer; Senior General
Manager, Administrative Div.; Senior General Manager,
Corporate Planning Div.
Junji Irie
April 2020
Director, Senior Managing Executive Officer; Senior General(July 27, 1958)
Manager, Administrative Div.
June 2020
Representative Director, Senior Managing Executive Officer;[Reappointment]
Senior General Manager, Administrative Div.
April 2022
Representative Director, Senior Managing Executive Officer;
Senior General Manager, Administrative Div.; Senior General
Manager, Corporate Planning Div.
April 2023
Representative Director, Senior Managing Executive Officer;
Senior General Manager, Administrative Div. (to present)[Significant concurrent positions]
None[Reason for nomination as candidate for Director]
Mr. Junji Irie has extensive work experience at leading commercial banks and has considerable insight into management
derived from his experience working as a corporate executive. He has revised the corporate governance structure at theCompany’s administration division, and thereby contributed to strengthening the effectiveness of the Board of Directors’decision-making and supervising function. He has also contributed to streamlining the group management at the corporate
planning department. The Company nominated him as a candidate for Director because we believe that he will continue tocontribute to the reinforcement of group governance and the group management that leverages the group synergy.

-8-

No.

Name
(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions

Number ofshares of theCompany held

March 1985
June 2008

3

Joined the Company
Office Manager, Nagoya Sales Office; Office Manager,
Compound Vehicle R&D Office
March 2010
Deputy General Manager, Compound Div.
April 2011
Vice Office Manager, Corporate Planning Office
September 2011 Managing Director, RIKEN ELASTOMERS CORPORATION
April 2016
Executive Officer, RIKEN TECHNOS CORPORATION;Managing Director, RIKEN ELASTOMERS CORPORATION
39,400April 2017
Senior Executive Officer; Senior General Manager,
Corporate Planning Div., RIKEN TECHNOS CORPORATION
June 2017
Director, Senior Executive Officer; Senior General Manager,
Corporate Planning Div.
Gakuyuki Kajiyama April 2019
Director, Managing Executive Officer; Senior General Manager,(October 29, 1962)
Sales & Marketing Div. (to present)[Significant concurrent positions][Reappointment]
None[Reason for nomination as candidate for Director]
Mr. Gakuyuki Kajiyama has extensive work experience at the Company’s technical department and sales & marketing
department. He has also contributed to strengthening the global competitiveness including promoting a global sales &marketing structure focused on North America, as a corporate manager of overseas group companies. He has engaged in
the formulation and planning of management and business strategy of the entire Group in the Company’s corporate
planning department since April 2017, and has promoted various measures in the Medium-term Business Plan. He has
worked to strengthen a global sales structure at the sales & marketing department since April 2019. The Company
nominated him as a candidate for Director because we believe that he will continue to contribute to enhancing the global
group management and producing the synergy effect.
(Notes) 1. No special interests exist between any of the above candidates and the Company.
2. The Company has entered into a directors and officers liability insurance agreement pursuant to Article 430-3,
Paragraph 1 of the Companies Act with an insurance company. The insurance agreement covers legal damages andlitigation expenses to be borne by the insured parties.
The candidates are included as insured parties in the insurance agreement and will continue to be included if they are
reelected by this Proposal. The Company plans to renew the insurance agreement during their terms of office.

-9-

Proposal 3:

Election of 4 Directors serving as Audit & Supervisory Committee Members

The terms of office of all 5 Directors serving as Audit & Supervisory Committee Members will expire at
the conclusion of this meeting. Accordingly, in consideration of the composition of the Board of Directors asa whole, we hereby propose the reduction of 1 Director and the election of 4 Directors serving as Audit &Supervisory Committee Members. The Company believes that the Audit & Supervisory Committee willcontinue to be effective in auditing and supervising the management of the Group despite the reduction of 1
Director serving as Audit & Supervisory Committee Member.
The Audit & Supervisory Committee previously has given its approval to this proposal.
The candidates for Directors serving as Audit & Supervisory Committee Members are as follows:

No.

1

New
appointment

Name

GenderTakashi Shimada

Male

Attendance at theCurrent positions andBoard of Directors
responsibilities in the Company
meetings-

Attendance at the
Audit &
Supervisory
Committee--

2

Reappointment

Shigeharu Nakamura

Male

Outside Director
Audit & Supervisory
Committee Member

16/16 times(100%)

18/18 times(100%)

3

Reappointment

Shigeru Ehara

Male

Outside Director
Audit & Supervisory
Committee Member

16/16 times(100%)

18/18 times(100%)

4

Reappointment

Aogi Suemura

FemaleOutside Director
Audit & Supervisory
Committee Member

16/16 times(100%)

18/18 times(100%)- 10 -

No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
March 1984
April 2011
April 2013
April 2014

Joined the Company
Vice Office Manager, Administrative Div.
Factory Manager, Saitama Factory
Senior General Manager, Quality Assurance Div.

June 2014
January 2015

1

Number ofshares of theCompany held

Director, Senior General Manager, Quality Assurance Div.
Director, Senior General Manager, Manufacturing Div.; Senior
General Manager, Quality Assurance Div.
Director, Senior Executive Officer, Senior General Manager,
April 2016
Manufacturing Div.; Senior General Manager, Quality
Assurance Div.
Senior Executive Officer, Senior General Manager,
June 2016
Manufacturing Div.; Senior General Manager, Quality
27,800Assurance Div.
Senior Executive Officer;
March 2017
President, RIKEN ELASTOMERS CORPORATION
Senior Executive Officer;
April
2017
Takashi Shimada
President, RIKEN AMERICAS CORPORATION;(March 3, 1961)
President, RIKEN ELASTOMERS CORPORATION
President & Representative Director, RIKEN CABLE
April 2019
[New appointment]
TECHNOLOGY CO., LTD.
President and CEO, KYOEI PLASTIC MFG CO., LTD.
February 2023
(Scheduled to retire in June 2024)[Significant concurrent positions]
None[Reason for nomination as candidate for Director serving as Audit & Supervisory Committee Member]
Mr. Takashi Shimada has extensive experience in the Company’s manufacturing, quality assurance, and administrative
divisions and significant insight derived from his service as the Company’s Director and Executive Officer from June 2014.
Since March 2017, he has gained extensive experience as a corporate manager at the Company’s international and domestic
group companies. The Company nominated him as a candidate for Director serving as Audit & Supervisory Committee
Member because we believe that he will contribute to the auditing and supervision of the Group’s management going
forward by taking advantage of these knowledge and experience.

- 11 -

No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions

Joined the Saitama Bank, Ltd. (current Saitama Resona Bank,
Limited)Managing Executive Officer in charge of Finance Div., Resona
June 2005
Bank, Limited
Director, Senior Managing Executive Officer in charge ofJune 2006
Finance Div. and in charge of Corporate Governance Office
Representative Director, Vice President & Executive Officer inJune 2008
charge of Human Resources Division and in charge of Corporate
Governance Secretariat (Retired in March 2012)
April 2012
Representative Director & President, Resona Research InstituteCo., Ltd.
June 2013
Outside Auditor, TOYO KANETSU K.K.
Advisor, Resona Research Institute Co., Ltd. (Retired in June
April 2014
6,800
2014)
Auditor, F-TECH INC. (Retired in June 2022)
June 2014
Outside Corporate Auditor, RIKEN TECHNOS
Shigeharu Nakamura
CORPORATION(September 17, 1953)
Outside Director (Audit and Supervisory Committee Member),June 2015
TOYO KANETSU K.K. (to present)[Reappointment]
Outside Director serving as Audit & Supervisory Committee
June 2016[Outside Director]
Member, RIKEN TECHNOS CORPORATION (to present)[Independent
External Director, The Shoko Chukin Bank, Ltd. (Scheduled toJune 2018
Director]
retire in June 2024)[Significant concurrent positions]
Outside Director (Audit and Supervisory Committee Member), TOYO KANETSU
K.K.
[Reason for nomination as candidate for Outside Director serving as Audit & Supervisory Committee Member andexpected roles]
Mr. Shigeharu Nakamura has many years of experience as an officer responsible for risk management and corporate
governance at leading commercial banks, as well as deep insight into management derived from his experience as acorporate executive at each company. He has provided wide-ranging and objective audits and advice to the management as
an Outside Corporate Auditor of the Company since June 2014 and as an Outside Director serving as Audit & Supervisory
Committee Member since June 2016. The Company nominated him as a candidate for Outside Director serving as Audit &Supervisory Committee Member because we believe that he will continue to contribute to the auditing and supervision of
the Group’s management.
April 1976

2

Number ofshares of theCompany held

- 12 -

No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
April 1981
April 2011
April 2013

June 2013

Joined The Yasuda Fire & Marine Insurance Co, Ltd.
Executive Officer, General Manager, Commercial Risk
Solutions Department, Sompo Japan Insurance Inc.
Director, Managing Executive Officer, Sompo Japan Insurance
Inc.
Managing Executive Officer, NIPPONKOA Insurance
Company, Limited
Executive Officer, NKSJ Holdings, Inc.
Director, Executive Officer, NKSJ Holdings, Inc.

September 2014

3

Number ofshares of theCompany held

Director, Managing Executive Officer, Sompo Japan
Nipponkoa Insurance Inc.
Director, Managing Executive Officer, Sompo Japan
Nipponkoa Holdings, Inc.
April 2016
Director, Senior Managing Executive Officer, Sompo Japan
Nipponkoa Insurance Inc.
Director, Senior Managing Executive Officer, Sompo Japan
Nipponkoa Holdings, Inc.
1,600
November 2016 Representative Director, Senior Managing Executive Officer,
Sompo Holdings, Inc.
CEO, Overseas Insurance and Reinsurance Business,
April 2017
Shigeru Ehara
Representative Director, Senior Managing Executive Officer
Deputy President and Senior Executive Officer, Sompo Japan(December 18, 1958) April 2018
Nipponkoa Insurance Inc. (Retired in June 2018)
Director, Deputy President and Senior Executive Officer, Sompo[Reappointment]
Holdings, Inc. (Retired in June 2018)[Outside Director]
Executive Director, General Insurance Rating Organization ofJune 2018[Independent
Japan (Retired in June 2022)
Director]
Outside Director serving as Audit & Supervisory Committee
June 2022
Member, RIKEN TECHNOS CORPORATION (to present)(Notes) 1. The Yasuda Fire & Marine Insurance Co., Ltd., Sompo Japan Insurance Inc.,NIPPONKOA Insurance Company Limited, and Sompo Japan Nipponkoa
Insurance Inc. are currently named as Sompo Japan Insurance Inc.
2. NKSJ Holdings, Inc. and Sompo Japan Nipponkoa Holdings Inc. arecurrently named as Sompo Holdings, Inc.
[Significant concurrent positions]
None[Reason for nomination as candidate for Outside Director serving as Audit & Supervisory Committee Member andexpected roles]
Mr. Shigeru Ehara has deep insight into management derived from his involvement in companies in various types of businesses
and industries through his experience working for casualty insurance companies and working as a corporate executive. He also
has considerable knowledge in global corporate management through his extensive overseas work experience. He has provided
wide-ranging and objective audits and advice to the management as an Outside Director serving as Audit & Supervisory
Committee Member since June 2022. The Company nominated him as a candidate for Outside Director serving as Audit &Supervisory Committee Member because we believe that he will continue to contribute to the auditing and supervision of theGroup’s management.

- 13 -

No.

Name(Date of birth)

Past experience, positions, responsibilities
and significant concurrent positions
October 1992
April 1996
August 1999
January 2002

Joined Asahi Shinwa & Co. (currently KPMG AZSA LLC)
Registered as certified public accountant
Joined GOLDCREST Co., Ltd.
Joined Sumitomo Shoji Financial Management Co., Ltd.

November 2004

4

Number ofshares of theCompany held

Joined Deloitte Touche Tohmatsu (currently Deloitte Touche
Tohmatsu LLC)
June 2008
Partner
Representative, Aogi Suemura Certified Public Accountant Firm
January 2022
1,600
(to present)
Outside Director serving as Audit & Supervisory Committee
June 2022
Member, RIKEN TECHNOS CORPORATION (to present)
Outside Audit & Supervisory Board Member, Nippon Denko
March 2023
Aogi Suemura
Co., Ltd.
(December 10, 1959)
Outside Director (Audit & Supervisory Committee Member) (toMarch 2024
present)[Reappointment][Significant
concurrent
positions][Outside Director]
OutsideDirector(Audit& Supervisory Committee Member), Nippon Denko Co.,
[Independent
Ltd.
Director][Reason for nomination as candidate for Outside Director serving as Audit & Supervisory Committee Member andexpected roles]
Ms. Aogi Suemura has engaged in operations such as supporting development of statutory audit/internal control systems forlisted companies as a partner of a major audit corporation, and experienced mainly in consolidated financial reporting
operations and M&A accounting at major companies as well. She also has extensive knowledge and experience in corporate
accounting and management as a certified public accountant. She has provided wide-ranging and objective audits and advice
to the management as an Outside Director serving as Audit & Supervisory Committee Member since June 2022. The Company
nominated her as a candidate for Outside Director serving as Audit & Supervisory Committee Member because we believethat she will continue to contribute to the auditing and supervision of the Group’s management.

- 14 -

(Notes)

1. No special interests exist between any of the above candidates and the Company.
2. Matters concerning candidates for Outside Directors:(1) Mr. Shigeharu Nakamura, Mr. Shigeru Ehara, and Ms. Aogi Suemura are Outside Directors serving as Audit& Supervisory Committee Members.
(2) Although Ms. Aogi Suemura has not been involved in corporate management other than as an Outside Officer,
we judge that she is capable of properly performing her duties as Outside Director serving as Audit &Supervisory Committee Member based on the reason for nominating her as Outside Director serving as Audit& Supervisory Committee Member.
(3) Mr. Shigeharu Nakamura, Mr. Shigeru Ehara, and Ms. Aogi Suemura are currently Outside Directors serving
as Audit &Supervisory Committee Members of the Company and Mr. Shigeharu Nakamura’s term of officewill be eight years, and Mr. Shigeru Ehara and Ms. Aogi Suemura’s terms of office will be two years at theconclusion of this meeting.
(4) Ms. Aogi Suemura is scheduled to be appointed as an External Director as Audit & Supervisory Committee
Member of Nomura Real Estate Holdings, Inc. as of June 21, 2024.
(5) The Company has entered into agreements with Mr. Shigeharu Nakamura, Mr. Shigeru Ehara, and Ms. Aogi
Suemura to limit their liability for damages pursuant to Article 427, Paragraph 1 of the Companies Act. If theirreelection is approved, the Company will continue the said agreements with them. The maximum amount ofliability under the said agreement is the minimum liability amount stipulated by laws and regulations.
(6) The Company currently registers Mr. Shigeharu Nakamura, Mr. Shigeru Ehara, and Ms. Aogi Suemura as
Independent Directors stipulated by the Tokyo Stock Exchange. If their reelection is approved, the Company
plans to continuously have each be an Independent Director.
3. The Company has entered into a directors and officers liability insurance agreement pursuant to Article 430-3,
Paragraph 1 of the Companies Act with an insurance company. The insurance agreement covers legal damages andlitigation expenses to be borne by the insured parties.
Mr. Shigeharu Nakamura, Mr. Shigeru Ehara, and Ms. Aogi Suemura are included as insured parties in the insurance
agreement, and will continue to be included if they are reelected by this Proposal. Mr. Takashi Shimada is planned
to be included as an insured party if this Proposal is approved.
The Company plans to renew the insurance agreement during their term of office.

- 15 -

Reference [Management structure after the proposal is approved]
If Proposals 2 and 3 are approved as originally proposed, the Company’s management structure will be as
follows under the meetings of the Board of Directors and the Audit & Supervisory Committee held after theconclusion of this meeting:Director

Name

GenderKazuaki Tokiwa

Male[Reappointment]

Junji Irie

Male

[Reappointment]

Gakuyuki Kajiyama

Male[Reappointment]

Takashi Shimada

Male[New appointment]

Shigeharu Nakamura

Male

Shigeru Ehara

Male

Aogi Suemura

Female[Reappointment][Outside][Independent][Reappointment][Outside][Independent][Reappointment][Outside][Independent]

Positions and Responsibility in the Company
Representative
Director, President& CEO
Representative
Director, Senior
Senior General Manager,
Managing Executive Administrative Division
Officer
Director, Managing
Senior General Manager,
Executive Officer
Sales & Marketing Division
Director
Full-time Audit &Supervisory
Committee Member
Outside Director
Audit & Supervisory
Committee Member
Outside Director
Audit & Supervisory
Committee Member
Outside Director
Audit & Supervisory
Committee Member[Outside] Outside Director[Independent] Independent Directors who satisfy the independence standards stipulated by the Tokyo Stock Exchange
and the Company- 16 -

Executive Officer (Excluding those who concurrently serve as Directors)

Name
Michihisa Tasaka
Hitoshi Sugino
Tomozo Ogawa
Michio Noishiki

Positions and Responsibility in the Company
Senior Executive
Officer
Senior Executive
Officer
Senior Executive
Officer
Senior Executive
Officer

General Manager of Start-up Office for New Business
Development
Senior General Manager of Technical Division
Senior General Manager of Manufacturing Division
Senior General Manager of Procurement Division
Senior General Manager of Corporate Planning Division

Toshimi Yamanaka

Executive Officer

Hisashi Onozuka

Executive Officer

Fumitoshi Nakamura

Executive Officer

Regional Officer of North America
President, RIKEN AMERICAS CORPORATION
President, RIKEN ELASTOMERS CORPORATION
Deputy Senior General Manager of Sales & Marketing Division
General Manager of Film Business Unit
General Manager of Sales & Marketing Strategy Department
Regional Officer of ASEAN
Deputy Senior General Manager of Sales & Marketing Division

General Manager of Transportation Business Unit

Akihiro Tamura

Executive Officer

Senior General Manager of Quality Assurance Division

Hiroaki Wakayama

Executive Officer

Deputy Senior General Manager of Technical Division
General Manager of R&D Center
General Manager of Material R&D Dept. No.2, R&D Center- 17 -

Reference [Skills Matrix of the Board of Directors (Corporate Governance Code Supplementary Principle 411①)]
In order to appropriately supervise the promotion of the four strategies set forth in the “Challenge Now for
Change New 2024,” a management policy under our three-year Medium-term Business Plan, as well as themeasures supporting those strategies, we have identified the skills expected of the Board of Directors as follows
and formulated a skills matrix.
<Relationship between management strategies and skill items>
Four Strategies of
the Three-year
Medium-term
Business Plan

Skill Items

Strategies to Grow Strengths ofBusinesses
Strategy 1
Intensify global
management andgenerate synergies
Corporate
management/
Management
strategy

Strategy 2
Stay ahead ofcustomers’
expectations

Sales/
Marketing

Strategies for Future Growth
Strategy 3
Take on thechallenge toward
new businesses
and products

R&D/
Manufacturing

Strategy 4Contribute tosolvingenvironmental andsocial issues

ESG/
Sustainability

Global experience

Measures that Support the Four
Strategies(Capital investments in manufacturing
facilities, Intellectual property andR&D investments, DX investments,
Human capital investments, andReinforcement of governancestructures)
Finance/
Accounting

Legal/
Risk management

Personnel/Labor/
Human resource
development

DX/IT<Definition of Skills>
Skill Items

Definition
Experience as a director, executive officer, etc., at other companies (at a consolidated
subsidiary, experience as a president)
Work experience at a corporate planning division, etc.
Experience as a sales rep in the chemical industry, work experience in marketing
division, etc.

1

Corporate management/
Management strategy

2

Sales/Marketing

3

Global experience

Overseas work experience, work experience in international division, etc.

4

R&D/Manufacturing

Work experience in R&D/manufacturing, or similar divisions

5

Finance/Accounting

6

Legal/Risk management

7

Personnel/Labor/
Human resource development

8

ESG/Sustainability

9

DX/IT

Work experience in accounting/finance divisions, or financial institutions, etc.
Knowledge of finance/accounting
Work experience in legal/risk management, or similar divisions
Knowledge of legal/risk management
Work experience in personnel/labor/human resources development, or similar
divisions
Knowledge of personnel/labor/human resources development
Work experience in ESG-related divisions
Knowledge of ESG/sustainability
Work experience in system development divisions, etc.
Knowledge of DX/IT- 18 -

< Skill possession status>
If Proposals 2 and 3 are approved as originally proposed, the skills held by the Board of Directors will be as
follows. The positions will be officially decided at meetings of the Board of Directors, the Audit & Supervisory
Committee, and the outside Board of Directors held after the conclusion of this meeting.
SkillsName

KazuakiTokiwaJunji Irie

Gakuyuki
Kajiyama

Position

Corporate
management/
Management
strategy

Personnel/
Sales/
Marketing

R&D/
GlobalFinance/
Legal/Risk
experience Manufacturing Accounting management

Labor/ESG/
Human
Sustainability
resource
develop ment

DX/IT

Representative
○
○
○
○
○
Director, President &･Experience as a president of a U.S. subsidiary ･Work experience in sales, corporate planning, and quality
CEOassurance divisions
Representative
○
○
○
○
○
○
Director, Senior
Managing Executive ･Experience as an executive officer at a bank ･Experience as a senior general manager of the Company’s
administrative (personnel/accounting/legal/system)/corporate planning divisions
Officer

○

○

○

○

○

○

○

Director, Managing
Executive Officer ･Experience as a president of a U.S. subsidiary ･Experience as a senior general manager of corporate planning
division ･Work experience in sales/R&D divisions
Director, Full-time

○

○

○

Takashi
Audit & Supervisory･Experience as a president of a U.S./domestic subsidiary ･Experience as a senior general manager of
ShimadaCommittee Member

manufacturing/quality assurance divisions ･Work experience in R&D/personnel divisions
Outside Director
○
○
○
○
○
Shigeharu Audit & Supervisory
Nakamura Committee Member ･Experience as a vice president/executive officer at a bank ･Work experience in international/corporate(Primary/Independent) governance divisions
Outside Director
○
○
○
○
○
Audit & Supervisory
ShigeruCommittee
MemberEhara･Experience as a vice president/executive officer at a non-life insurance company ･Overseas work experience(Independent)
Outside Director○○○
Audit & Supervisory
Aogi
Suemura Committee Member･Experience as a partner at an auditing firm ･Certified Public Accountant qualification(Independent)- 19 -

Reference<Independence Standards for Outside Directors>
The Company deems that Outside Directors of the Company are independent if they are judged not tofall under any of the following:
1. A person who has been an Executive (*1) of the Company or subsidiaries of the Company (hereinafterreferred to as “Each Group Company”) at present or in the most recent ten (10) years;
2. A person who falls under the following items at present or in the most recent three (3) business years:(1) A person with a relationship with major business partners of Each Group Company (*2) or an Executive
thereof;(2) A major borrower (*3) of Each Group Company or an Executive thereof;(3) A major shareholder of the Company (*4) (if such major shareholder is a juridical person, a person who
is an Executive of the juridical person);(4) A consultant, accounting specialist, legal specialist, etc. who has received a large amount of money orother property (*5) from Each Group Company in addition to compensation for officers (if a person who
has received such property is an organization such as a juridical person or association, the person
belonging to such organization);(5) A person who belongs to an auditing firm that is the Accounting Auditor of Each Group Company;(6) An Executive of a party under mutual appointment as Outside Officer; or(7) A person receiving a large amount of donations or grants (*6) from Each Group Company or an
Executive thereof.
3. A spouse or relative within the second degree of kinship of a person who falls under any of the items of
1 or 2 above; or
4. A person whose total term of office as an Outside Director of the Company exceeds ten (10) years.
(Notes)*1 An Executive includes a Director, Corporate Officer, Executive Officer, manager, or other employees
who execute the business of a juridical person or other organizations.
*2 Relationship with major business partners is defined as the case in which the total amount of transactions
with Each Group Company accounts for two percent (2%) or more of consolidated sales (average forthe most recent three (3) business years) in either of the Company or business partners (including theirparent company and significant subsidiaries) in the most recent three (3) business years.
*3 A major borrower is defined as the case where the total amount of borrowings by Each Group Company
accounts for two percent (2%) or more of the total consolidated assets (average for the most recent three(3) business years) as of the last day of the most recent three (3) business years.
*4 A major shareholder means a person who holds ten percent (10%) or more of the total voting rights
directly or indirectly.
*5 A large amount of money or other property means ten million (10,000,000) yen or more per year.
*6 Large amount of donations or grants means ten million (10,000,000) yen or more per year.

- 20 -

Reference [Reduction of Strategic-Holding Shares]
With regard to strategic-holding shares, the Company shall ensure that the Board of Directors annually review
specifically the rationality of holding each company’s stocks including the cost of equity and the benefits ofholding, reducing the ratio of strategic-holding shares to reach less than 10% of consolidated net assets.
In fiscal 2023, in addition to reviewing the appropriateness of holding for every individual stock, the Company
conducted a comprehensive review that included our capital policy, etc., and disposed of all or part of the 24 of
the 34 stocks held.
<Sales of strategic-holding shares over the past three years>

Number of stocks soldTotal sales amount(Note)FY2021The 93rd fiscal year

FY2022The 94th fiscal year

FY2023The 95th fiscal year (Fiscal
year under review)

3 stocks¥197,478 thousand

2 stocks¥42,616 thousand

24 stocks¥2,577,949 thousand

The table shows the figures on a non-consolidated basis.

<Changes in ratio of strategic-holding shares>(Note)

The chart shows the figures on a non-consolidated basis.

- 21 -

Business Report(April 1, 2023 - March 31, 2024)

1. Overview of the Corporate Group(1) Business Progress and Results
The Japanese economy during the fiscal year under review was on a recovery trend as a whole as a resultof ongoing improvements in the employment and income environment together with a recovery in corporate
revenue, despite consumer spending stalling due to increasing budget-consciousness caused by high prices,and due to the tailing off of the recovery in demand that followed the COVID-19 pandemic.
Overseas economies picked up as a whole because of the steady performance of consumer spending andcapital investment in the US economy, buoyed by its strong employment and income environment. However,
the outlook remains uncertain due to factors such as the impacts of global monetary tightening and slowdownof the Chinese economy, and the situation in the Middle East.
Looking by industry, in the building materials market in Japan, the number of housing starts and nonhousing starts both declined year on year, resulting in a weak market. On the other hand, in the global
automotive market, further progress was made in relaxing the production limitations that had been placed due
to parts supply difficulties caused by the semiconductor shortage, and automobile production rose year on year.
In this environment, the Group advanced concrete initiatives under the four strategies, namely, “Intensify
global management and generate synergies,” “Stay ahead of customers’ expectations,” “Take on the challenge
toward new businesses and products,” and “Contribute to solving environmental and social issues,” in thesecond year of the three-year Medium-term Business Plan “Challenge Now for Change New 2024: Challenge
for Innovation.”
As a result, consolidated net sales amounted to 125,739 million yen, or up 1.8% year on year, consolidated
operating profit was 8,775 million yen, or up 16.9% year on year, consolidated ordinary profit came to 9,544
million yen, or up 19.8% year on year, and profit attributable to owners of parent was 6,880 million yen, or up
51.0% year on year. Net sales and each profit area reached record highs for three consecutive years.
Net sales¥125,739 million
Up 1.8% YoY

Operating profit¥8,775 million
Up 16.9% YoY

Ordinary profit¥9,544 million
Up 19.8% YoYProfit attributable to owners of parent¥6,880 million
Up 51.0% YoY- 22 -

Results by segment are as follows.
1)

Transportation
In Japan, the automotive market recovered and sales of elastomer compounds to the market increased,leading to revenue growth.
Overseas, although Japanese automobile production saw decline in the Chinese market, sales increased
due to the recovery in Japanese automobile production in North America and India, resulting in revenue
growth.
Segment profit declined due to the impact of the fall in sales caused by the decline in Japanese
automobile production in China and the delay in passing on price hikes for some raw materials.
As a result, net sales amounted to 40,004 million yen, and segment profit came to 3,647 million yen.

2)

Daily Life & Healthcare
In Japan, while sales of elastomer compounds for consumer goods fell, sales of small-roll wrap
products were strong, resulting in a rise in revenue.
Overseas, sales of PVC compounds for consumer goods fell in Thailand, causing a decrease in revenue.
Segment profit increased due to price optimization of products and higher sales of PVC compounds
in North America and small-roll wrap products in Japan.
As a result, net sales amounted to 34,055 million yen, and segment profit came to 2,735 million yen.

- 23 -

3)

Electronics
In Japan, while sales of PVC compounds for machinery electric wires fell, sales of functional films,
including dicing film for the semiconductor market, continued to expand, leading to an increase in revenue.
Overseas, although sales of PVC compounds rose in Indonesia, they fell in the US and Chinese
markets, resulting in a decline in revenue.
Segment profit increased due to higher sales of PVC compounds in Indonesia and expanded sales offunctional films in Japan.
As a result, net sales amounted to 25,022 million yen, and segment profit came to 1,262 million yen.

4)

Building & Construction
In Japan, higher sales of films for the non-housing market and the PVC compounds for resin sashes
attributed to the Japanese government’s campaign to promote energy conservation in homes led to anincrease in revenue.
Overseas, sales of PVC compounds for the building materials market in the US decreased, resulting
in a decline in revenue.
Segment profit was almost flat year on year due to lower sales of PVC compounds for the overseas
building materials market, despite increased domestic sales.
As a result, net sales were 26,601 million yen, and segment profit amounted to 1,055 million yen.

- 24 -

(2) Capital Investments
Total capital expenditures amounted to 4,132 million yen in the fiscal year under review. Major
investments are described below.
Major facilities under development in the fiscal year under review
 Subsidiary
RIKEN VIETNAM CO., LTD.
Construction of additional compounds manufacturing factories(3) Financing
No material items to report.
(4) Issues to Be Addressed
The Japanese economy is expected to follow a moderate recovery trend, underpinned by export andinbound tourism demand growth in addition to a recovery in internal demand, such as consumer spending
and capital investment. However, the outlook will likely remain uncertain as this recovery is expected to be
slow due to factors such as the impact of high prices, the slowdowns of overseas economies, and supply
constraints resulting from personnel shortages.
In such a situation, the Group aims to become the leading provider of comfort for all living spaces, withits management policy of “Challenge Now for Change New 2024: Challenge for Innovation” in the threeyear Medium-term Business Plan. The next fiscal year will be the final year of the Group's three-year
Medium-term Business Plan. The Group will work as one to implement various initiatives to complete thefour strategies, namely, “Intensify global management and generate synergies,” “Stay ahead of customers’
expectations,” “Take on the challenge toward new businesses and products,” and “Contribute to solving
environmental and social issues.”
1) Intensify global management and generate synergies
To establish strong foundation as a global company, we have positioned ASEAN as an important region,
and we will strive to capture an overwhelming market share, and to increase the number of fields in which
we hold leading market shares through targeted allocation of management resources. In addition, we willfurther reinforce the global cross-functional management spearheaded by each division.
2)

Stay ahead of customers’ expectations
The Company’s strength/business model is to understand exactly what the customer wants andquickly provide solutions. We will further reinforce and develop this capability. Specifically, we build
systems to anticipate and realize potential customer needs, while also enhancing our analysis skills andproposal ability. Also, in order to speed up our delivery of solutions, we will reinforce our R&D facilities,
promote DX, and utilize Materials Informatics (MI).

3)

Take on the challenge toward new businesses and products
Getting back to our basic philosophy as a challenger, we will take on the challenges of establishingbusinesses which will become profit pillars in the future. While advancing the integration of our existing
compounds technologies and film technologies, our Start-up Office for New Business Development will
search for new themes that may lead to new businesses and products, including academic-industrial
partnerships and cross-industrial partnerships.

4)

Contribute to solving environmental and social issues
The Group will continue to contribute to the realization of a sustainable society through developing
and spreading environmentally friendly products. Recognizing that responding to issues surrounding
sustainability is one of our key management challenges, the Group seeks to help realize a sustainable
society and enhance our enterprise value by incorporating these issues into our management. In addition
to complying with various laws and regulations on environment and chemical substances, we arecommitted to developing products that help reduce environmental impacts, and to improving
manufacturing methods. Striving to achieve carbon neutrality and create a circular economy, we will
promote various initiatives within the Group.
Looking by segment, in “Transportation,” we will strengthen efforts in the fields of wire harnesses
and molded parts for automobiles, and advance sales promotion activities.
In “Daily Life & Healthcare,” we will implement a sales strategy from a global perspective in products
for medical use (PVC), rubber substitutes, and the food packaging field.

- 25 -

In “Electronics,” our focus will be placed on the fields of electric power and industrial wires,
telecommunications and optical film, and on advancing sales promotion activities.
In “Building & Construction,” initiatives in construction films for housing and non-housing markets,and the housing and building materials fields will be strengthened, while expanding sales overseas.
In terms of corporate governance, we will implement our management philosophy, “RIKENTECHNOS WAY,” further strengthen group governance, and ensure the transparency and impartiality ofgroup management. The Group will also engage in deeper constructive dialogue with shareholders andinvestors and will strive to increase its corporate value over the medium and long term.
We anticipate that competitions will become increasingly severe on a global scale. Each division andconsolidated subsidiary in Japan and abroad will cooperate in tackling various issues, with all employees
working as one toward accomplishing the three-year Medium-term Business Plan.

- 26 -

[Reference] Sustainability Initiatives
1. Governance system
In light of dramatic changes in the environment surrounding the RIKEN TECHNOS Group (the“Group”), we have established the Sustainability Committee as a function linking the frontlines andmanagement in order to further incorporate the expectations of stakeholders into our corporate activities.
The Sustainability Committee and its subordinate organization, the Environment Committee, deliberate on
various material issues (materialities) including climate change, and report their deliberations and findings
to the Management Committee.
In the fiscal year ended March 31, 2024, the Sustainability Committee defined key performanceindicators (KPI) for nine of the material issues (materialities) identified the previous fiscal year as being ofparticular importance to the Group, and the Board of Directors resolved them. Initiatives for achieving the
KPIs were implemented, and the progress of these initiatives was reported to the Board of Directors on aquarterly basis. By managing this progress, the Group is repeating the PDCA cycle and working to realize
its long-term vision.
(Sustainability promotion structure chart)* From the fiscal year ending March 31, 2025, the Product Safety Committee was changed from being asubordinate organization of the Sustainability Committee to being a subordinate organization of the
Risk & Compliance Committee.

- 27 -

2. Strategies and indicators
The Group determined its materialities at a Board of Directors meeting held in March 2023. The
following nine items of the materialities were considered as of particular importance. To promote initiatives,
the Group has set KPIs for these items.
The progress of materialities is managed by the Sustainability Committee.

- 28 -

3. Response to climate change (Contribute to a sustainable global environment)
Greenhouse gas emissions may pose a risk for the Group’s overall financial condition, but by
developing products acceptable to a decarbonized society, this situation can also lead to busi ness
opportunities. In addition to setting medium- to long-term emissions reduction targets for the Group
as a whole, we are planning specific initiatives to cut CO 2 emissions and have determined indicators
to manage the progress of these initiatives.
The Group’s medium- to long-term CO 2 emissions reduction targets (Scope 1 and 2)
 The Company’s non-consolidated targets for 2030 (Scope 1 and 2)
24,139 tons (46.2% decrease from FY2019) *(FY2019 baseline: 44,868 tons)
We are seeking to achieve carbon neutrality for the entire Group by 2050.
CO2 emissions reduction targets- 29 -

4. Human resource strategy (“Nurture appropriate human resources for a challenger”)
We consider it to be the most important to secure and nurture personnel who are required to executethe three strategies among the four under the Group’s three-year Medium-term Business Plan, and are
implementing various initiatives.
Strategies in the Medium-term Business Plan
Intensify global management and generatesynergies
Stay ahead of customers’ expectations
Take on the challenge toward new businesses andproducts

Personnel required for executing strategies
Personnel capable of implementing global
business strategies
Personnel with analytical ability and strategic
perspective
Personnel with diverse points of view

The Group formulated its “Human Resource Development Policy” and “Internal Environment
Development Policy” to realize diverse ways of working and to create schemes and environment where
diverse human resources feel comfortable in exerting their individualities and work to their fullest
potential freely and energetically.
<Human Resource Development Policy>
Employees and the Company have a relationship of mutual growth, and “the employee’s growthmeans the company’s growth.”
Our policy for human resource development aims for a state in which 1) each employee
implements the “RIKEN TECHNOS WAY” and grows into human resource that the Company expects
them to be; and 2) the Company achieves growth simultaneously by uniting abilities possessed byeach individual and exerting it as an organizational capability.
<Internal Environment Development Policy>
To become a globally competitive company, the policy for internal environment development of
the Company is to establish systems and foster a culture so that employees with diverse individualities
can play active roles at work.

- 30 -

(5) Trends in Assets and Income
1) Trends in assets and income of the corporate group(In millions of yen, unless otherwise specified.)
FY2023
FY2020
FY2021
FY2022The 95thItem
The 92nd
The 93rd
The 94th
fiscal year
fiscal year
fiscal year
fiscal year
(Fiscal year
under review)
Net sales
88,224
109,923
123,497
125,739
Operating profit
5,313
6,292
7,506
8,775
Ordinary profit
5,652
6,889
7,964
9,544
6,880
Profit attributable to owners
3,234
3,941
4,557
of parent
Basic earnings per share
114.24
51.22
62.47
72.11
(yen)
95,208102,641
112,002115,650
Total assets
Total net assets
61,07665,44872,16574,017
Net assets per share (yen)852.51914.83999.001,171.61
Note: The Group has applied the “Accounting Standard for Revenue Recognition” (AccountingStandards Board of Japan (ASBJ) Statement No. 29, March 31, 2020), etc. effective fromthe 93rd fiscal year. The assets and income for the 93rd fiscal year onward are shown infigures after the application of the said accounting standard, etc.

- 31 -

2)

Trends in assets and income of the Company(In millions of yen, unless otherwise specified.)
FY2023
FY2020
FY2021
FY2022The 95thItem
The 92nd
The 93rd
The 94th
fiscal year
fiscal year
fiscal year
fiscal year
(Fiscal year
under review)
Net sales
35,516
43,57857,08061,031
Operating profit
1,466
2,567
3,179
4,048
Ordinary profit
3,188
4,260
5,332
6,709
2,652
3,615
4,232
6,640
ProfitBasic earnings per share
42.01
57.30
66.96
110.26(yen)
65,73971,69876,49378,494
Total assets
48,14050,80554,46953,973
Total net assets
Net assets per share (yen)763.66804.64861.05981.30Note: The Company has applied the “Accounting Standard for Revenue Recognition” (AccountingStandards Board of Japan (ASBJ) Statement No. 29, March 31, 2020), etc. effective fromthe 93rd fiscal year. The assets and income for the 93rd fiscal year onward are shown infigures after the application of the said accounting standard, etc.

- 32 -

(6) Material Parent Companies and Subsidiaries
1) Parent companies
Not applicable.
2)

Material subsidiaries
Company

Capitalby theCompany (%)

Main business item

Manufacture and sales ofelectric wire and cable
Molding, processing and sales
KYOEI PLASTIC MFG CO., LTD.
100.00of synthetic resin products
Manufacture and sales of PVC
RIKEN CHEMICAL PRODUCTS CO.,
Thousand JPY
100.00and high functional plastic
LTD.
300,000
compoundWholesaling of flooring andwall-covering materials,
Thousand JPY
planning and design services
IMI Co., LTD.
89.23
30,000for wall-covering materials,
and wholesaling of otherbuilding materials
Thousand THB
Manufacture and sales of PVC
RIKEN (THAILAND) CO., LTD.
40.00
120,000
compoundRIKEN ELASTOMERS (THAILAND) CO., Thousand THB
Manufacture and sales of high100.00LTD.
300,000
functional plastic compound
Thousand USD
Manufacture and sales of PVC
PT. RIKEN INDONESIA
56.22
11,000compoundThousand USD
Manufacture and sales of PVC
RIKEN VIETNAM CO., LTD.
100.0020,000compoundThousand INR
100.00
Sales, import and export of
RIKEN TECHNOS INDIA PVT. LTD.
20,000(1.00)
plastic products
Manufacture and sales of PVC
SHANGHAI RIKEN TECHNOS
Thousand USD
compound and procurement
70.00
CORPORATION
7,500
and sales of functional film
products
RIKEN TECHNOS (JIANGSU)
Thousand USD
Manufacture and sales of food
92.59
CORPORATION
13,500wrapping film
RIKEN TECHNOS INTERNATIONAL
Thousand KRW
Sales, import and export of100.00KOREA CORPORATION
1,800,000
plastic products
Thousand USD
Procurement and sales of
RIKEN U.S.A. CORPORATION
100.001,000
functional film
Thousand USD
Sales of high functional plastic
RIKEN AMERICAS CORPORATION
62.94
30,000compound and PVC compound
Thousand USD
62.94
Manufacture of PVC
RIMTEC CORPORATION
13,415(62.94)compound
Manufacture of high functional
Thousand USD
62.94
RIKEN ELASTOMERS CORPORATION
plastic compound and PVC
28,741*3(62.94)compoundNotes: 1. Figures in parenthesis in Shareholding by the Company indicate indirect ownership ratio
included in the total.
2. RIMTEC CORPORATION is RIMTEC MANUFACTURING CORPORATION in thecompany register.
3. Capital marked with an asterisk includes legal capital surplus.
4. The Company absorbed and merged RIKEN TECHNOS INTERNATIONAL CORPORATION,
a wholly-owned subsidiary, on April 1, 2023.
RIKEN CABLE TECHNOLOGY CO., LTD.

Thousand JPY
48,000Thousand JPY
24,000Shareholding- 33 -

100.00(7) Principal Business
The Group conducts business in the following four segments based on markets.
Segment nameBusiness strategy[market]Transportation
Establish overwhelming presence in Asian and[automobile, railroad, andNorth American markets and strengthen sales ofshipping markets, etc.]
functional parts mainly in the automotive field
Daily Life & Healthcare
Expand high value-added products in medical,[healthcare, consumer goods
healthcare and consumer goods markets andand food wrapping film
take on new fields
markets, etc.]
Contribute to infrastructure that supports
Electronics
comfortable living through the electric wire
[energy, communications, andfield and develop unique products that create theIT equipment markets, etc.]
future of optics
Building & Construction
Provide functional, environmentally friendly[housing, buildings,
and beautiful materials in the field of building
construction materials, and civilmaterials
engineering markets, etc.](8) Principal Sales Offices and Factories
1) The Company
Name
Head OfficeOsaka Branch Office
Nagoya Sales Office
Saitama Factory
Mie FactoryGunma Factory
Nagoya Factory

Compounds
Films
Compounds
Films
Food wrapping
films
Compounds
Films
Compounds
Films

Location
Chiyoda-ku, Tokyo
Kita-ku, Osaka-shi
Naka-ku, Nagoya-shi
Fukaya-shi, Saitama
Kameyama-shi, Mie
Ota-shi, Gunma
Minami-ku, Nagoya-shi
Ota-ku, Tokyo / Fukaya-shi, Saitama /Kameyama-shi, Mie / Ota-shi, Gunma

R&D Center
2)

Major products

Subsidiaries

Name
Location
RIKEN CABLE TECHNOLOGY CO., LTD.
Iruma-shi, Saitama
KYOEI PLASTIC MFG CO., LTD.
Nishi Shirakawa-Gun, Fukushima
RIKEN CHEMICAL PRODUCTS CO., LTD.
Konan-shi, Shiga
IMI Co., LTD.
Chiyoda-ku, Tokyo
RIKEN (THAILAND) CO., LTD.
Pathumthani, THAILAND
RIKEN ELASTOMERS (THAILAND) CO., LTD.
Pranakorn Sri Ayutthaya, THAILAND
PT. RIKEN INDONESIA
Jawa Barat, INDONESIA
RIKEN VIETNAM CO., LTD.
Binh Duong Province, VIET NAM
RIKEN TECHNOS INDIA PVT. LTD.
Haryana, INDIASHANGHAI RIKEN TECHNOS CORPORATION
Shanghai, CHINA
RIKEN TECHNOS (JIANGSU) CORPORATION
Jiangsu Province, CHINA
RIKEN TECHNOS INTERNATIONAL KOREA
Asan-si, Korea
CORPORATIONRIKEN U.S.A. CORPORATION
Michigan, U.S.A.
RIKEN AMERICAS CORPORATION
Kentucky, U.S.A.
RIMTEC CORPORATIONNew Jersey, U.S.A.
RIKEN ELASTOMERS CORPORATION
Kentucky, U.S.A.
Notes: 1. RIMTEC CORPORATION is RIMTEC MANUFACTURING CORPORATION in thecompany register.
2. The Company absorbed and merged RIKEN TECHNOS INTERNATIONALCORPORATION, a wholly-owned subsidiary, on April 1, 2023.

- 34 -

(9) Employees
1) Employees of the corporate group
Number of employees

Change from the previous fiscal year-end
Increased by 9

1,904
2)

Employees of the Company
Change from the previous
Average years of
Number of employees
Average age
fiscal year-end
service785
Increased by 5
42.7 years old
17.1 years
Note: Number of employees is the number of full-time employees (excluding persons who weretransferred to other companies and including persons who were transferred to the Company).
(10) Principal Lenders(In millions of yen)Amount of borrowing
Mizuho Bank, Ltd.
3,629
Resona Bank, Limited
1,472
Sumitomo Mitsui Banking Corporation
2,165
The Bank of Yokohama, Ltd.
823
City of Hopkinsville, Kentucky, U.S.A.
1,418
Notes: 1. The amount of borrowing from Mizuho Bank, Ltd. incudes borrowings from Mizuho Bank
(China), Ltd., its local subsidiary in China, and from PT. Bank Mizuho Indonesia, its local
subsidiary in Indonesia.
2. The amount of borrowing from Resona Bank, Limited includes borrowings from PT Bank
Resona Perdania, its local subsidiary in Indonesia.
3. The amount of borrowing from Sumitomo Mitsui Banking Corporation includes borrowings
from Sumitomo Mitsui Banking Corporation (China) Limited, its local subsidiary in China.
Lender(11) Other Significant Matters concerning the Corporate GroupNot applicable.

- 35 -

2. Status of Shares(1) Total Number of Shares Authorized to Be Issued

236,000,000 shares(2) Total Number of Shares Outstanding

55,775,107 shares(3) Number of Shareholders

13,476 persons(4) Major Shareholders (10 Major Shareholders)Number of shares
held
Thousand shares

Name

Shareholding ratio%

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

5,484

9.83

Custody Bank of Japan, Ltd. (Trust Account)

2,416

4.33

Shin-Etsu Chemical Co., Ltd.

2,400

4.30

Mizuho Bank, Ltd.

2,326

4.17

Resona Bank, Limited

2,325

4.17

Sompo Japan Insurance Inc.

2,000

3.59

Marubeni Corporation

1,891

3.39

Mitsubishi Corporation

1,824

3.27

MITSUI & CO., LTD.

1,680

3.01

Sumitomo Mitsui Banking Corporation

1,605

2.88

(Note) The Company does not hold any treasury shares.

(5) Status of Shares Granted to Company Officers during the Fiscal Year under Review as consideration
for performance of duties
Not applicable.
(6) Other Important Matters regarding Shares
The Company cancelled 8,338,712 treasury shares on February 9, 2024, based on a resolution at a meetingof the Board of Directors held on January 31, 2024.

3. Matters Regarding Share Acquisition Rights
Not applicable.

- 36 -

4. Company Officers(1) Directors (as of March 31, 2024)
Position

Responsibilities and significant concurrent
positions

Name

Representative Director, President& CEO

Kazuaki Tokiwa

Representative Director, Senior
Managing Executive Officer

Junji Irie

Senior General Manager, Administrative Div.

Director, Managing Executive
Officer

Gakuyuki Kajiyama

Senior General Manager, Sales & MarketingDiv.

Director, Senior Executive Officer

Hitoshi Sugino

Senior General Manager, Technical Div.

Director (Full-time Audit &Supervisory Committee Member)

Masato Koizumi

Director (Audit & Supervisory
Committee Member)

Takayuki Hayakawa

Director (Audit & Supervisory
Committee Member)

Outside Director (Audit and Supervisory
Committee Member), TOYO KANETSU K.K.
Shigeharu Nakamura
External Director, The Shoko Chukin Bank,Ltd.

Director (Audit & Supervisory
Committee Member)

Shigeru Ehara

Director (Audit & Supervisory
Committee Member)

Aogi Suemura

Corporate Auditor, TKP Corporation
Outside Director, Kyoritsu Maintenance Co.,Ltd.

Outside Director (Audit & Supervisory
Committee Member), Nippon Denko Co., Ltd.

Notes: 1. Directors (Audit & Supervisory Committee Members), Mr. Takayuki Hayakawa, Mr. Shigeharu
Nakamura, Mr. Shigeru Ehara and Ms. Aogi Suemura are Outside Directors.
2. A full-time Audit & Supervisory Committee Member has been elected to strengthen the auditing
and supervising functions of the Audit & Supervisory Committee by enabling the information
gathering from each division within the Company and close collaboration with internal audit
divisions.
3. The Company registers Directors (Audit & Supervisory Committee Members), Mr. Takayuki
Hayakawa, Mr. Shigeharu Nakamura, Mr. Shigeru Ehara and Ms. Aogi Suemura, as Independent
Directors with the Tokyo Stock Exchange.
4. Director (Audit & Supervisory Committee Member) Mr. Takayuki Hayakawa is scheduled to resign
as Corporate Auditor of TKP Corporation as of May 31, 2024, after the end of the fiscal year underreview.
5. Director (Audit & Supervisory Committee Member) Mr. Shigeharu Nakamura is scheduled to resign
as an External Director of The Shoko Chukin Bank, Ltd. as of June 20, 2024, after the end of the
fiscal year under review.
6. Director (Audit & Supervisory Committee Member) Ms. Aogi Suemura is scheduled to be appointed
as an External Director as Audit & Supervisory Committee Member of Nomura Real Estate
Holdings, Inc. as of June 21, 2024, after the end of the fiscal year under review.
7. Directors (Audit & Supervisory Committee Members), Mr. Takayuki Hayakawa and Mr. Shigeharu
Nakamura have many years of experience working at leading commercial banks and haveconsiderable knowledge about finance and accounting.
8. Director (Audit & Supervisory Committee Member) Mr. Shigeru Ehara has many years ofexperience working at casualty insurance companies as well as an officer in charge of finance, andhas considerable knowledge about finance and accounting.

- 37 -

9. Director (Audit & Supervisory Committee Member) Ms. Aogi Suemura is a certified public
accountant and has considerable knowledge about finance and accounting.
10. Changes in the positions and responsibilities of Directors during the fiscal year under review are as
follows.
Date of
Name
After change
Before changechangeRepresentative Director,
Representative Director, Senior
Senior Managing Executive
Managing Executive Officer
Junji
April 1,
Officer
Senior General Manager, Administrative
Irie
2023
Senior General Manager,
Div.; Senior General Manager, Corporate
Administrative Div.
Planning Div.
Director, Senior Executive
Director, Senior Executive Officer
Hitoshi
Officer
April 1,
Senior General Manager, Technical Div.;
SuginoSenior General Manager,
2023
General Manager, R&D Center
Technical Div.
(2) Directors Who Resigned during the Fiscal Year under Review
Not applicable.
(3) Summary of Limited Liability Agreement
The Company has entered into agreements with all Outside Directors to limit their liability for damages
under Article 423, Paragraph 1 of the Companies Act. The maximum amount of liability under the said
agreement is the minimum liability amount stipulated by laws and regulations.
(4) Summary of Directors and Officers Liability Insurance Agreement
The Company has entered into a directors and officers liability insurance agreement pursuant to
Article 430-3, Paragraph 1 of the Companies Act with an insurance company. The insured parties o f
the said insurance agreement are the Company’s Directors (excluding Directors serving as Audit &Supervisory Committee Members), Directors (Audit & Supervisory Committee Members) and
Executive Officers. The insured parties do not bear insurance premiums. The insurance agreement
covers litigation expenses and legal damages in the event of claims for damages made against theinsured parties during the insurance period.
However, to ensure that the properness of the performance of duties by the insured partie s is not
impaired, there are certain exemptions; for example, damages caused as a result of any conduct
committed while knowing that the conduct is in violation of laws and regulations shall not be covered.

- 38 -

(5) Compensation of Directors
1) Matters regarding policy for determining individual compensation, etc., for Directors
a. How to decide the determination policy
The policy for determining individual compensation, etc., for Directors was decided at a
meeting of the Board of Directors held on February 22, 2021. Its contents were then partiallyrevised based on decision at meetings of the Board of Directors held on February 21, 2022 andon February 26, 2024. The Board of Directors consulted in advance with the Compensation
Committee, where more than half of the members are Independent Outside Directors, with respect
for the results of such reports, and decided the policy.
b. Outline of contents of the determination policy
The following is a summary of the contents of the determination policy before the partial revision
decided at the Board of Directors meeting held on February 26, 2024.
(i) Basic Policy
Compensation for Directors (excluding Directors serving as Audit & Supervisory Committee
Members) is set at an appropriate level of compensation in accordance with the positions andresponsibilities of Directors, based on a compensation plan that motivates Directors to improvebusiness performance in each fiscal year and improve corporate value over the medium to longterm, while also enabling them to share value with shareholders. To ensure objectivity andtransparency when determining these levels, respect is shown to the opinions of the Compensation
Committee, where more than half of the members are Independent Outside Directors.
Specifically, compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members) consists of executive compensation and supervisory compensation.
Executive compensation consists of a fixed amount of basic compensation (cash) and bonuses as
performance-linked compensation (cash and stock benefits). Supervisory compensation consistsof a fixed amount of basic compensation (cash) and a fixed amount of stock benefits.
(ii) Policy for Determining the Amount of Individual Compensation, etc., for Basic
Compensation (Including Policies Related to Determining the Timing or Terms ofCompensation, etc.)
Of executive compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members), basic compensation consists of fixed compensation paid monthly as cash,
after the amount of individual compensation is determined for the current fiscal year based on thebasic compensation standards in accordance with position and rank (evaluation), and adjusted for
the Company’s performance in the previous fiscal year, the performance of departments under
supervision, and the status of their responsibilities in the current fiscal year, etc.
In addition, of supervisory compensation, basic compensation consists of fixed compensation
paid monthly as cash, after the amount of individual compensation is determined in accordancewith whether or not the Director has the authority of representation.
(iii) Policy for Determining the Calculation Method for the Content, Amount, and Number of
Performance-Linked Compensation (Including Policies Related to Determining the Timing or
Terms of Compensation, etc.)
Bonuses (cash and stock benefits) paid as individual performance-linked compensation for
Directors (excluding Directors serving as Audit & Supervisory Committee Member s) is
calculated by adjusting the amount of basic bonuses, which is set based on basic compensation(cash) as a component of individual executive compensation, for the level of achievement of thefollowing performance-linked indicators for the relevant fiscal year, and a certain percentage ofthe bonuses is paid as stock benefits according to the position of the Director. Furthermore,bonuses are paid in July of each year.
Performance-linked indicators consist of company performance indicators and individua lperformance indicators. However, performance-linked indicators for Directors who serve
concurrently as Executive Officers with special titles of Managing Executive Officer or higher
consist only of company performance indicators.
Company performance indicators are calculated using consolidated operating profit,
consolidated ordinary profit, and consolidated ROE, as well as non-consolidated operating profit
and non-consolidated ordinary profit for non-consolidated performance indicators, to ensure thatcompensation is linked to the level of achievement of the Company’s business performance(consolidated and non-consolidated) in relation to the enhancement of corporate value and- 39 -

shareholder value, while individual performance indicators are calculated using the performanceof departments under supervision, etc.
(iv) Policy for Determining the Calculation Method for the Content, Amount, and Number of Non cash Compensation (Including Policies Related to Determining the Timing or Terms ofCompensation, etc.)
Stock benefits (performance-linked compensation as a component of executive compensationand supervisory compensation), which are a form of non-cash compensation for Directors(excluding Directors serving as Audit & Supervisory Committee Members), consist of a Board
Benefit Trust (BBT). Points corresponding to the amount of compensation are granted in July ofeach year, and a number of stock benefits corresponding to the number of points is paid uponretirement.
Stock benefits paid as performance-linked compensation are determined as described in theabove (iii), while stock benefits paid as supervisory compensation are a fixed amount, determinedin accordance with whether or not the Director has the authority of representation.
(v) Policy for Determining the Ratio of the Amount of Cash Compensation, the Amount of
Performance-Linked Compensation, etc., and the Amount of Non-cash Compensation, etc. to
the Amount of Individual Compensation, etc., for Directors
For each individual, the ratio of the amount of cash compensation excluding performancelinked compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members) (basic compensation as a component of executive compensation and basic
compensation as a component of supervisory compensation) and the amount of bonuses paid asperformance-linked compensation (cash and stock benefits) is approximately 7:3, assuming thatthe level of achievement for performance-linked compensation is 100%.
In addition, for each individual, the ratio of the amount of cash compensation excluding
performance-linked compensation (basic compensation as a component of executive
compensation and basic compensation as a component of supervisory compensation) and theamount of stock-based compensation (fixed stock-based compensation and stock-based
compensation paid as performance-linked compensation) is approximately 8:2, assuming that thelevel of achievement for performance-linked compensation is 100%.
Furthermore, the individual ratios of the amounts of compensation are revised as appropriateby the Board of Directors after consulting with the Compensation Committee, based on any
changes in compensation levels, etc.
(vi) Matters Related to the Determination of Individual Compensation, etc., for Directors
The details of the compensation system and individual compensation, etc., for Directors(excluding Directors serving as Audit & Supervisory Committee Members), are determined by
the Board of Directors after consulting in advance with the Compensation Committe e, a majorityof which is composed of Independent Outside Directors, with respect for the results of suchreports.
The changes in the partial revision decided at the Board of Directors meeting held on February
26, 2024, are as follows (changes are underlined). This partially revised determination policy isapplicable to compensation of Directors for their duties performed on and after April 1, 2024.
(ii) Policy for Determining the Amount of Individual Compensation, etc., for Basic
Compensation (Including Policies Related to Determining the Timing or Terms ofCompensation, etc.)
Of executive compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members), basic compensation consists of fixed compensation paid monthly as cash, after
the amount of individual compensation is determined for the current fiscal year based on the basic
compensation standards in accordance with position and rank (evaluation). and adjusted for theCompany’s performance (consolidated) in the case of those who serve concurrently as Executive
Officers with special titles of Managing Executive Officer or higher, and adjusted for their
responsibilities in the current fiscal year, the expected level of performance in the departments under
their supervision, and their expected level of contribution to the company-wide strategy in the case ofother Directors (excluding Directors serving as Audit & Supervisory Committee Members).
In addition, of supervisory compensation, basic compensation consists of fixed compensation
paid monthly as cash, after the amount of individual compensation is determined in accordancewith whether or not the Director has the authority of representation.

- 40 -

(iii) Policy for Determining the Calculation Method for the Content, Amount, and Number of
Performance-Linked Compensation (Including Policies Related to Determining the Timing or
Terms of Compensation, etc.)
Bonuses (cash and stock benefits) paid as individual performance-linked compensation for
Directors (excluding Directors serving as Audit & Supervisory Committee Members) is
calculated by adjusting the amount of basic bonuses, which is set based on basic compensation(cash) as a component of individual executive compensation, for the level of achievement of thefollowing performance-linked indicators for the relevant fiscal year, and a certain percentage ofthe bonuses is paid as stock benefits according to the position of the Director. Furthermore,bonuses are paid in July of each year.
Performance-linked indicators consist of company performance indicators and individual
performance indicators. However, performance-linked indicators for Directors who serve
concurrently as Executive Officers with special titles of Managing Executive Officer or higher
consist only of company performance indicators.
Company performance indicators are calculated using consolidated operating profit, consolidated
ordinary profit, and consolidated ROE, to ensure that compensation is linked to the level ofachievement of the Company’s business performance in relation to the enhancement of corporate value
and shareholder value, while individual performance indicators are calculated using the performanceof departments under supervision and contribution to the company-wide strategies.
(v) Policy for Determining the Ratio of the Amount of Cash Compensation, the Amount of
Performance-Linked Compensation, etc., and the Amount of Non-cash Compensation, etc. to
the Amount of Individual Compensation, etc., for Directors
With regard to compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members), for each individual, the ratio of the amount of cash compensation excluding
performance-linked compensation (basic compensation as a component of executive compensation andbasic compensation as a component of supervisory compensation), the amount of bonuses paid asperformance-linked compensation (cash and stock benefits) and the fixed amount of stock benefits, isapproximately 6:3:1, assuming that the level of achievement for performance-linked compensation is100%.
For each individual, the ratio of the amount of cash compensation excluding performancelinked compensation for Directors (excluding Directors serving as Audit & Supervisory
Committee Members) (basic compensation as a component of executive compensation and basic
compensation as a component of supervisory compensation) and the amount of bonuses paid asperformance-linked compensation (cash and stock benefits) is approximately 7:3, assuming thatthe level of achievement for performance-linked compensation is 100%.
In addition, for each individual, the ratio of the amount of cash compensation excluding
performance-linked compensation (basic compensation as a component of executive
compensation and basic compensation as a component of supervisory compensation) and theamount of stock-based compensation (fixed stock-based compensation and stock-based
compensation paid as performance-linked compensation) is approximately 8:2, assuming that thelevel of achievement for performance-linked compensation is 100%.
Furthermore, the individual ratios of the amounts of compensation are revised as appropriateby the Board of Directors after consulting with the Compensation Committee, based on any
changes in compensation levels, etc.
(vi) Policy for Reducing and Repaying the Amount of Compensation (malus and clawback
provision)
If there is a material error in the financial statements or a material accounting irregularity, or if
Directors (excluding Directors serving as Audit & Supervisory Committee Members) violate laws,
regulations, or the Articles of Incorporation, etc., the Company shall be able to demand a reduction of
the amount of compensation or the repayment of compensation paid.
The specific amount of the reduction or repayment demanded shall be determined by the Board of
Directors after consulting with the Compensation Committee, with respect for the results of suchreports.
(vii) Matters Related to the Determination of Individual Compensation, etc., for Directors(Omitted as details are unchanged.)- 41 -

c.

Reasons why the Board of Directors judged that contents of individual compensation, etc. for
Directors for the fiscal year under review were compliant with the determination policy
In determining contents of individual compensation, etc., for Directors (excluding Directors
serving as Audit & Supervisory Committee Members), the Compensation Committee examinedthe draft in a comprehensive manner, including the consistency with the determination policy.
Paying respect for the Committee’s report, the Board of Directors judged that the contents werecompliant with the determination policy.

- 42 -

2)

Matters regarding performance-linked compensation, etc.
a. Contents of performance indicators and reasons for selection
This information is as described in 1) b. (iii) above.
b. Calculation method of the amount or units of performance-linked compensation, etc.
This information is as described in 1) b. (iii) above.
c. Actual results of performance indicators
Actual results of performance-linked indicators in the fiscal year under review areconsolidated operating profit of 8,775 million yen, consolidated ordinary profit of 9,544 million
yen, consolidated ROE of 10.8%, non-consolidated operating profit of 4,048 million yen and nonconsolidated ordinary profit of 6,709 million yen.

3)

Details of non-monetary compensation
In order to achieve sustained growth of corporate value by having Directors share benefit withshareholders through shareholdings, the Company grants points to Directors under a Board Benefit
Trust (BBT). The contents of the plan is as provided in 1) b. (iv) above.
As described in “4) Compensation, etc. for the fiscal year under review” below, as compensation,etc. to Directors for the fiscal year under review, the Company recorded 30,479 thousand yen for
Directors (excluding Audit & Supervisory Committee Members) (excluding Outside Directors),
1,491 thousand yen for Directors (Audit & Supervisory Committee Members) (excluding Outside
Directors), and 3,313 thousand yen for Outside Directors (Audit & Supervisory Committee
Members), all as provision for Board Benefit Trust (BBT).

4)

Compensation, etc. for the fiscal year under review

Officer classification

Total amount of Total amount by type of compensation, etc. (Thousands of yen)compensation,
Fixed
Performance-linked
etc.
compensationcompensation (Bonuses)
Fixed stock(Thousands ofbenefits
Basic
Stock
Cash
yen)
compensation
benefits

Number of
eligible
Directors(Persons)

Directors (excluding
Audit & Supervisory
Committee Members)
198,488116,219
51,78915,31815,161(excluding Outside
Directors)
Directors (Audit &Supervisory
Committee Members)
17,691
16,200－－
1,491(excluding Outside
Directors)
Outside Directors(Audit & Supervisory
39,31336,000－－3,313Committee Members)
Total
255,492
168,419
51,78915,31819,966
Notes: 1. The maximum amount of compensation for Directors (excluding Audit & Supervisory Committee Members)
was resolved at the 87th Ordinary General Meeting of Shareholders held on June 24, 2016, to be no more than
250 million yen per year (including compensation for duties performed as Executive Officers by Directors
serving concurrently as Executive Officers). The number of Directors (excluding Audit & Supervisory
Committee Members) at the conclusion of this Ordinary General Meeting of Shareholders was four (4).
Furthermore, the corresponding amount of compensation, etc., for Directors (excluding Audit & Supervisory
Committee Members) for the fiscal year under review was 168,008 thousand yen (basic compensation: 116,219
thousand yen, bonuses (cash): 51,789 thousand yen).
2. The maximum amount of compensation for Directors (Audit & Supervisory Committee Members) was resolved
at the 87th Ordinary General Meeting of Shareholders held on June 24, 2016, to be no more than 60 million
yen per year. The number of Directors (Audit & Supervisory Committee Members) at the conclusion of thisOrdinary General Meeting of Shareholders was four (4). Furthermore, the corresponding amount ofcompensation, etc., for Directors (Audit & Supervisory Committee Members) for the fiscal year under review
was 52,200 thousand yen (basic compensation for Directors (Audit & Supervisory Committee Members)(excluding Outside Directors): 16,200 thousand yen, basic compensation for Outside Directors (Audit &Supervisory Committee Members): 36,000 thousand yen).

- 43 -

41

4
9

3. Separately to the amounts of compensation in the items 1. and 2. above, at the 87th Ordinary General Meetingof Shareholders held on June 24, 2016, a resolution was adopted to introduce a stock-based compensation plan
“Board Benefit Trust (BBT),” and at the 92nd Ordinary General Meeting of Shareholders held on June 18,
2021, a resolution was adopted to make partial revisions to this plan. Under this stock-based compensation plan,for each period of three fiscal years starting from the fiscal year ended March 31, 2017, the Company will
establish a trust with the contribution of cash of up to 210 million yen (including 150 million yen for Directors(excluding Audit & Supervisory Committee Members), 18 million yen for Directors (Audit & Supervisory
Committee Members), and 42 million yen for Executive Officers who do not serve concurrently as Directors)
as funds necessary for the acquisition of shares corresponding to the three fiscal years. The number of Directors(excluding Audit & Supervisory Committee Members) was five (5) and the number of Directors (Audit &Supervisory Committee Members) was four (4) at the conclusion of the 92nd Ordinary General Meeting of
Shareholders held on June 18, 2021.
4. The total amount of compensation, etc., for Directors (excluding Audit & Supervisory Committee Members)(excluding Outside Directors) includes 109,800 thousand yen in compensation for duties performed as
Executive Officers by Directors serving concurrently as Executive Officers.
5. The total amount of compensation, etc., for Directors (excluding Audit & Supervisory Committee Members)(excluding Outside Directors) includes provisions of 30,479 thousand yen for the Board Benefit Trust (BBT)and 51,789 thousand yen in provisions for bonuses for directors (and other officers), recorded in the fiscal year
under review.
6. The total amount of compensation, etc., for Directors (Audit & Supervisory Committee Members) (excluding
Outside Directors) includes provisions of 1,491 thousand yen for the Board Benefit Trust (BBT), recorded in
the fiscal year under review.
7. The total amount of compensation, etc., for Outside Directors (Audit & Supervisory Committee Members)
includes provisions of 3,313 thousand yen for the Board Benefit Trust (BBT), recorded in the fiscal year underreview.

5)

Amount of compensation, etc. paid during the fiscal year under review, in addition to 4) above
As bonuses (cash and stock benefits) pertaining to the 94th fiscal year, a total of 73,184 thousandyen (cash: 55,366 thousand yen and stock benefits: 17,818 thousand yen) were paid to four Directors(excluding Audit & Supervisory Committee Members). The amount includes provision for bonuses
for directors (and other officers) of 47,607 thousand yen and provision for Board Benefit Trust(BBT) of 13,661 thousand yen recorded in the fiscal year.

(6) Matters concerning Outside Officers
1) Concurrent positions as executives of other corporations and relationships between the Company
and other corporations
Not applicable.
2) Concurrent positions as outside directors (and other officers) of other corporations andrelationships between the Company and other corporations
Outside Director (Audit & Supervisory Committee Member), Mr. Takayuki Hayakawa
concurrently serves as Corporate Auditor of TKP Corporation and Outside Director of Kyoritsu
Maintenance Co., Ltd. No special interests exist between the Company and each of these companies.
Outside Director (Audit & Supervisory Committee Member), Mr. Shigeharu Nakamura
concurrently serves as Outside Director (Audit and Supervisory Committee Member) of TOYOKANETSU K.K. and External Director of The Shoko Chukin Bank, Ltd. No special interests exist
between the Company and each of these companies.
Outside Director (Audit & Supervisory Committee Member), Ms. Aogi Suemura concurrently serves
as Outside Director (Audit & Supervisory Committee Member) of Nippon Denko Co., Ltd. No special
interests exist between the Company and the said company.

- 44 -

3) Status of the main activities of each Outside Director and outline of duties performed in relation
to expected roles
Category

Name

Takayuki
Hayakawa

Status of the main activities andoutline of duties performed in relation to expected roles<Main activities>
Mr. Takayuki Hayakawa attended all 16 meetings of the Board of
Directors and all 18 meetings of the Audit & Supervisory
Committee held in the fiscal year under review and expressed his
opinions as appropriate.
He chaired the Nomination Committee and served as a member of
the Compensation Committee, and attended all 3 meetings of theNomination Committee and all 3 meetings of the Compensation
Committee held in the fiscal year under review. From an
independent and objective standpoint, he provided opinions andsuggestions as appropriate concerning the personnel affairs andcompensation of Directors and Executive Officers.
In addition, he chairs the Board of Outside Directors as theprimary Independent Outside Director, seeking cooperation andcoordination with the internal organizations.
<Outline of duties performed in relation to expected roles>
With his extensive experience and knowledge at leading banks, heis expected to contribute to the auditing and supervision of theGroup’s management. Based on the experience and knowledge, heprovided broad and objective auditing and supervision of theGroup’s management, mainly through offering comments andsuggestions as appropriate from a various perspectives at meetingsof the Board of Directors, the Audit & Supervisory Committee,
the Nomination Committee and Compensation Committee.

OutsideDirector(Audit &Supervisory
Committee
Member)Shigeharu
Nakamura<Main activities>
Mr. Shigeharu Nakamura attended all 16 meetings of the Board of
Directors and all 18 meetings of the Audit & Supervisory
Committee held in the fiscal year under review and expressed his
opinions as appropriate.
He served as a member of the Nomination Committee and chaired
the Compensation Committee, and attended all 3 meetings of theNomination Committee and all 3 meetings of the Compensation
Committee held in the fiscal year under review. From an
independent and objective standpoint, he provided opinions andsuggestions as appropriate concerning the personnel affairs andcompensation of Directors and Executive Officers.
<Outline of duties performed in relation to expected roles>
With his extensive experience and knowledge at leading banks, heis expected to contribute to the auditing and supervision of theGroup’s management. Based on the experience and knowledge, heprovided broad and objective auditing and supervision of theGroup’s management, mainly through offering comments andsuggestions as appropriate from a various perspectives at meetingsof the Board of Directors, the Audit & Supervisory Committee,
the Nomination Committee and Compensation Committee.

- 45 -

Category

Status of the main activities andoutline of duties performed in relation to expected roles

Name

Shigeru
Ehara<Main activities>
Mr. Shigeru Ehara attended all 16 meetings of the Board of
Directors and all 18 meetings of the Audit & Supervisory
Committee held in the fiscal year under review and expressed his
opinions as appropriate.
He served as a member of the Nomination Committee and theCompensation Committee, and attended all 3 meetings of theNomination Committee and all 3 meetings of the Compensation
Committee held in the fiscal year under review. From an independentand objective standpoint, he provided opinions and suggestions as
appropriate concerning the personnel affairs and compensation of
Directors and Executive Officers.
<Outline of duties performed in relation to expected roles>
With his extensive experience and knowledge at casualty
insurance companies, he is expected to contribute to the auditing
and supervision of the Group’s management. Based on theexperience and knowledge, he provided broad and objective
auditing and supervision of the Group’s management, mainly
through offering comments and suggestions as appropriate from avarious perspectives at meetings of the Board of Directors, theAudit & Supervisory Committee, the Nomination Committee andCompensation Committee.

OutsideDirector(Audit &Supervisory
Committee
Member)

Aogi
Suemura<Main activities>
Ms. Aogi Suemura attended all 16 meetings of the Board of Directors
and all 18 meetings of the Audit & Supervisory Committee held in thefiscal year under review and expressed her opinions as appropriate.
She served as a member of the Nomination Committee and theCompensation Committee, and attended all 3 meetings of theNomination Committee and all 3 meetings of the Compensation
Committee held in the fiscal year under review. From an independentand objective standpoint, she provided opinions and suggestions as
appropriate concerning the personnel affairs and compensation of
Directors and Executive Officers.
<Outline of duties performed in relation to expected roles>
With her extensive experience and knowledge as a certified public
accountant, she is expected to contribute to the auditing andsupervision of the Group’s management. Based on the experienceand knowledge, she provided broad and objective auditing andsupervision of the Group’s management, mainly through offeringcomments and suggestions as appropriate from a various
perspectives at meetings of the Board of Directors, the Audit &Supervisory Committee, the Nomination Committee andCompensation Committee.

4) Actions taken to prevent unfair execution of business and a response taken after the occurrence
Not applicable.
5) Total amount of compensation for officers, etc. received by Outside Directors from subsidiaries
Not applicable.
6) Opinions of Outside Directors
Not applicable.

- 46 -

5.

Accounting Auditor(1) Accounting Auditor’s Name
Ernst & Young ShinNihon LLC(2) Outline of Liability Limitation Agreement
The Company has not entered into an agreement with the Accounting Auditor to limit their liability
for damages pursuant to Article 423, Paragraph 1 of the Companies Act.
(3) Amount of Accounting Auditor’s Compensation, etc. for the Fiscal Year under Review
1) Accounting Auditor’s compensation, etc., for the fiscal year under review
53 million yen
Notes: 1. The Audit & Supervisory Committee of the Company agreed on the amount of thecompensation, etc. of the Accounting Auditor after confirming and verifying the descriptionsin the audit plan prepared by the Accounting Auditor, the status of execution of audit duties,
the basis for the calculation of the estimated amount of compensation estimation, etc., basedon the “Guidelines for Coordination with Accounting Auditors” published by the Japan
Audit & Supervisory Board Members Association.
2. Under the audit agreement between the Company and its Accounting Auditor, theamounts of compensation, etc. for audits pursuant to the Companies Act and audits
pursuant to the Financial Instruments and Exchange Act are not separated, andotherwise cannot be separated practically. Consequently, the above amount reflects
total compensation.
2) Total amount of cash and other profits payable by the Company and its subsidiaries
53 million yen
The financial statements of RIKEN (THAILAND) CO., LTD., RIKEN ELASTOMERS(THAILAND) CO., LTD., PT. RIKEN INDONESIA, RIKEN VIETNAM CO., LTD., SHANGHAIRIKEN TECHNOS CORPORATION, RIKEN TECHNOS (JIANGSU) CORPORATION and
RIKEN TECHNOS INDIA PVT. LTD., all of which are the Company’s subsidiaries, as well as theconsolidated financial statements of RIKEN AMERICAS CORPORATION, are audited by certified
public accountants and accounting firms (including entities possessing qualifications in othercountries corresponding to these qualifications) other than the Accounting Auditor of the Company.
(4) Description of Non-Audit Services
Not applicable.
(5) Policy on Determination of Dismissal or Non-reappointment of Accounting Auditor
Contents of decision on the policy on determination of dismissal or non-reappointment of the
Accounting Auditor is as follows.
If there is any difficulty in execution of duties by the Accounting Auditor, or when the Audit &Supervisory Committee deems it necessary, the Audit & Supervisory Committee will decide the details of the
proposal for the dismissal or non-reappointment of the Accounting Auditor to be submitted to the General
Meeting of Shareholders.
In addition, in the event that the Accounting Auditor is deemed to have met the items set forth in theclauses of Article 340, Paragraph 1 of the Companies Act, the Audit & Supervisory Committee shall dismiss
the Accounting Auditor subject to the unanimous consent of the Audit & Supervisory Committee Members.
In this case, an Audit & Supervisory Committee Member selected by the Audit & Supervisory Committee
will report the dismissal and the reasons for the dismissal at the first General Meeting of Shareholders to beconvened after the dismissal.

- 47 -

6. Systems and Policies of the Company(1) Systems to Ensure that Directors’ Duties Are Performed in Compliance with Laws and Regulations
and the Articles of Incorporation and Other Systems to Ensure the Appropriateness of the Business
Operations
Contents of decisions on systems to ensure that Directors’ duties are performed in compliance withlaws and regulations and the Articles of Incorporation and other systems to ensure the appropriatenessof the business operations are as follows:
The Company and its subsidiaries (hereinafter, collectively referred to as the “RIKEN TECHNOSGROUP”) have declared that the RIKEN TECHNOS GROUP practices and observers the RIKENTECHNOS WAY and the RIKEN TECHNOS GROUP Code of Conduct (hereinafter referred to as“Code of Conduct”) and operates its business activities. The RIKEN TECHNOS GROUP believes that
the Internal Control System, a system established to ensure appropriate and efficient business
operations, is a necessary and essential measure for the more reliable fulfillment of the abovementioned
business practices.
The RIKEN TECHNOS GROUP hereby develops the following as its Internal Control System inaccordance with the Companies Act of Japan and the Ordinance for Enforcement of the Companies Act
of Japan.
1) Systems to ensure that Directors’ and employees’ duties are performed in compliance with laws
and regulations and the Articles of Incorporation
 All of the Directors, including the Representative Directors, make it thoroughly known to all of
the executive and employees that they are to put top priority on observing the Code of Conduct
and ensuring that they perform their duties in compliance with laws and regulations and the
Articles of Incorporation.
 The activities of the Risk & Compliance Committee are reported to the Board of Directors in a
relevant and timely manner.
The General Affairs & Legal Department provides compliance training for all executives andemployees.
 In order to ensure that all executives and employees may directly report any suspicious activiti es
contrary to laws and regulations, the Articles of Incorporation, the Code of Conduct, various
guidelines, or other standards with which group companies, Directors, and employees are tocomply (hereinafter referred to as “Laws and Regulations”), the RIKEN TECHNOS GROUP has
established contact points for anonymous reporting in the Audit Department and in a consultative
law firm.
 The RIKEN TECHNOS GROUP shall never have any relationships with antisocial powers ororganizations that threaten the security and order of civil society.
In addition, the RIKEN TECHNOS GROUP shall show fortitude and adamantly refuse any
unreasonable demands by antisocial powers or organizations.
2) System for the preservation and management of information in relation to the performance of
Directors’ duties
Information in relation to the performance of Directors’ duties is controlled and managed inaccordance with the Rule for Information Management and is preserved in documents and electronic
media.
The preserved information is made available for viewing in accordance with the Rule forInformation Management.
3) Rules and systems for managing the risk of loss
Each department manages individual risk factors in relation to each department. The RIKENTECHNOS GROUP has established a Risk & Compliance Committee for company-wide, crosscutting management of risk factors, and the President of the Company serves as the chairperson of
the Committee.

- 48 -

4) Systems to ensure that the Directors’ duties are performed efficiently The Board of Directors formulates a Medium-term Business Plan and the annual Business Plans.
 The Board of Directors grasps the progress of the Business Plan by inspecting monthly record
data on business performance with the help of information technology, and discusses a nd
implements measures necessary for the achievement of the Business Plan.
 The Management Committee meeting is held monthly in order to operate its business rapidly
through active delegation of authority. The progress of business achievement is checked by the
Manufacturing Division and the Quality Assurance Division through their Manufacturing and
Quality-Related Division Meetings held on a quarterly basis; by the Technical Division throughtheir Technical Division Meetings held on a quarterly basis; by the Sales & Marketing Division
through their Sales & Marketing Division Meetings held on a quarterly basis; by the Procurement
Division through their Procurement Division Meetings held on a quarterly basis ; and by otherdivisions through meetings held monthly at each division. Appropriate countermeasures aretaken if considered necessary.
5) Systems to ensure the appropriateness of the business operations of the RIKEN TECHNOSGROUP The Corporate Planning Division, as the division with jurisdiction over overal l business
management of the Company’s consolidated subsidiaries, is responsible for overseeing that eachconsolidated subsidiary of the Company is instructed to establish its own Internal Control Systemand ensuring that each consolidated subsidiary share information of the same quality andquantity in the same manner as the Company.
The Corporate Planning Division and each division manage the progress of their respective
business operations, and manage and supervise the Company’s consolidated subsidiaries with aview to ensuring that all reporting to the Company and approval procedures at the Company
shall be conducted appropriately, in accordance with the RIKEN TECHNOS GROUP Rule forManagement of Consolidated Subsidiaries. The Corporate Planning Division and the otherdivisions manage the risk of loss through such administration and supervision.
The Corporate Planning Division also arranges an operational report meeting attended by the
President, Executive Officers in charge, and the Senior General Manager of the Administrative
Division, at least twice a year for domestic consolidated subsidiaries and at least once a year foroverseas consolidated subsidiaries.
On receipt of the monthly reports (including financial data) from each consolidated subsidiaryof the Company, the Corporate Planning Division compiles them and then distributes the reports
to the Directors, Executive Officers and relevant departments.
 The General Affairs & Legal Department has the executives and employees of RIKENTECHNOS GROUP thoroughly understand and observe the RIKEN TECHNOS GROUP
Compliance Manual, and thereby strives to develop a compliance system for the RIKENTECHNOS GROUP and settle issues facing the RIKEN TECHNOS GROUP.
 The Audit Department regularly conducts operational audits at the RIKEN TECHNOS GROUP,
and thereby confirms that all operational activities comply with Laws and Regulations andchecks and evaluates whether all operational activities are efficiently operated in accordancewith various managerial rules and whether the various managerial rules are functioning
appropriately towards the achievement of the managerial targets.
6) Provisions on Directors and employees who assist the Audit & Supervisory Committee in
performing its duties, on the independence of such Directors and employees from other Directors(excluding Directors serving as Audit & Supervisory Committee Members), and on measures toensure the effectiveness of instructions of the Audit & Supervisory Committee to such Directors
and employees
The Audit Department is set up as an organization under the direct control of the Audit &Supervisory Committee to assist the Audit & Supervisory Committee in performing its duties, andseveral dedicated employees are appointed to the Audit Department.
To ensure the independence of these employees, all rights to command and order them shall bedelegated exclusively to the Audit & Supervisory Committee, and these employees shall not becommanded or ordered by departments conducting business operations or any of the Di rectors(excluding Directors serving as Audit & Supervisory Committee Members). In addition, any
decision on a personnel transfer, personnel evaluation, or disciplinary measures, etc. for these
employees shall be made subsequent to the approval from the Audit & Supervisory Committee.
The Company appoints no Director to assist the Audit & Supervisory Committee in performing
its duties.
- 49 -

7) System for reporting to the Company’s Audit & Supervisory Committee by Directors (excluding
Directors serving as Audit & Supervisory Committee Members), Executive Officers andemployees of the Company, or by Directors, corporate auditors, and employees of the Company’s
subsidiaries, or by persons who have received reports from such Directors, corporate auditors, andemployees, and system for other forms of reporting to the Audit & Supervisory Committee
 The Audit & Supervisory Committee Members attend important meetings, such as the Board of
Directors meeting and Management Committee meeting.
 Directors of the Company (excluding Directors serving as Audit & Supervisory Committee
Members), Executive Officers and employees inform the Audit & Supervisory Committee oflegal matters, as well as the matters that may have significant impact on the RIKEN TECHNOSGROUP (including the relevant matters in cases where it is considered that the acts of Directors,
Executive Officers, or employees could infringe Laws and Regulations or cause serious damage).
 The Audit Department reports the progress of internal auditing to the Audit & Supervis ory
Committee, in principle, every month.
 If the Directors, corporate auditors, and employees of a consolidated subsidiary of the Company
consider that the actions of a consolidated subsidiary or a Director or employee of a consolidated
subsidiary may infringe Laws and Regulations or cause serious damage, they shall report suchmatter in accordance with the RIKEN TECHNOS GROUP Rule for Management of Consolidated
Subsidiaries and immediately report such matter to the Company’s Audit & Supervisory
Committee.
 A person who reported to the Audit & Supervisory Committee shall not be treateddisadvantageously in personnel affairs or in any other way, as a consequence of such reporting.
8) Provisions concerning procedures for the advance payment or redemption of expenses arising fromthe performance of duties of the Audit & Supervisory Committee Members, and other policies forthe handling of expenses or liabilities arising from the performance of duties of the Audit &Supervisory Committee Members
Audit & Supervisory Committee Members may request the Company to make advance payments,
redeem expenses, or settle repayments of assumed liabilities, etc. arising from the execution of theirduties, and the Company shall promptly respond to such requests.
9) Other systems to ensure that the audits by Audit & Supervisory Committee are executed effectively
 The Company strengthens cooperation between the Audit & Supervisory Committee and the
Audit Department established under the direct control of the Audit & Supervisory Comm ittee
and conducts effective and organizational audits by conducting joint audits in Japan and overseas
if considered necessary.
 The Representative Directors and Audit & Supervisory Committee Members exchange opinions
at the Board of Directors meeting held monthly and promptly communicate opinions andinformation necessary to conduct effective audits.
 The Audit & Supervisory Committee, the Accounting Auditor, and the Audit Department hold ajoint meeting semi-annually for the purpose of exchanging opinions.

- 50 -

(2) Outline of the Operating Status of the Systems to Ensure the Appropriateness of the Business
Operations
Based on the aforementioned basic policy for the systems to ensure the appropriateness of thebusiness operations, the Company strives to establish systems and appropriately operate them. Outlineof the operating status of the systems during the fiscal year under review are as follows:
1) Risk management
The Risk & Compliance Committee identified, analyzed and evaluated risks for the entire Group,
ascertained significant risks, identified those requiring a priority response, and formulated
initiatives to respond to them. The Committee confirmed and reviewed semi -annually the progressof implementation of the initiatives to respond to risks, gave improvement instructions to related
departments as necessary, thereby comprehensively managing risks for the entire Group.
2) Compliance
The Risk & Compliance Committee confirmed the implementation status of complianceinitiatives and the status of improvement for the entire Group. The Group also provided humanrights/compliance seminars and workshops on legal compliance to executives and employees of the
RIKEN TECHNOS GROUP on an ongoing basis, in an effort to increase executives’ and employees’
awareness of ensuring human rights and compliance.
3) Operational audits
The Audit Department performed internal audit of the RIKEN TECHNOS GROUP and gave
reports on the status to the Audit & Supervisory Committee, while also reporting to the President.
The Department gave semi-annual periodic reports and an annual report on the status of internal
control to each of the Board of Directors, the Management Committee and the Audit & Supervisory
Committee.
4) Business management of consolidated subsidiaries
Pursuant to the “Regulations on the Management of RIKEN TECHNOS GROUP Consolidated
Subsidiaries,” the Group monthly received reports on the status of business execution of its
consolidated subsidiaries. An operational report meeting was arranged twice a year for consolidated
subsidiaries, at which the Group received reports as necessary on the status of their management
and financial standing, thereby managing and supervising business operations of the consolidated
subsidiaries.
5) Performance of Directors’ duties
The Board of Directors met 16 times during the fiscal year under review, at which it decided on
important managerial items defined in laws and regulations, as well as in the Articles ofIncorporation and the Regulations on the Board of Directors and supervised the business executionof each Director.
6) Performance of Audit & Supervisory Committee Members’ duties
The Audit & Supervisory Committee met 18 times during the fiscal year under review. Throughattending important meetings, such as the Board of Directors meeting, the Committee audited thebusiness execution of Directors (excluding Directors serving as Audit & Supervisory Committee
Members). The Committee exchanged information with the Audit Department and Accounting
Auditors semi-annually to promote mutual cooperation.

Note: Figures and the number of shares presented in this business report were rounded down to the unit
used for presentation.

- 51 -

Consolidated Financial Statements
Consolidated Balance Sheets(Thousands of yen)Account item

AssetsCurrent assets
Cash and deposits
Notes receivable - trade
Accounts receivable - trade(Reference)
95th fiscal
94th fiscal
year
year
(As of March(As of March
31, 2024)
31, 2023)
71,667,937
23,481,932
1,306,391
22,180,311

Electronically recorded monetaryclaims - operating

5,008,505

Merchandise and finished goods
Work in process
Raw materials and supplies
Prepaid expenses
Short-term loans receivable
Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, equipment and vehicles
Land
Leased assets
Construction in progress
Other
Intangible assets
SoftwareLeased assets
Goodwill
Other
Investments and other assets
Investment securities
Long-term loans receivable
Retirement benefit asset
Deferred tax assets
Other
Allowance for doubtful accounts

9,678,717
961,4628,094,251
640,087521
399,506(83,749)
40,334,820
27,077,707
10,464,642
7,963,520
6,439,554
57,0201,512,427
640,541
2,286,713
925,933
5,173
5,820
1,349,785
10,970,399
8,777,528
1,905
811,947
441,121940,216(2,320)Account item

Liabilities
71,820,844 Current liabilities
21,879,258
Notes and accounts payable - trade
868,089
Electronically recorded obligations operating
23,761,066
Short-term borrowings
5,300,359
Current portion of long-termborrowings
10,138,020
1,008,173
Lease liabilities
8,230,160
Accrued expenses
452,729
Income taxes payable422
Accrued consumption taxes
265,285
Provision for bonuses(82,722)
Provision for bonuses for directors(and other officers)
43,829,913
28,475,130
Other
11,083,903 Non-current liabilities
8,525,426
Long-term borrowings
6,460,388
Lease liabilities
55,690
Deferred tax liabilities
1,585,065
Provision for share awards for
directors (and other officers)
764,655
2,247,110
Retirement benefit liability
888,236
Other
6,642
Total liabilities
4,365
Net assets
1,347,866 Shareholders’ equity
13,107,672
Share capital
10,509,751
Capital surplus
1,483
Retained earnings
1,270,649
Treasury shares
468,292 Accumulated other comprehensive
859,896 income(2,399)Valuation difference on availablefor-sale securities
Foreign currency translation
adjustment

Total assets

112,002,757

Remeasurements of defined
benefit plans
Non-controlling interests
Total net assets
115,650,757
Total liabilities and net assets

Note: Figures presented are rounded down to the nearest thousand yen.

- 52 -(Reference)
95th fiscal
94th fiscal
year
year
(As of March(As of March
31, 2024)
31, 2023)
33,876,116
21,193,377

35,432,634
21,666,723

467,511

155,619

7,718,267

7,749,221

552,457

577,563

16,456
1,109,364
640,838
144,095
807,030

23,633
1,087,536
1,799,290
220,070
1,083,302

92,721

116,592

1,133,997
5,961,407
2,260,070
30,6391,877,146

953,078
6,200,796
1,768,768
32,9362,765,927

200,788

246,935

1,157,941
434,820
39,837,524

948,199
438,028
41,633,430

56,168,784
8,514,018
6,597,580
41,463,280(406,095)

54,281,800
8,514,018
6,597,580
39,535,079(364,877)

7,027,233

10,158,350

4,904,961

6,526,875

2,159,985

3,223,620(37,713)407,855

8,969,215
72,165,232
112,002,757

9,577,176
74,017,327
115,650,757

Consolidated Statements of Income(Thousands of yen)Account item

Net sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest and dividend income
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Other
Ordinary profit
Extraordinary income
Gain on sale of non-current assets
Gain on sale of investment securities
Extraordinary losses
Loss on sale and retirement of non-current
assetsImpairment losses
Loss on sale of investment securities
Profit before income taxes(Reference)
94th fiscal year
(April 1, 2022 toMarch 31, 2023)
123,497,991

95th fiscal year
(April 1, 2023 toMarch 31, 2024)
125,739,116

103,146,236
20,351,754
12,845,492
7,506,262
267,202
228,486
190,376
169,759
57,664

686,065

227,424
7,964,903

2,066
8,720

10,786

13,074－－

Income taxes- current

1,899,962

Income taxes - deferred

144,403103,856,870
21,882,246
13,106,752
8,775,493
375,214
485,843
250,896
268,429
74,11015,3291,886,468

1,111,954

342,5399,544,907

1,901,798

24,376
13,074
7,962,615

120,371
1,182

145,930
11,300,775

3,054,154
2,044,365(94,240)

2,959,913

Profit5,918,249

8,340,861

Profit attributable to non-controlling interests

1,360,726

1,460,631

Profit attributable to owners of parent

4,557,523

6,880,230

Note: Figures presented are rounded down to the nearest thousand yen.

- 53 -

Non-Consolidated Financial Statements
Non-Consolidated Balance Sheets(Thousands of yen)Account item

AssetsCurrent assets
Cash and deposits
Notes receivable - trade
Accounts receivable - trade
Electronically recorded monetaryclaims - operating
Merchandise and finished goods
Work in process
Raw materials and supplies
Prepaid expenses
Short-term loans receivable
Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures
Machinery and equipment
VehiclesTools, furniture and fixtures
Land
Leased assets
Construction in progress
Intangible assets
Software
Other
Investments and other assets
Investment securities
Shares of subsidiaries andassociates
Investments in capital ofsubsidiaries and associates
Long-term loans receivable from
employees
Prepaid pension costs
Other
Allowance for doubtful accounts

Total assets(Reference)
95th fiscal
94th fiscal
year
year
(As of March(As of March
31, 2024)
31, 2023)
46,602,579
16,550,779
815,979
15,475,625
4,546,235
5,532,876
731,962
2,066,733
205,559420
758,906(82,500)
29,891,380
12,695,294
4,420,657
3,022,074
32,236448,164
4,727,287
10,724
34,150748,831734,092
14,73816,447,255
8,747,066
4,548,885
1,715,213
750
920,408
514,932－

76,493,960

Account item

Liabilities
46,976,916 Current liabilities
15,059,216
Notes payable - trade604,745
Accounts payable - trade16,618,839
Electronically recorded obligations operating
5,227,934
Electronically recorded obligations non-operating
5,597,423
760,913
Short-term borrowings
2,069,290
Lease liabilities
227,341
Accounts payable - other318
Accrued expenses
892,893
Income taxes payable(82,000)
Provision for bonuses
31,518,007
Provision for bonuses for directors(and other officers)
12,753,117
4,402,208
Other
3,062,271 Non-current liabilities
22,860Long-term borrowings
558,896
Lease liabilities
4,659,551
Deferred tax liabilities
6,983
Provision for share awards for
directors (and other officers)
40,346690,316
Provision for retirement benefits
675,868
Asset retirement obligations
14,447Long-term accounts payable - other
18,074,574
Total liabilities
10,484,263
Net assets
Shareholders’ equity
4,548,885
Share capital
1,715,213

Capital surplus

Legal capital surplus
Retained earnings
432
Legal retained earnings
920,399
Other retained earnings
407,780
General reserve(2,399)Retained earnings brought
forwardTreasury shares
Valuation and translation
adjustments

78,494,923

Valuation difference on availablefor-sale securities
Total net assets
Total liabilities and net assets

Note: Figures presented are rounded down to the nearest thousand yen.

- 54 -(Reference)
95th fiscal
94th fiscal
year
year
(As of March(As of March
31, 2024)
31, 2023)
20,116,518
2,168
14,119,844

21,980,426

467,511

155,619

170,678

90,6302,950,000
3,133
353,246875,747
274,031
685,5672,950,000
2,944
382,360
886,600
1,387,073
917,329

92,721

116,592

121,868
1,908,066
139,7228,340
918,773

224,766
2,541,486
80,498
4,731
1,639,708

200,788

246,935

310,782
327,341
2,316
22,024,584

237,331
332,281
24,521,912

49,566,451
8,514,018

47,452,802
8,514,018

6,532,977

6,532,977

6,532,977
34,925,549
1,107,369
33,818,180
12,000,000

6,532,977
32,770,683
1,107,369
31,663,313
12,000,000

21,818,180

19,663,313(406,095)(364,877)

4,902,924

6,520,209

4,902,924

6,520,209

54,469,375
76,493,960

53,973,011
78,494,923－
14,866,509－

Non-Consolidated Statements of Income(Thousands of yen)Account item

(Reference)
94th fiscal year
(April 1, 2022 toMarch 31, 2023)

95th fiscal year
(April 1, 2023 toMarch 31, 2024)

Net sales

57,080,217

61,031,409

Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest and dividend income
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Depreciation of assets for rent
Other
Ordinary profit
Extraordinary income

46,112,125
10,968,091
7,788,175
3,179,916

48,905,084
12,126,324
8,077,572
4,048,752

1,915,458
153,800
143,175
17,39925,275
16,948Gain on sale of non-current assets
Gain on sale of investment securities
Gain on extinguishment of tie-in shares

－
6,297
－

Extraordinary losses
Loss on retirement of non-current assets
Impairment losses
Profit before income taxes

6,049
－

Income taxes- current

1,011,049

Income taxes - deferred

89,6152,212,434

59,623
5,332,727

6,297

6,049
5,332,975

Note: Figures presented are rounded down to the nearest thousand yen.

- 55 -

17,48330,571
32,112

2,981
1,886,468
43,33921,299120,3712,740,831

80,167
6,709,415

1,932,789

141,670
8,500,534

1,933,261
1,100,664
4,232,310

Profit2,153,921
465,784
121,124(73,446)

1,859,814
6,640,720

Accounting Auditor’s Audit Report on the Consolidated Financial Statements

Translation
Independent Auditor’s Report
May 15, 2024
The Board of Directors
RIKEN TECHNOS CORPORATION
Ernst & Young ShinNihon LLC
Tokyo Office, Japan
Hideyuki Inoue
Designated Engagement Partner
Certified Public Accountant
Kazunori Yoshida
Designated Engagement Partner
Certified Public Accountant
OpinionPursuant to Article 444, paragraph 4 of the Companies Act, we have audited the accompanying consolidated
financial statements, which comprise the consolidated balance sheet, the consolidated statement of income, theconsolidated statement of changes in net assets, and notes to the consolidated financial statements of RIKENTECHNOS CORPORATION and its consolidated subsidiaries (the Group) applicable to the fiscal year from
April 1, 2023 to March 31, 2024.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, theconsolidated financial position and results of operations of the Group applicable to the fiscal year ended March
31, 2024, in accordance with accounting principles generally accepted in Japan.
Basis for Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements section of our report. We are independent of the Group in accordance with the ethicalrequirements that are relevant to our audit of the consolidated financial statements in Japan, and we have fulfilled
our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence wehave obtained is sufficient and appropriate to provide a basis for our opinion.
Other Information
The other information comprises the information included in the Group’s business report and its supplementaryschedules. Management is responsible for preparation and disclosure of the other information. The Audit &Supervisory Committee is responsible for overseeing the Group’s reporting process of the other information.
Our opinion on the consolidated financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other- 56 -

information and, in doing so, consider whether the other information is materially inconsistent with theconsolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this otherinformation, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and the Audit & Supervisory Committee for the Consolidated Financial
Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statementsin accordance with accounting principles generally accepted in Japan, and for such internal control as
management determines is necessary to enable the preparation of consolidated financial statements that are freefrom material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability
to continue as a going concern and disclosing, as required by accounting principles generally accepted in Japan,
matters related to going concern.
The Audit & Supervisory Committee is responsible for overseeing the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis ofthese consolidated financial statements.
As part of an audit in accordance with auditing standards generally accepted in Japan, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements, whether due
to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion.
 Consider internal control relevant to the audit in order to design audit procedures that are appropriate in thecircumstances for our risk assessments, while the purpose of the audit of the consolidated financial
statements is not expressing an opinion on the effectiveness of the Group’s internal control.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates andrelated disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the
consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Group to cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the consolidated financial statements, including
the disclosures, and whether the consolidated financial statements represent the underlying transactions andevents in a manner that achieves fair presentation in accordance with accounting principles generally
accepted in Japan.

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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or businessactivities within the Group to express an opinion on the consolidated financial statements. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our audit
opinion.
We communicate with the Audit & Supervisory Committee regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the Audit & Supervisory Committee with a statement that we have complied with the ethicalrequirements regarding independence that are relevant to our audit of the financial statements in Japan, and tocommunicate with them regarding matters that are reasonably considered to have an impact on our independence
and any measures that have been taken to eliminate obstacles or safeguards that have been put in place to reducethese obstacles to an acceptable level.
Interest Required to Be Disclosed by the Certified Public Accountants Act of Japan
Our firm and its designated engagement partners do not have any interest in the Group which is required to bedisclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

Notes to the Readers of Independent Auditor's Report
This is an English translation of the Independent Auditor's Report as required by the Companies Act of Japanfor the conveniences of the reader.

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Accounting Auditor’s Audit Report on the Non-Consolidated Financial Statements

Translation
Independent Auditor’s Report
May 15, 2024
The Board of Directors
RIKEN TECHNOS CORPORATION
Ernst & Young ShinNihon LLC
Tokyo Office, Japan
Hideyuki Inoue
Designated Engagement Partner
Certified Public Accountant
Kazunori Yoshida
Designated Engagement Partner
Certified Public Accountant
OpinionPursuant to Article 436, paragraph 2, item (i) of the Companies Act, we have audited the accompanying financial
statements, which comprise the balance sheet, the statement of income, the statement of changes in net assets,
and notes to the financial statements of RIKEN TECHNOS CORPORATION (the Company) applicable to thefiscal year from April 1, 2023 to March 31, 2024.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial
position and results of operations of the Company applicable to the fiscal year ended March 31, 2024, in
accordance with accounting principles generally accepted in Japan.
Basis for Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Statements section of our report. We are independent of the Company in accordance with the ethicalrequirements that are relevant to our audit of the financial statements in Japan, and we have fulfilled our otherethical responsibilities in accordance with these requirements. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.
Other Information
The other information comprises the information included in the Company’s business report and its
supplementary schedules. Management is responsible for preparation and disclosure of the other information.
The Audit & Supervisory Committee is responsible for overseeing the Company’s reporting process of the otherinformation.
Our opinion on the financial statements does not cover the other information and we do not express any formof assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and,- 59 -

in doing so, consider whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this otherinformation, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and the Audit & Supervisory Committee for the Financial Statements
Management is responsible for the preparation and fair presentation of these financial statements in accordancewith accounting principles generally accepted in Japan, and for such internal control as management determines
is necessary to enable the preparation of financial statements that are free from material misstatement, whether
due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue
as a going concern and disclosing, as required by accounting principles generally accepted in Japan, mattersrelated to going concern.
The Audit & Supervisory Committee is responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes ouropinion. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis ofthese financial statements.
As part of an audit in accordance with auditing standards generally accepted in Japan, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion.
Consider internal control relevant to the audit in order to design audit procedures that are appropriate in
the circumstances for our risk assessments, while the purpose of the audit of the financial statements is not
expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimatesand related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that amaterial uncertainty exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future
events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the financial statements, including thedisclosures, and whether the financial statements represent the underlying transactions and events in amanner that achieves fair presentation in accordance with accounting principles generally accepted in Japan.
We communicate with the Audit & Supervisory Committee regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.

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We also provide the Audit & Supervisory Committee with a statement that we have complied with the ethicalrequirements regarding independence that are relevant to our audit of the financial statements in Japan, and tocommunicate with them regarding matters that are reasonably considered to have an impact on our independence
and any measures that have been taken to eliminate obstacles or safeguards that have been put in place to reducethese obstacles to an acceptable level.
Disclosed by the Certified Public Accountants Act of Japan
Our firm and its designated engagement partners do not have any interest in the Company which is required tobe disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

Notes to the Readers of Independent Auditor's Report
This is an English translation of the Independent Auditor's Report as required by the Companies Act of Japanfor the conveniences of the reader.

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Audit & Supervisory Committee’s Audit Report

Translation
Audit Report
The Audit & Supervisory Committee audited the performance of duties by the Directors for the 95th fiscal
year from April 1, 2023 to March 31, 2024, and hereby submits the method and results of the audit.
1. Auditing Methods and Details Thereof
The Audit & Supervisory Committee received reports periodically from Directors, employees andother relevant personnel about the details of the Board of Directors resolution concerning the mattersset forth in Article 399-13, Paragraph 1, Item 1 (b) and (c) of the Companies Act, as well as theestablishment and operation of the system based on such resolution (the internal control system),sought explanations as necessary, expressed opinions and conducted the audit through the methods
described below.
1) In accordance with our audit policy and job responsibilities established by the Audit &Supervisory Committee, and in cooperation with the internal audit division, we attended
important meetings taking advantage of telephone and online conference tools as well, received
reports from Directors and employees on the status of performance of their duties, requested
explanations as necessary, reviewed important approval documents, and examined business
operations and financial conditions at the head office and other principal business locations. With
respect to subsidiaries, we communicated and exchanged information with directors, corporate
auditors and other relevant personnel of subsidiaries as well as received reports from subsidiaries
on their business as necessary.
2) We monitored and verified whether the Accounting Auditor maintained its independence andimplemented appropriate audits, as well as received reports from the Accounting Auditor
regarding the performance of its duties and sought explanations as necessary. In addition, we
received notice from the Accounting Auditor that the “systems for ensuring that the performanceof duties is being carried out correctly” (matters set forth in each item of Article 131 of theRegulation on Corporate Accounting) had been prepared in accordance with the “Standards on
Quality Control for Audits” (issued by the Business Accounting Council) and other relevant
standards, and sought explanations as necessary.
Based on the above methods, we examined the business report and its supplementary schedules,
the non-consolidated financial statements (non-consolidated balance sheets, non-consolidated
statements of income, non-consolidated statements of changes in net assets, and notes to the nonconsolidated financial statements) and their supplementary schedules, as well as the consolidated
financial statements (consolidated balance sheets, consolidated statements of income, consolidated
statements of changes in net assets and notes to the consolidated financial statements) for the relevant
fiscal year.
2. Results of Audit(1) Results of Audit of Business Report and Other Relevant Documents
1) In our opinion, the business report and its supplementary schedules are in accordance with laws,
regulations and the Articles of Incorporation, and fairly represent the Company’s condition.
2) We have found no material facts of wrongful action or violation of laws, regulations or the
Articles of Incorporation in the performance of duties by the Directors.
3) In our opinion, the contents of the resolutions of the Board of Directors related to the internal
control system are fair and reasonable. In addition, we have found no matters to be reported
regarding the description in the business report and the performance of duties by the Directors
related to such internal control system.
(2) Results of Audit of Non-Consolidated Financial Statements and Supplementary Schedules
In our opinion, the methods and results employed and rendered by the Accounting Auditor Ernst& Young ShinNihon LLC are fair and reasonable.

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(3) Results of Audit of Consolidated Financial Statements
In our opinion, the methods and results employed and rendered by the Accounting Auditor Ernst& Young ShinNihon LLC are fair and reasonable.
May 20, 2024
Audit & Supervisory Committee, RIKEN TECHNOS CORPORATION
Full-Time Audit & Supervisory Committee
MemberAudit & Supervisory Committee Member
Audit & Supervisory Committee Member
Audit & Supervisory Committee Member
Audit & Supervisory Committee Member

Masato Koizumi
Takayuki Hayakawa
Shigeharu Nakamura
Shigeru Ehara
Aogi Suemura

Note: Audit & Supervisory Committee Members, Takayuki Hayakawa, Shigeharu Nakamura, Shigeru
Ehara and Aogi Suemura are Outside Directors as stipulated in Article 2, Item 15 and Article
331, Paragraph 6 of the Companies Act.
Notes to the Readers of Audit Report
This is an English translation of the Audit Report as required by the Companies Act of Japan for theconveniences of the reader.

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