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 other forms of damages arising from the translation.

(Mailing date) June 11, 2024
(Start date for electronic provision measures) June 4, 2024
Securities code: 4088
Kikuo Toyoda

Chairman and Representative Director
AIR WATER INC.
12-8, Minami-semba 2-chome, Chuo-ku, Osaka
To Our Shareholders:

Notice of the 24th Annual General Meeting of Shareholders
We are pleased to inform you that the 24th Annual General Meeting of Shareholders of AIR WATER INC. (hereinafterreferred to as the “Company”) will be held as set forth below.
Regarding the convocation of this General Meeting of Shareholders, measures for electronic provision have been taken
for the information contained in the Reference Materials for the General Meeting of Shareholders, etc. (Electronic
Provision Measures Matters), and the information has been posted on the website below.
• The Company’s website
https://www.awi.co.jp/en/ir/stock/investor.html
In addition to the above, the information is also posted on the following website.
• The Tokyo Stock Exchange website (TSE Listed Company Search)https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
Please access the TSE website above, enter the Company name or securities code “4088” to conduct the search, select“Basic information” and “Documents for public inspection/PR information” in that order, and view the information from
“Notice of General Shareholders Meeting /Informational Materials for a General Shareholders Meeting” under “Filed
information available for public inspection.”
If you do not attend the meeting, you may exercise your voting rights either via postal mail, or via electronic means suchas the Internet, in which case we ask that you carefully peruse “Reference Materials for General Meeting of
Shareholders,” and submit your votes no later than 5:40 p.m. on Tuesday, June 25, 2024 by following the instructions on
pages 5-7 (Japanese version).
1. Date & Time: Wednesday, June 26, 2024, at 10:00 a.m. (Reception starts at 9:00 a.m.)
2. Venue:

1-1, Kita-nijo-nishi 1-chome, Chuo-ku, Sapporo(Banquet Room “TSURU” on the second floor of New Otani Inn Sapporo)

3. Agenda
Reporting matters:
1. The Business Report, the Consolidated Financial Statements for the 24th term (For the year ended March 31, 2024),
and reports of the audit results on the Consolidated Financial Statements by the Accounting Auditors and the Boardof Corporate Auditors.
2. The Non-Consolidated Financial Statements for the 24th term (For the year ended March 31, 2024).
Proposal:
Proposal 1: Election of Nine (9) Directors
Proposal 2: Election of Five (5) Corporate Auditors1• In accordance with laws and regulations and provisions of Article 14 of the Company’s Articles of Incorporation,
the following matters are not included in the documents sent to shareholders. Accordingly, said documents arepart of the documents audited by the Corporate Auditors and the Accounting Auditors when preparing theirrespective audit reports.
・ Consolidated Statement of Changes in Equity and Notes to Consolidated Financial Statements in theConsolidated Financial Statements
・ Non-Consolidated Statement of Changes in Equity and Notes to Non-Consolidated Financial Statementsin the Non-Consolidated Financial Statements• Should Electronic Provision Measures Matters require revisions, the items before and after revision will be
posted on each of the websites indicated above.

2

Reference Materials for General Meeting of Shareholders
Proposal 1: Election of Nine (9) Directors
The terms of office of all the 9 Directors will expire at the close of this meeting, and the Company therefore proposes
the election of 9 Directors. The selection of Director candidates is determined by the Board of Directors throughconsultation with the Nomination and Compensation Committee, which is a voluntary advisory body to the Board of
Directors.
The candidates for Director are as follows:
Candidate
NumberName

Current Positions and Areas of Responsibility in the Company

Attribute1

Kikuo Toyoda

Chairman and
Representative Director

Chief Executive Officer (CEO)Reappointed

2

Ryosuke Matsubayashi

President andRepresentative Director

Chief Operating Officer (COO)

Reappointed

3

Tsuyoshi Tanaka

Director and Managing
Executive Officer

Responsible for Global Environment Field,
In charge of Digital & Industry Group,
General Manager of Industrial Gases
Business Unit

Reappointed

4

Shigeki Otsuka

Director and Managing
Executive Officer

In charge of Global & Engineering Group,
General Manager of Engineering Center

Reappointed

5

Hidetoshi Onoe

Director and Managing
Executive Officer

Representative of Tokyo, In charge of
Health & Safety Group, General Manager ofMedical Services Business Unit

Reappointed

6

Kikue Inoue

Executive Officer

Head of the HR Strategy Office

Newly appointed

7

Takao Matsui

External Director

Reappointed
External Director
Independent Officer
Reappointed

8

Yoshihiro Senzai

External Director

External Director
Independent Officer
Newly appointed

9

Yuko Haga

External Director
Independent Officer

Newly appointed: Candidate for new Director Reappointed: Candidate for Director to be reappointed
External Director: Candidate for External Director
Independent Officer: Independent Officer registered with the Exchanges

3Candidate
NumberName(Date of Birth)

Career Summary, Positions and Areas of Responsibility
in the Company

Number of Sharesof the Company
owned by the
CandidateJun. 2019 Chairman, Representative Director and Chief Executive
Officer (CEO) of AIR WATER INC. (current position)
Attendance at the Board of Directors Meetings: 13 / 13

1
Kikuo Toyoda(May 5, 1948)
Reappointed

Reasons for nomination as a candidate for Director:
Since assuming office as Director in June 2003, Mr. Kikuo Toyoda has
grown the Medical Business into a pillar of the Company’s businesses
and has accumulated a wealth of experience in fields of overallmanagement such as personnel affairs, medical services and M&As.
After assuming office as Chairman and Representative Director in June
2019, he has promoted human capital management based on the belief
that “Employees create businesses while businesses make employees
grow, so employees and businesses go hand in hand.” With a growthaxis of “global environment” and “wellness” established as businessconcepts towards 2030, he has led the Group by combining diverse
businesses, human resources, and technologies. In consideration of theexperience and insight, we believe that he is suitable for a Director.

91,224

Apr. 2023 President, Representative Director and Chief Operating
Officer (COO) of AIR WATER INC. (current position)
Attendance at the Board of Directors Meetings: 13 / 13

2
RyosukeMatsubayashi(Nov. 16, 1964)
Reappointed

Reasons for nomination as a candidate for Director:
Mr. Ryosuke Matsubayashi has held important posts at the research anddevelopment division, and since assuming office as Executive Officer
in 2014, he has promoted the structural reform of the engineering
division. In addition, he has driven the Company’s global development
by, for example, leading marketing and business infrastructure building
at overseas locations, including North America. He has served as
President and Representative Director of the Company since April
2023, and led growth strategies such as an expansion of growth areasand creation of new business. In consideration of the experience andinsight, we believe that he is suitable for a Director.

26,894

Apr. 2024 Director, Managing Executive Officer, Responsible for
Global Environment Field, in charge of Digital & Industry
Group, General Manager of Industrial Gases Business Unit
of AIR WATER INC. (current position)
Attendance at the Board of Directors Meetings: 10 / 103
Tsuyoshi Tanaka(Mar. 26, 1969)
Reappointed

Reasons for nomination as a candidate for Director:
In addition to being well versed in the Industrial Gases Business of theCompany, Mr. Tsuyoshi Tanaka served as the President andRepresentative Director of one of the Regional Business Companies,and contributed to the expansion of business performance. Assuming
office as Director, Managing Executive Officer in June 2023, hecontributed to improving earning capacity of the Industrial Gases
Business. Since April 2024, he has promoted building of businessmodels that would contribute to resolution of social issues from astandpoint of being responsible for Global Environment Field. In
consideration of the experience and insight, we believe that he issuitable for a Director.

413,314

Candidate
NumberName(Date of Birth)

Career Summary, Positions and Areas of Responsibility
in the Company

Number of Sharesof the Company
owned by the
Candidate

Apr. 2024 Director, Managing Executive Officer, in charge of Global& Engineering Group, General Manager of Engineering
Center of AIR WATER INC. (current position)
Attendance at the Board of Directors Meetings: 10 / 10

4
Shigeki Otsuka(Oct. 12, 1961)
Reappointed

Reasons for nomination as a candidate for Director:
After gaining a variety of international business experience, Mr.
Shigeki Otsuka assumed office as President and Representative
Director of the Company’s subsidiary in 2021, and pushed ahead withthe reorganization of engineering subsidiaries and overseas plant
construction business. Appointed Managing Executive Officer of theCompany in April 2023 and Director, Managing Executive Officer inJune 2023, he has been working to promote overseas business as wellas to strengthen the structure of the engineering division to accelerate
global development. In consideration of the experience and insight, we
believe that he is suitable for a Director.

4,382

Oct. 2023 Director, Managing Executive Officer, Representative ofTokyo, in charge of Health & Safety Group, and General
Manager of Medical Services Business Unit of AIR
WATER INC. (current position)
Attendance at the Board of Directors Meetings: 10 / 10

5
Hidetoshi Onoe
(Nov. 5, 1963)
Reappointed

Reasons for nomination as a candidate for Director:
After holding important posts at KYOWA CO., LTD., Mr. Hidetoshi
Onoe assumed office as President and Representative Director of theCompany’s subsidiary in 2015, and promoted an expansion of
OEM/ODM business in cosmetics. Since assuming office as Managing
Executive Officer in charge of Health & Safety Group in April 2023, hehas consolidated and reorganized medical-related group companies,
strengthened business for hospitals, and expanded home medical careand consumer health. In consideration of the experience and insight, we
believe that he is suitable for a Director.

7,022

Apr. 2022 Executive Officer, Head of the HR Strategy Office of AIR
WATER INC. (current position)
Attendance at the Board of Directors Meetings: -6
Kikue Inoue(Feb. 12, 1957)
Newly appointed

Reasons for nomination as a candidate for Director:
Ms. Kikue Inoue joined the Company in 2016 after holding important
posts in public relations divisions at The Daiei, Inc. and othercompanies. She worked to enhance our corporate value by
strengthening the structure of Corporate Communications Office andcontinuously providing information on the Group that operates various
businesses so as to increase its presence. Since 2022, as the Head of HR
Strategy Office, she has been transforming the personnel system toward
the human capital management, working to foster management
personnel and global personnel who will drive a future growth, and toreform organizational culture. In consideration of the experience andinsight, we believe that she is suitable for a Director.

5

8,627

Candidate
NumberName(Date of Birth)

Career Summary, Positions and Areas of Responsibility
in the Company

Number of Sharesof the Company
owned by the
Candidate

Apr. 2024 Adjunct Instructor, Institute of Business and Accounting,
Professional Graduate School, Kwansei Gakuin University(current position)
External Director

Independent officer

Attendance at the Board of Directors Meetings: 12 / 13

7
Takao Matsui(Apr. 8, 1956)
Reappointed

Reasons for nomination as a candidate for External Director andsummary of expected roles:
Mr. Takao Matsui has accumulated a wealth of experience and deep
insight through his career as a Certified Public Accountant. Believingthat he will make use of them for the management, we have determinedthat he is suitable for an External Director of the Company. Although
Mr. Takao Matsui has never been involved in corporate management,
we expect that he will further strengthen the function of the Board of
Directors of the Company by providing advice and performing
supervisory functions for overall management from a unique viewpoint
not shared by the internal Directors, while making use of his wealth ofexperience and deep insight.

269

Jun. 2022 External Director of AIR WATER INC. and Outside
Director of ENAX, Inc. (current position)
External Director

Independent officer

Attendance at the Board of Directors Meetings: 13 / 13
Reasons for nomination as a candidate for External Director andsummary of expected roles:

8
Yoshihiro Senzai(Apr. 2, 1948)
Reappointed

Mr. Yoshihiro Senzai, in addition to his achievement as an engineer at
Hitachi Maxell, Ltd. (current Maxell Holdings, Ltd.), served as
Representative Director, President, and Chairman. He has also
accumulated a wealth of experience and deep insight in corporate
management, such as serving as Outside Director of other company.
Believing that he will make use of his experience and insight for the
management of the Company, we have determined that he is suitable
for an External Director of the Company. We expect that he will further
strengthen the function of the Board of Directors of the Company byproviding advice and performing supervisory functions for overallmanagement from a unique viewpoint not shared by the internal
Directors, while making use of his wealth of experience and deep
insight.

7,000

Jun. 2020 Outside Director of MinebeaMitsumi Inc. (current position)
External Director

Independent officer

Attendance at the Board of Directors Meetings: -9
Yuko Haga(Dec. 8, 1955)
Newly appointed

Reasons for nomination as a candidate for External Director andsummary of expected roles:
Ms. Yuko Haga has specialized insight on M&A and corporate
governance, etc. as a researcher of corporate strategies, as well as a
wealth of experience and deep insight that she has cultivated as amanagement consultant. Believing that she will make use of her
experience and insight for the management of the Company, we havedetermined that she is suitable for an External Director of the Company.
We expect that she will further strengthen the function of the Board of
Directors of the Company by providing advice and performing
supervisory functions for overall management from a unique viewpoint
not shared by the internal Directors, while making use of her wealth ofexperience and deep insight.

60Notes:1. There are no conflicts of interest between each candidate and the Company.
2. Mr. Takao Matsui, Mr. Yoshihiro Senzai, and Ms. Yuko Haga are candidates for External Directors.
3. The Company has entered into liability limitation agreements with Mr. Takao Matsui and Mr. Yoshihiro Senzai to limit their liability fordamages as stipulated in Article 423, Paragraph 1 of the Companies Act to the minimum amount prescribed in Article 425, Paragraph 1of the same Act under the condition that they perform their duties in good faith with no acts of gross negligence. If the election of Mr.
Takao Matsui and Mr. Yoshihiro Senzai is approved as per this Proposal, the Company plans to continue the agreements. If the electionof Ms. Yuko Haga is approved as per this Proposal, the Company plans to enter into the agreements with her with the same contents asabove.
4. The Company has entered into a directors and officers (D&O) liability insurance policy with an insurance company as stipulated in
Article 430-3, Paragraph 1 of the Companies Act. If the election of each candidate for Director is approved as per this Proposal, eachcandidate for Director will be insured under the insurance policy. A summary of the policy is stated in (3) Matters Concerning Directors
and Officers (D&O) Liability Insurance Policy on page 39 (Japanese version).
5. Mr. Takao Matsui has served as an External Director of the Company since June 2020, and his term of office will reach four years at theclose of this Annual General Meeting of Shareholders.
6. Mr. Yoshihiro Senzai has served as an External Director of the Company since June 2022, and his term of office will reach two years at
the close of this Annual General Meeting of Shareholders.
7. Mr. Takao Matsui and Mr. Yoshihiro Senzai satisfy the requirements for independent officers set forth in the regulations of the Tokyo
Stock Exchange and Sapporo Securities Exchange and the Criteria for Assessing the Independence of External Officers stipulated by
the Company. Therefore, if the election of Mr. Takao Matsui and Mr. Yoshihiro Senzai is approved as per this Proposal, the Company
will continue to file the same notification with the Exchanges on which the Company’s shares are listed. If the election of Ms. Yuko
Haga is approved as per this Proposal, the Company also plans to file the notification with the Exchanges, designating her as theindependent officer.
8. Although the Company concluded an outsourcing contract in the previous fiscal year with Haga Management Consulting Office atwhich Ms. Yuko Haga serves as a representative, consideration for the contract is less than 5 million yen, which is less than 1% ofconsolidated net sales of the Company. Accordingly, the Company deems that there is no problem about her independence.
9. Ms. Yuko Haga’s name in her family register is Yuko Hayashi.
10. The “Number of Shares of the Company owned by the Candidate” is the number of shares effectively owned, including shares owned
thereby in the shareholding associations for Directors and Corporate Auditors of the Group.

7

Proposal 2: Election of Five (5) Corporate Auditors
The terms of office of all the 5 Corporate Auditors will expire at the close of this meeting, and the Company therefore
proposes the election of 5 Corporate Auditors. This proposal has been agreed by the Board of Corporate Auditors.
The candidates for Corporate Auditor are as follows:
Candidate
NumberName

Current Positions in the Company

Attribute1

Yuji Ando

Standing Statutory Auditor

Reappointed

2

Junko Shigefuji

Executive Officer

Newly appointed

3

Kenji Yamada

Newly appointed
Outside Corporate Auditor
Independent Officer
Reappointed

4

Atsushi Hayashi

Outside Corporate Auditor

Outside Corporate Auditor
Independent Officer
Reappointed

5

Nobuo Hayashi

Outside Corporate Auditor

Outside Corporate Auditor
Independent Officer

Newly appointed: Candidate for new Corporate Auditor
Reappointed: Candidate for Corporate Auditor to be reappointed
Outside Corporate Auditor: Candidate for Outside Corporate Auditor
Independent Officer: Independent Auditor registered with the Exchanges

8Candidate
NumberName(Date of Birth)

Career Summary and Positions

Number of Sharesof the Company
owned by the
CandidateJun. 2020 Standing Statutory Auditor of AIR WATER INC. (current
position)
Attendance at the Board of Directors Meetings: 13/13
Attendance at Board of Corporate Auditors Meetings: 14/14

1
Yuji Ando(Sep. 16, 1952)
Reappointed

Reasons for nomination as a candidate for Corporate Auditor:
Mr. Yuji Ando took office as Executive Officer of the Company in1999, and served as General Manager of System Division, General
Manager of General Affairs Division, and General Manager of Internal
Auditing Office, as well as Director and General Manager of
Administration Division of subsidiaries. He also took office as
President of a beverage business subsidiary in 2016. Therefore, he isfamiliar with administration and business units of the Group, and has
extensive business experience and insight. Since he took office asStanding Statutory Auditor of the Company in 2020, he has
appropriately executed his duties and contributed to improving audit
functions of the Board of Corporate Auditors and the Board of
Directors. In consideration of the experience and insight, we havedetermined that he is suitable for a Corporate Auditor of the Company.

11,555

Apr. 2024 Executive Officer, Internal Auditing Office of AIR WATER
INC. (current position)
Attendance at the Board of Directors Meetings: Attendance at Board of Corporate Auditors Meetings: -2
Junko Shigefuji(Dec. 19, 1963)
Newly appointed

Reasons for nomination as a candidate for Corporate Auditor:
Ms. Junko Shigefuji has been engaged in operations overseeing
administration, business planning and support therefor of affiliatedcompanies. In 2018, she took office as Executive Officer, General
Manager of Business Planning Division related to President Office.
After assuming office as Senior Executive Officer, General Manager ofInternal Auditing Office in 2021, she has performed her duties mainly
as a head of internal audit division for subsidiaries, ensuring
appropriateness of business execution of the Group and enhancing
monitoring functions. Familiar with the Group’s business andorganizations, she has promoted activities that would contribute toenhancement of the Group governance system from a perspective ofcorporate legal affairs. In consideration of the experience and insight,
we have determined that she is suitable for a Corporate Auditor of theCompany.

7,089

Apr. 2021 Chairman of SBI Sumishin Net Bank, Ltd.
Outside Corporate Auditor

Independent Officer

Attendance at the Board of Directors Meetings: Attendance at Board of Corporate Auditors Meetings: -3
Kenji Yamada(Sep. 23, 1962)
Newly appointed

Reasons for nomination as a candidate for Outside Corporate Auditor:
Mr. Kenji Yamada has worked at financial institutions and thus has
specialized knowledge and experience in the financial and monetary
field. In addition, he has served as Chairman of a listed company, as
well as President of several companies. Accordingly, he has a wealth ofexperience and deep insight related to corporate management. We
believe that he is capable of supervising and auditing businessexecution from an independent standpoint based on such experienceand insight, and therefore we have determined that he is suitable for
Outside Corporate Auditor of the Company.

90Candidate
NumberName(Date of Birth)

Career Summary and Positions

Number of Sharesof the Company
owned by the
CandidateJun. 2016 Outside Corporate Auditor of AIR WATER INC. (current
position)
Outside Corporate Auditor

Independent Officer

Attendance at the Board of Directors Meetings: 12/13
Attendance at Board of Corporate Auditors Meetings: 13/14

4
Atsushi Hayashi(Mar. 6, 1945)
Reappointed

Reasons for nomination as a candidate for Outside Corporate Auditor:
Mr. Atsushi Hayashi has extensive experience and deep insight as acourt judge and an attorney-at-law. The Company believes that he iscapable of supervising and auditing business execution from an
independent standpoint based on such experience and insight, andtherefore has determined that he is suitable for Outside Corporate
Auditor of the Company. Although he has not been involved incorporate management in the past by any method other than serving asan outside officer, for the above reason, the Company believes that hewill appropriately execute duties as Outside Corporate Auditor of theCompany.

2,876

Jun. 2020 Outside Corporate Auditor of AIR WATER INC. (current
position)
Outside Corporate Auditor

Independent Officer

Attendance at the Board of Directors Meetings: 13/13
Attendance at Board of Corporate Auditors Meetings: 14/14

5
Nobuo Hayashi(Jun. 25, 1948)
Reappointed

Reasons for nomination as a candidate for Outside Corporate Auditor:
Mr. Nobuo Hayashi has extensive experience and deep insight as a
researcher on legal systems and a university professor. The Company
believes that he is capable of supervising and auditing businessexecution from an independent standpoint based on such experienceand insight, and therefore has determined that he is suitable for Outside
Corporate Auditor of the Company. Although he has not been involvedin corporate management in the past by any method other than serving
as an outside officer, for the above reason, the Company believes that
he will appropriately execute duties as Outside Corporate Auditor of theCompany.

2,653

Notes:
1. There are no conflicts of interest between each candidate and the Company.
2. Mr. Kenji Yamada, Mr. Atsushi Hayashi, and Mr. Nobuo Hayashi are candidates for Outside Corporate Auditor.
3. The Company has entered into liability limitation agreements with Mr. Yuji Ando, Mr. Atsushi Hayashi, and Mr. Nobuo Hayashi tolimit their liability for damages as stipulated in Article 423, Paragraph 1 of the Companies Act to the minimum amount prescribed in
Article 425, Paragraph 1 of the same Act under the condition that they perform their duties in good faith with no acts of grossnegligence. If the election of each of the candidates is approved as per this Proposal, the Company plans to continue the agreements. If
the election of Ms. Junko Shigefuji and Mr. Kenji Yamada is approved as per this Proposal, the Company plans to enter into theagreements with them with the same contents as above.
4. The Company has entered into a directors and officers (D&O) liability insurance policy with an insurance company as stipulated in
Article 430-3, Paragraph 1 of the Companies Act. If the election of each candidate for Corporate Auditor is approved as per this
Proposal, each candidate for Corporate Auditor will be insured under the insurance policy. A summary of the policy is stated in (3)Matters Concerning Directors and Officers (D&O) Liability Insurance Policy on page 39 (Japanese version).
5. Mr. Kenji Yamada resigned as Executive Officer of Sumitomo Mitsui Trust Bank, Limited and left the bank in March 2018. Since many
years have passed, we deem that there is no problem on his independence. Mr. Yamada is also scheduled to resign as Chairman of SBI
Sumishin Net Bank, Ltd. at the conclusion of its ordinary general meeting of shareholders to be held on June 18, 2024. SBI Sumishin
Net Bank, Ltd. has never loaned the Company.
6. Mr. Atsushi Hayashi has served as an Outside Corporate Auditor of the Company since June 2016, and his term of office will reacheight years at the close of this Annual General Meeting of Shareholders.
7. Mr. Nobuo Hayashi has served as an Outside Corporate Auditor of the Company since June 2020, and his term of office will reach four
years at the close of this Annual General Meeting of Shareholders.
8. Mr. Atsushi Hayashi and Mr. Nobuo Hayashi satisfy the requirements for independent officers set forth in the regulations of the Tokyo
Stock Exchange and Sapporo Securities Exchange and the Criteria for Assessing the Independence of External Officers stipulated by
the Company. Therefore, if the election of Mr. Atsushi Hayashi and Mr. Nobuo Hayashi is approved as per this Proposal, the Company
will continue to file the same notification with the Exchanges on which the Company’s shares are listed. If the election of Mr. Kenji
Yamada is approved as per this Proposal, the Company also plans to file the notification with the Exchanges, designating him as theindependent officer.
9. The “Number of Shares of the Company owned by the Candidate” is the number of shares effectively owned, including shares owned

10thereby in the shareholding associations for Directors and Corporate Auditors of the Group.

11[Reference] Skill Matrix of Directors and Corporate Auditors after Approval of the Proposals
If the Proposal 1 “Election of Nine (9) Directors” and the Proposal 2 “Election of Five (5) Corporate Auditors” areapproved as proposed, the skill matrix of Directors and Corporate Auditors will be as follows.
List of principal knowledge, experience, and capabilities of Directors and Corporate Auditors

Corporate
management
Kikuo Toyoda●

RyosukeMatsubayashi●

Tsuyoshi Tanaka●

Risk
FinanceBusinessmanagement
Technology
andstrategy andand legal
and R&D
accounting
marketingaffairs●●●

Hidetoshi Onoe●●

Kenji Yamada

●
●

●

●
●

●

Junko Shigefuji
●

●

●

●

Yuko Haga

Corporate
Auditor●●●Takao Matsui

Yuji Ando●●●

Kikue Inoue

Yoshihiro Senzai●●

Shigeki Otsuka
Director●

Human
ESG andcapitalGlobalSustainability
management

●
●

●

●

●

Atsushi Hayashi●

Nobuo Hayashi

●

12

●
●

●

Consolidated Statement of Financial Position(As of March 31, 2024)(Millions of yen)
AssetsCurrent assets
Cash and cash equivalents ··································································· ¥64,975
Trade and other receivables ································································· 240,584
92,643Inventories ·····················································································
11,750
Other financial assets ·········································································
2,465
Income taxes receivable······································································
36,953
Other current assets ···········································································
Total current assets ··········································································· 449,372
Non-current assets
Property, plant and equipment ······························································ 497,708
81,859Goodwill ·······················································································
46,240Intangible assets···············································································
34,507
Investments accounted for using equity method ··········································
5,640
Retirement benefit asset······································································
Other financial assets ········································································· 100,621
2,705
Deferred tax assets ············································································
4,038
Other non-current assets ·····································································
773,323
Total non-current assets ······································································
Total assets ························································································ ¥1,222,696* Figures under one million are omitted.

13

(As of March 31, 2024)(Millions of yen)
Liabilities and equity
Liabilities
Current liabilities
Trade and other payables ······························································· ¥167,685
Bonds and borrowings ··································································
85,933
Other financial liabilities ·······························································
13,865
Income taxes payable ···································································
11,418Provisions ················································································
1,049
Other current liabilities ·································································
37,528
Total current liabilities ·································································· 317,481
Non-current liabilities
Bonds and borrowings ·································································· 332,786
Other financial liabilities ·······························································
22,951Retirement benefit liability ·····························································
6,478
Provisions ················································································
3,559
Deferred tax liabilities ··································································
23,845
Other non-current liabilities ····························································
7,107
Total non-current liabilities ···························································· 396,729
Total liabilities ················································································ 714,210
EquityShare capital ···················································································
55,855
Capital surplus ················································································
49,097
Treasury shares ················································································(2,217)Retained earnings ············································································· 335,113
Other components of equity ·································································
50,707
Total equity attributable to owners of parent ········································· 488,557
Non-controlling interests ····································································
19,927
Total equity ················································································ 508,485
Total liabilities and equity ·······································································¥1,222,696* Figures under one million are omitted.

14

Consolidated Statement of Profit or Loss
(For the year ended March 31, 2024)(Millions of yen)
Continuing operations
Revenue ························································································ ¥1,024,540
Cost of sales ·············································································· (804,271)
Gross profit ····················································································
220,268
Selling, general and administrative expenses ········································ (158,411)
Other income ·············································································
7,882
Other expenses ···········································································(3,523)
Share of profit of investments accounted for using equity method ···············
2,056
Operating profit ···············································································
68,272Finance income ··········································································
2,878
Finance costs ·············································································(4,438)
Profit before tax ···············································································
66,712
Income tax expense ·····································································(20,565)
Profit from continuing operations ··························································
46,146
Discontinued operations
Loss from discontinued operations ·························································(11)
Profit ·······························································································
46,135
Profit attributable to
Owners of parent ··············································································
Non-controlling interests ····································································
Profit····························································································* Figures under one million are omitted.

15

44,3601,774¥46,135

Non-Consolidated Balance Sheet(As of March 31, 2024)(Millions of yen)
Assets:Current assets
Cash and deposits ············································································· ¥21,84555
Trade notes receivable ·······································································
42,154
Trade accounts receivable ···································································
2,427
Merchandise and finished goods ····························································
21
Work in process ···············································································
3,472
Raw materials and supplies ··································································
908
Prepaid expenses ··············································································
32,597
Short-term loans receivable ·································································
7,762
Other accounts receivable ···································································
2,536
Others ··························································································(700)
Allowance for doubtful accounts ···························································
Total current assets ···································································· 113,080
Fixed assets
Property, plant and equipment
21,274
Buildings ·······················································································
2,642
Structures ······················································································
27,595
Machinery and equipment ···································································
86
Vehicles ························································································
849
Tools, furniture and fixtures ·································································
34,331
Land ····························································································
9,490
Lease assets ····················································································
35,065Construction in progress ·····································································
Total property, plant and equipment ··············································· 131,336
Intangible fixed assets ········································································
6,537
Investments and other assets
50,720Investment securities ·········································································
Stocks of subsidiaries and associates ······················································· 305,838
26
Investments in capital ········································································
2,627
Investments in capital of subsidiaries and associates ····································
8,092
Long-term loans receivable··································································
75
Distressed receivables ········································································
187
Long-term prepaid expenses ································································
3,043
Prepaid pension cost ··········································································
1,307
Others ··························································································(204)
Allowance for doubtful accounts ···························································
Total investments and other assets ·················································· 371,715
Total fixed assets ······································································· 509,588
Total assets ·············································································· ¥622,669* Figures under one million are omitted.

16

(As of March 31, 2024)(Millions of yen)
Liabilities:
Current liabilities
Trade notes payable ··········································································¥142
15,503
Trade accounts payable ······································································
93,409
Short-term bank loans ········································································
1,773
Lease obligations ·············································································
13,284
Other accounts payable ······································································
153
Accrued expenses ·············································································
224
Deposits received ·············································································
10
Notes of facilities payable ···································································
99
Reserve for bonuses to directors and corporate auditors ·································
Others ··························································································
552
Total current liabilities ································································ 125,153
Non-current liabilities
Bonds payable ················································································· 100,000
Long-term bank loans ········································································ 151,217
8,527
Lease obligations ·············································································
12,081
Deferred tax liabilities········································································
562
Deferred tax liabilities for land revaluation ···············································
242
Reserve for retirement allowances··························································
314
Provision for loss on business of subsidiaries and associates ···························
1,464
Others ··························································································
Total non-current liabilities ·························································· 274,410
Total liabilities ·········································································· 399,564
Net assets:
Shareholders’ equity ········································································ 211,714
55,855
Common stock ··········································································
59,414
Capital surplus ·········································································
Legal capital surplus ·······························································
57,333
Other capital surplus ·······························································
2,080
Retained earnings ······································································
98,661
Legal retained earnings ····························································
2,617
96,043
Other retained earnings ····························································
5,988
Reserve for advanced depreciation of fixed assets ·······················
10
Reserve for special depreciation ············································
835
Reserve for dividend equalization ··········································
250
Reserve for retirement allowances ·········································
13,259General reserve ·······························································
75,700Retained earnings brought forward ·········································
Treasury stock ··········································································(2,217)
Evaluation and foreign currency adjustments ······································
11,197
19,552Net unrealized gains on available-for-sale securities ····························
10
Net deferred losses on hedges ························································
Revaluation reserve for land ·························································(8,365)
193
Share warrant ·············································································
Total net assets ·········································································· 223,105
Total liabilities and net assets ························································ ¥622,669* Figures under one million are omitted.

17Non-Consolidated Statement of Income(For the year ended March 31, 2024)(Millions of yen)
Net sales ··························································································· ¥145,511
Cost of sales ······················································································ 129,185
Gross profit ···················································································
16,325
Selling, general and administrative expenses ··············································
22,573Operating loss ················································································(6,248)Non-operating income
Interest and dividends income·······························································
Others ··························································································
Non-operating expenses
Interest expense ···············································································
Others ··························································································
Ordinary income ·······································································
Extraordinary income
Gain on bargain purchase ····································································
Gain on sale of investment securities ······················································
Gain on sale of shares of subsidiaries and associates ····································
Others ··························································································
Extraordinary losses
Loss on sales and retirement of fixed assets ···············································
Others ··························································································
Profit before income taxes ·····································································
Income taxes current ·············································································
Income taxes deferred ············································································
Profit ·······························································································* Figures under one million are omitted.

18

23,025
5,181
1,352
3,717
16,888

968
761
68
55
308
321
18,111(1,568)261¥19,418