Code No. 1662
June 5, 2024
Michiro Yamashita, President
Japan Petroleum Exploration Co., Ltd. (JAPEX)
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
To All Shareholders:

Notification of the Convocation to
the 54th Ordinary General Meeting of the Shareholders
The 54th Ordinary General Meeting of the Shareholders of Japan Petroleum Exploration Co., Ltd. (hereinafterreferred to as the “JAPEX”) will be held according to the details below, and we kindly ask for your attendance.
In convening this general meeting of shareholders, JAPEX has taken measures for electronic provision for the
information contained in the Reference Documents for Shareholders’ Meeting (matters subject to the measures forelectronic provision), and posted such information on the websites below on the Internet. Please access the sites
to confirm the details.
[JAPEX website]
https://www.japex.co.jp/en/ir/library/shareholdersmtg/[Tokyo Stock Exchange’s website (Listed Company Search)]https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show(Please access the website shown above, and enter “Japan Petroleum Exploration” in the “Issue name (company
name)” field, or JAPEX’s security code, “1662,” in the “Code” field, and press “search.” On the search results
page, please select “Basic information” followed by “Documents for public inspection/PR information.” Pleasechoose “Notice of General Shareholders Meeting/Informational Materials for a General Shareholders Meeting”
from “Filed information available for public inspection,” and access and confirm the information you are searchingfor.)[General Shareholders’ Meeting document website]
https://d.sokai.jp/1662/teiji/
If you are unable to attend the meeting, you may exercise your voting rights through a written document (Voting
Rights Exercise Form) or by electronic means (via the Internet). Please read the attached “Reference Documents
for Shareholders’ Meeting,” and exercise your voting rights after referring to “4. Guidance on the Exercise of
Voting Rights” on the following page, prior to 5:35 p.m., Tuesday, June 25, 2024.
Thank you very much for your attention and cooperation.

NOTE: This document is an abridged translation of the Japanese “Notification of the Convocation to the 54th
Ordinary General Meeting of the Shareholders,” “Reference Documents for Shareholders’ Meeting” and“Financial Report” of JAPEX. This translation is intended for reference and convenience purposes only. In
the event of any discrepancy between this translation and the Japanese original, the original shall prevail.
JAPEX does not guarantee the accuracy and/or the completeness of this translation and shall have no liability
for any errors or omissions therein.

1Details:
1. Date and Time:
2. Location:
3. Agenda:
Announcements:

10:00 a.m., June 26, 2024 (Wednesday)
Station Conference Tokyo “Sapia Hall” (Sapia Tower 5F)
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
1) Business report and consolidated financial report of the 54th Term (from April 1,
2023 to March 31, 2024), and audit reports from the accounting auditor andBoard of Corporate Auditors on the consolidated financial report2) Financial report of the 54th Term (from April 1, 2023 to March 31, 2024)

Resolution items:
Item 1:
Appropriation of Surplus
Item 2:
Partial Amendments to Articles of Incorporation
Item 3:
Election of Eleven (11) Directors
Item 4:
Election of Two (2) Corporate Auditors
Item 5:
Payment of Bonuses to Directors
Item 6:
Revision of the Amount of Compensation for Directors
Item 7:
Re-establishment of Compensation Framework for the Performance-linked Share-based
Compensation Plan for Directors, etc.

4. Guidance on the Exercise of Voting Rights[Exercise of Voting Rights in Writing (Voting Rights Exercise Form)]
Please indicate your approval or disapproval of each proposition on the enclosed Voting Rights Exercise
Form and then send it back so that it reaches us no later than 5:35 p.m., Tuesday, June 25, 2024.
[Exercise of Voting Rights by Electronic Means (via the Internet)](1) To exercise your voting rights via the Internet, you must use the following voting service website(https://soukai.mizuho-tb.co.jp/) designated by the Company. You are cordially requested to exercise yourvoting rights via the Internet prior to 5:35 p.m., Tuesday, June 25, 2024.
(2) Please register your approval or disapproval of each proposition, by using the code and password provided
on your Voting Rights Exercise Form enclosed herewith and following the directions on the screen. Pleasecheck the “Guidance on the Exercise of Voting Rights via the Internet, etc.” shown on page 3 of this noticefor the details.
[Treatment of Voting Rights Exercised Repeatedly](1) If you exercise your voting rights both in writing and via the Internet, we will only accept the exercise ofyour voting rights via the Internet as valid.
(2) If you exercise your voting rights more than once via the Internet, we will only accept the last exercise ofyour voting rights as valid.
END*Upon your arrival at the Ordinary General Meeting of Shareholders, please submit the enclosed Voting Rights Exercise Formto the venue reception. Thank you.
*Among the matters subject to the measures for electronic provision, the following matters are not described in the documents
to be delivered to shareholders who have requested delivery of the document in paper-based format in accordance with laws
and regulations and with Article 17 of the Company’s Articles of Incorporation.
1) “(5) System to Ensure Proper Business Operations and the State of Its Operation” and “(6) Basic Policy on Control of
the Company” included in “2. Current State of the Company” of the business report
2) “Consolidated Statement of Changes in Equity” and “Notes to Consolidated Financial Statements” of the consolidated
financial report
3) “Statement of Changes in Equity” and “Notes to Financial Statements” of the financial report
The business report, consolidated financial report and financial report audited by Corporate Auditors include items 1) to 3)
above.
The consolidated financial report and financial report audited by the Accounting Auditor include items 2) and 3) above.
*If there are any modifications to the matters subject to the measures for electronic provision, notice to that effect will be
posted to the above Internet websites, along with the unmodified and modified information.
*The results of this general meeting of shareholders will be posted on the JAPEX website after the meeting.

2

Guidance on the Exercise of Voting Rights via the Internet, etc.
How to scan the login QR code
“Smart Voting”
You can log in to the website for exercising voting rights without entering your code for the exercise of voting
rights and password.
1 Please scan the QR code printed at the bottom right of the Voting Rights Exercise Form.
* “QR code” is a registered trademark of DENSO WAVE INCORPORATED.
2 Thereafter, please follow the instructions shown on the screen to register your approval or disapproval ofeach proposition.
You can exercise your voting rights by “Smart Voting” ONCE ONLY.
If you wish to change your vote after you have exercised your voting rights, please access the website for PCs,and log in by entering your “code for the exercise of voting rights” and “password” printed on the Voting Rights
Exercise Form, to exercise your voting rights again.
* If you scan the QR code again, you will be transferred to the website for PCs.
How to enter your code for the exercise of voting rights and password
The website for exercising voting rights:
https://soukai.mizuho-tb.co.jp/
1 Please access the website for exercising voting rights.
2 Please enter your “code for the exercise of voting rights,” which is printed on the Voting Rights Exercise
Form.
3 Please enter your “password,” which is printed on the Voting Rights Exercise Form.
4 Thereafter, please follow the instructions shown on the screen to register your approval or disapproval ofeach proposition.
If you have any questions about how to use your PC, smartphone, or mobile phone to exercise your voting rights
via the Internet, please call the number below.
Internet Helpline: Stock Transfer Agency Department of Mizuho Trust & Banking Co., Ltd.
Phone: 0120-768-524 (toll free)(Opening hours: 9:00 a.m. to 9:00 p.m., excluding year-end and New Year holidays)
Institutional investors may use the electronic platform for the exercise of voting rights for institutional investors
operated by ICJ Inc.

3

Reference Documents for Shareholders’ Meeting
Item 1: Appropriation of Surplus
JAPEX works to materialize the sustainable enhancement of its corporate value through proactive
investments and an expansion of its business foundation utilizing retained earnings, while distributing the
fruits therefrom to shareholders through dividends. Our basic policy is to pay dividends in line with ourbusiness performance for each fiscal period, with a target consolidated dividend payout ratio of 30%. We will
do our utmost to maintain an annual dividend of 50 yen per share, even if we suffer from a temporary setback
in our business performance due to changes in the business environment and other factors (excluding, however,a fiscal year in which a drastic change in profit attributable to owners of parent is recorded due to extraordinary
income or losses and other special factors, in which case the amount of dividends will be determined inconsideration of the impact).
Based on the above policy, the year-end dividends for the 54th term will be as follows:
Details Concerning the Year-End Dividends(1) Type of dividend property: Money(2) Distribution and total amount of dividend property:
175 yen per share of common stock
Total amount of dividends: 9,261,768,250 yen(3) Effective date of distribution of surplus: June 27, 2024

4

Item 2: Partial Amendments to Articles of Incorporation
1. Reason for the amendments
Necessary changes will be made to Article 25 (Convener and Chairman of the Board of Directors
Meeting) of the current Articles of Incorporation in order to provide flexibility in the operation of the Boardof Directors by having the person with the authority to convene a meeting of the Board of Directors and thechairman of a meeting of the Board of Directors selected by the Board of Directors, instead of designatingthem in advance in the Articles of Incorporation.
2. Details of the amendments
The proposed amendments will be made as per the table below.
Current Articles of Incorporation(Convener and Chairman of the Board of Directors
Meeting)
Article 25
1. Unless otherwise prescribed in the laws andregulations, the President shall convene, andact as a chairman of, any meeting of the Boardof Directors.
2. If the President is absent or unable to act aschairman of a meeting of the Board of
Directors, any other Director shall act aschairman according to the procedurepreviously determined by the Board of
Directors.

5(Amendments are underlined)
Proposed Amendments(Convener and Chairman of the Board of Directors
Meeting)
Article 25
1. Unless otherwise prescribed in the laws andregulations, a Director previously determinedby the Board of Directors shall convene, andact as a chairman of, any meeting of the Boardof Directors.
2. If the Director determined pursuant to thepreceding paragraph is absent or unable to act
as chairman of a meeting of the Board of
Directors, any other Director shall act aschairman according to the procedurepreviously determined by the Board of
Directors.

Item 3: Election of Eleven (11) Directors
Upon the closing of this general meeting of shareholders, the terms of office of all Directors, Osamu
Watanabe, Masahiro Fujita, Yoshitaka Ishii, Michiro Yamashita, Toshiaki Nakajima, Kazuhiko Tezuka, Tetsuo
Ito, Yukari Yamashita, Hideichi Kawasaki, Kumiko Kitai and Yoshikuni Sugiyama will expire. We kindly ask
our shareholders to elect a total of eleven (11) Directors.
The candidates for Director are as listed below:
JAPEX
Name
CandidatesharesBriefhistory,
Positionandresponsibilities
in
JAPEX
No.
(Date of birth)
owned
April 1977 Joined Ministry of International Trade and Industry(MITI)
Director-General of Trade and Economic Cooperation
July 2008
Bureau, Ministry of Economy, Trade and Industry(METI)
Nov. 2010 Executive Officer at SUMITOMO CORPORATION
Representative Director, Executive Vice President atJune 2018
SUMITOMO CORPORATION
Masahiro Fujita(November 12, 1954) April 2019 Representative Director, Assistant to President and CEO 13,205
at SUMITOMO CORPORATION
sharesRenominatedRepresentative Director, Executive Vice President atJune 2019
JAPEX
Representative Director, President, Chief Executive
Oct. 2019
Officer
April 2024 Representative Director, Chairman
1(up to the present date)<Significant positions concurrently held>
Director at JAPEX Offshore, Ltd.
[Number of years served as Director]
Five years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Director]
In addition to having distinguished insights through extensive administrative experience including
energy administration in government positions and a management career in other private sectors doing
international resource and energy business, Masahiro Fujita has held the position of Representative
Director and President at JAPEX in the period between 2019 and 2024, significantly contributing to theGroup’s business development. Since assuming the position of Chairman, he has appropriately provided
management guidance from a broader perspective; therefore, we have continuously nominated him as a
candidate for Director.

6

Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX
April 1982
June 2005
April 2010

2

JAPEX
sharesowned

Joined JAPEX
General Manager of Corporate Planning Dept.
Vice President of Environment and Innovative
Technology Projects Division
June 2011
Vice President of Environment and Innovative
Technology Projects Division
Michiro Yamashita June 2013
Executive Officer
7,806(October 27, 1959)
June 2016
Managing Executive Officer
sharesJune 2018
Director, Managing Executive Officer
RenominatedApril 2022 Director, Senior Managing Executive Officer
April 2024 Representative Director, President, Chief Executive
Officer(up to the present date)<Significant positions concurrently held>
President at JAPEX Offshore, Ltd.
President at JAPEX Garraf Ltd.
[Number of years served as Director]
Six years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Director]
Michiro Yamashita has extensive experience in and knowledge of operations in the areas of our finance& accounting division. Currently serving as Representative Director, President and Chief Executive
Officer, he has helmed the Group’s business development; therefore, we have continuously nominatedhim as a candidate for Director.

7

Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX
April 1981
April 2010

3

JAPEX
sharesowned

Joined JAPEX
General Manager of Technical Dept., Nagaoka Division
OfficeJune 2014
Executive Officer, General Manager of Nagaoka
Division Office, Domestic Project Division
April 2017 Executive Officer, General Manager of Nagaoka District
OfficeJune 2017Managing Executive Officer, General Manager ofNagaoka District OfficeNov. 2017 Managing Executive Officer, Vice President of Interregional Gas Supply Division and Vice President ofSoma Project Division
Yoshitaka Ishii June 2018
Director, Managing Executive Officer, President of
6,943(April 3, 1957)
Inter-regional Gas Supply Division and President ofsharesSoma Project Division
RenominatedOct. 2018
Director, Managing Executive Officer, President ofInter-regional Gas Supply Division and President ofSoma Project & Power Business Division
June 2020
Director, Senior Managing Executive Officer, Presidentof Power Business Division
June 2021
Representative Director, Executive Vice President,
President of Power Business Division(up to the present date)<Significant positions concurrently held>
President at Fukushima Gas Power Co., Ltd.
Job Executer at Abashiri Biomass Power 2 LLC
Job Executer at Abashiri Biomass Power 3 LLC[Number of years served as Director]
Six years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Director]
In addition to specializing in drilling technology in the oil and mining industries, Yoshitaka Ishii has
extensive experience in and knowledge of our domestic project division. Currently assisting thePresident as Representative Director and Executive Vice President, while also being in charge of theSecretary Office and serving as President of the Power Business Division, he has significantly
contributed to the Group’s business development; therefore, we have continuously nominated him as a
candidate for Director.

8

Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX

April 1986
June 2010
Toshiaki Nakajima June 2011
(May 1, 1962)
June 2019
June 2021
RenominatedJune 2022

4

5

JAPEX
sharesowned

Joined JAPEX
General Manager of Corporate Planning Dept.
General Manager of Corporate Strategy Dept.
4,451
Executive Officer
sharesManaging Executive Officer
Director, Managing Executive Officer(up to the present date)[Number of years served as Director]
Two years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Director]
Toshiaki Nakajima has extensive experience in and knowledge of operations in the areas of our finance& accounting and corporate strategy divisions. Currently serving as Director and Managing Executive
Officer in charge of the Corporate Communication Office and the Corporate Strategy Dept., he hassignificantly contributed to appropriate administration and management of JAPEX; therefore, we havecontinuously nominated him as a candidate for Director.
Dec. 1983
Joined JAPEX
June 2005
General Manager of Development & Engineering
Laboratory, Research Center
June 2011
General Manager of Development & Engineering
Laboratory, Research Center, Technical Division
April 2014 General Manager of Advanced Technology Laboratory,
Research Center, Technical Division
Kazuhiko Tezuka June 2014
General Manager of Research Center, Technical
3,422(November 6, 1960)
DivisionsharesJune 2020
Executive Officer, President of Technical Division
RenominatedApril 2022 Managing Executive Officer, President of Technical
Division
Director, Managing Executive Officer, President ofJune 2023
Technical Division(up to the present date)<Significant positions concurrently held>
Director at JGI, Inc.
Director at JAPEX Offshore, Ltd.
[Number of years served as Director]
One year[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
10 out of 10 meetings (100%)[Reasons for nomination as a candidate for Director]
In addition to specializing in research and development related to the exploration of crude oil, natural
gas and other energy resources, Kazuhiko Tezuka has extensive experience in and knowledge of
operations in the areas of our research divisions. Currently serving as Director, Managing Executive
Officer and President of Technical Division, he has significantly contributed to the Group’s businessdevelopment. We expect JAPEX management will benefit from his experience and knowledge, and havecontinuously nominated him as a candidate for Director.

9Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX
April 1988
June 2012

6

7

JAPEX
sharesowned

Joined JAPEX
General Manager of Administration Dept., Hokkaido
District Office, Domestic Project Division
Jiro Funatsu
535
June 2013
General Manager of Administration Dept.
(August 4, 1964)
sharesJune 2018
General Manager of Administration & Legal Dept.
Newly nominated July 2020
General Manager of Human Resources Dept.
April 2023 Executive Officer
April 2024 Managing Executive Officer(up to the present date)[Number of years served as Director]—[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]—[Reasons for nomination as a candidate for Director]
Jiro Funatsu has extensive experience in and knowledge of operations in the areas of our internal control,
administration & legal, and human resources divisions. Currently serving as Managing Executive
Officer and in charge of Administration & Legal Dept. and Human Resources Dept., he has significantly
contributed to appropriate administration and management of JAPEX. We expect JAPEX management
will benefit from his experience and knowledge, and have therefore newly nominated him as a candidate
for Director.
April 1975 Appointed prosecutor
June 2001
Head of Special Investigation Force, Tokyo District
Public Prosecutors OfficeJan. 2009
Deputy Prosecutor-General, Supreme Public Prosecutors
OfficeTetsuo Ito
April 2011 Recorded attorney (Daiichi Tokyo Bar Association)(March 15, 1948)(up to the present date)—
April 2011 Of Counsel at Nishimura & Asahi
RenominatedJune 2016
Director at JAPEX(up to the present date)July 2023
Attorney at Sawayaka Law Office(up to the present date)<Significant positions concurrently held>
Attorney at Sawayaka Law Office[Number of years served as Director]
Eight years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Outside Director and outline of expected roles]
Although Tetsuo Ito has no experience of being directly involved in corporate management, he has
extensive knowledge and experience as a legal and risk management specialist. Currently serving as an
Outside Director, he has supervised and provided wide-ranging proposals for JAPEX management. We
continuously expect him to accurately identify business challenges JAPEX faces, and pose questions
that contribute to reasonable and appropriate decision-making; and therefore, have renominated him asa candidate for Outside Director.
In addition, if Tetsuo Ito is appointed as an Outside Director, he is expected to assume responsibility forsupervising the process of selecting candidates for officer and determining officer compensation froman objective and neutral standpoint as a member of the Nomination and Compensation Advisory
Committee.

10Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEXOct. 1985
June 2011

8

9

JAPEX
sharesowned

Joined The Institute of Energy Economics, Japan
Board Member, Unit Manager of Global Environment &Sustainable Development Unit at The Institute of Energy
Economics, Japan
July 2011
Board Member, Director, Charge of Energy Data andModelling Center at The Institute of Energy Economics,
Yukari YamashitaJapan(October 23, 1959)—
June 2019
Director at JAPEX(up to the present date)RenominatedManaging Director, Charge of Energy Data andJune 2020
Modelling Center at The Institute of Energy Economics,
Japan(up to the present date)<Significant positions concurrently held>
Managing Director, Charge of Energy Data and Modelling Center at
The Institute of Energy Economics, Japan[Number of years served as Director]
Five years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
13 out of 14 meetings (93%)[Reasons for nomination as a candidate for Outside Director and outline of expected roles]
Although Yukari Yamashita has no experience of being directly involved in corporate management, she
has extensive knowledge through her research activities in a research lab studying energy economics
and energy and environmental policy, etc. Currently serving as an Outside Director, she has supervised
and provided wide-ranging proposals for JAPEX management. We continuously expect her to provide
us with valuable proposals that will be beneficial for JAPEX to aim for its long-term development as anintegrated energy company; and therefore, have renominated her as a candidate for Outside Director.
In addition, if Yukari Yamashita is appointed as an Outside Director, she is expected to assume
responsibility for supervising the process of selecting candidates for officer and determining officer
compensation from an objective and neutral standpoint as a member of the Nomination andCompensation Advisory Committee.
April 1970 Joined Oki Electric Industry Co., Ltd.
April 2001 Executive Officer at Oki Electric Industry Co., Ltd.
April 2004 Senior Vice President at Oki Electric Industry Co., Ltd.
June 2005
Managing Director at Oki Electric Industry Co., Ltd.
Hideichi Kawasaki April 2009 Vice President, Representative Director at Oki Electric
1,000
Industry Co., Ltd.
(January 10, 1947)
sharesJune 2009
President, Representative Director at Oki Electric
RenominatedIndustry Co., Ltd.
April 2016 Chairman of the Board, Representative Director at Oki
Electric Industry Co., Ltd.
June 2018
Chairman of the Board at Oki Electric Industry Co., Ltd.
June 2020
Director at JAPEX(up to the present date)[Number of years served as Director]
Four years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Outside Director and outline of expected roles]
Hideichi Kawasaki has distinguished insights regarding corporate management, in general, through his
extensive corporate management experience at an entity engaged in global operations intelecommunications and other fields. Currently serving as an Outside Director, he has supervised andprovided wide-ranging proposals for JAPEX management. We continuously expect him to provide us
with valuable proposals in addressing various business challenges JAPEX faces, based on his extensive
experience; and therefore, have renominated him as a candidate for Outside Director.
In addition, if Hideichi Kawasaki is appointed as an Outside Director, he is expected to assume
responsibility for supervising the process of selecting candidates for officer and determining officer
compensation from an objective and neutral standpoint as a member of the Nomination andCompensation Advisory Committee.
11Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX
April 1976
July 1999
Aug. 2005

10

JAPEX
sharesowned

Joined Ministry of Labor
Deputy Governor of Shizuoka Prefecture
Director General of Equal Employment, Children andFamilies Bureau, Ministry of Health, Labour andWelfareSept. 2006 Director General of Secretariat, Central Labour
Relations Commission
Kumiko Kitai
Aug. 2007 Executive Director of Japan Industrial Safety and Health(October 29, 1952)
Association—
April 2012 Recorded attorney (Daini Tokyo Bar Association)
Renominated(up to the present date)July 2014
Attorney at Kachidoki Law Office(up to the present date)June 2022
Director at JAPEX(up to the present date)<Significant positions concurrently held>
Attorney at Kachidoki Law Office
Independent Auditor at OSAKI ELECTRIC CO., LTD.
[Number of years served as Director]
Two years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
14 out of 14 meetings (100%)[Reasons for nomination as a candidate for Outside Director and outline of expected roles]
Although Kumiko Kitai has no experience of being directly involved in corporate management, she has
distinguished insights gained through her extensive administrative experience primarily in the areas oflabor administration in government positions, etc., as well as extensive knowledge of labor legislation,and of other laws and risk management. Currently serving as an Outside Director, she has provided
wide-ranging proposals regarding various challenges JAPEX faces, including human resources strategy
and health management. We continuously expect her to supervise and provide wide-ranging proposals
for JAPEX management from the viewpoint of a legal and risk management expert, and have therefore
renominated her as a candidate for Outside Director.

12

Candidate
No.

Name
(Date of birth)

Brief history, Position and responsibilities in JAPEX
April 1978
June 2010
June 2011

11

JAPEX
sharesowned

Joined The Yomiuri Shimbun
Director at The Yomiuri Shimbun Tokyo Head OfficeDirector at The Yomiuri Shimbun Holdings(up to the present date)June 2011
Managing Director at The Yomiuri Shimbun Tokyo
Head Office
June 2012
Senior Managing Director at The Yomiuri Shimbun
Tokyo Head Office
June 2014
Representative Director, President at The Yomiuri
Shimbun Seibu Head Office
Yoshikuni
June 2015
Representative Director, President at The Yomiuri
Sugiyama(October 11, 1954)
Shimbun Osaka Head Office—
June 2019
Board Director at Nippon Television Holdings, Inc.
RenominatedJune 2020
Representative Director, President at Nippon Television
Holdings, Inc.
June 2022
Director at JAPEX(up to the present date)Representative Director, Chairman at Nippon Television
June 2022
Holdings, Inc.
(up to the present date)<Significant positions concurrently held>
Representative Director, Chairman at Nippon Television Holdings,
Inc.
Representative Director, Chairman at NTV Network Corporation
Director at The Yomiuri Shimbun Holdings[Number of years served as Director]
Two years[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]
12 out of 14 meetings (86%)[Reasons for nomination as a candidate for Outside Director and outline of expected roles]
Yoshikuni Sugiyama has distinguished insights and extensive corporate management experience gained
at a newspaper company and other media businesses. Currently serving as an Outside Director, he has
provided wide-ranging proposals from an objective and neutral standpoint regarding necessary measures
for increasing JAPEX’s corporate value, based on domestic and global conditions. We continuously
expect him to supervise JAPEX management and to provide wide-ranging proposals that contribute to
the promotion of JAPEX’s sustainable growth and the enhancement of our medium- to long-term
corporate value, and have therefore renominated him as a candidate for Outside Director.

(Notes) 1. The number of JAPEX shares owned by each candidate includes the number of shares to be delivered after the
candidate’s retirement under the share-based compensation plan.
2. Candidate Michiro Yamashita is concurrently serving as the President of JAPEX Garraf Ltd., with which JAPEX
is engaged in crude oil transactions. In addition, he is concurrently serving as the President of JAPEX Offshore,Ltd., with which JAPEX is entrusted funds via the cash management system. Candidate Yoshitaka Ishii isconcurrently serving as the President of Fukushima Gas Power Co., Ltd., to which JAPEX is providing collateral,
underwrites bonds issued, and has concluded an outsourcing agreement with. In addition, he is concurrently
serving as the Job Executer at Abashiri Biomass Power 2 LLC and Abashiri Biomass Power 3 LLC, to which
JAPEX is providing debt guarantee.
No significant interest-based relationship exists between other candidates for Director and JAPEX.
3. Tetsuo Ito, Yukari Yamashita, Hideichi Kawasaki, Kumiko Kitai and Yoshikuni Sugiyama are candidates for
Outside Director. These five candidates have been registered with the Tokyo Stock Exchange as Independent
Officers, pursuant to the rules of the Exchange, and they are scheduled to continue to be Independent Officers,
subject to the approval of their reappointment under this proposal.
4. JAPEX has concluded a limited liability agreement with Candidates Tetsuo Ito, Yukari Yamashita, Hideichi
Kawasaki, Kumiko Kitai and Yoshikuni Sugiyama to limit their liability as stipulated in Article 423, Paragraph
1, of the Companies Act. The amount of liability under the agreement is limited to the amount provided by laws
and regulations. JAPEX is scheduled to renew this agreement with them, subject to the approval of theirreappointment under this proposal.
5. JAPEX has concluded a directors and officers liability insurance contract stipulated in Article 430-3, Paragraph
1 of the Companies Act with an insurance company, and JAPEX bears the entire premium. If the appointment ofeach candidate for Director is approved as proposed under this proposal, they shall be included as the insured
under the said insurance contract. JAPEX plans to renew this insurance contract under the same conditions, atthe next renewal.
6. The registered name of Yukari Yamashita is Yukari Niwa. This document adopts the name she uses in her business13

duties.
7. Regarding JAPAN POST Co., Ltd., for which Candidate Yoshikuni Sugiyama had served as Outside Director
since June 2018 to June 2020, it received business suspension order, business improvement order, etc. from the
Ministry of Internal Affairs and Communications and the Financial Services Agency in December 2019 due toits inappropriate insurance sales practices, etc. He was not involved in any of the actions that were subject toreprimand and he successfully fulfilled his duties as Outside Director, by contributing to the clarification of thefacts and development of the measures to prevent recurrence.

14

Item 4: Election of Two (2) Corporate Auditors
Upon closing of this general meeting of shareholders, Corporate Auditors Mitsuyoshi Nakamura andHiroshi Motoyama are scheduled to resign from office. We kindly ask our shareholders to elect two (2)Corporate Auditors.
The candidates for Corporate Auditor are as listed below.
As a candidate for Corporate Auditor, Shinichi Takahata is to be elected as a substitute for Corporate Auditor,
Mitsuyoshi Nakamura, his term of office shall, pursuant to the provisions of the Company’s Articles ofIncorporation, expire at the original expiry of the term of office of Corporate Auditor, Mitsuyoshi Nakamura.
The Board of Corporate Auditors consented to this proposal.
JAPEX
Name
CandidatesharesBrief history, Position in JAPEX
No.
(Date of birth)
owned
April 1984 Joined JAPEX
Feb. 2016
General Manager of Technical Planning & Coordination
Dept., Technical Division
Shinichi Takahata
2,700
June 2019
Executive Officer, Vice President of Technical Division(June 24, 1961)
June 2020
Executive Officer, General Manager of Nagaoka District shares
Newly nominatedOfficeApril 2023 Advisor to President, Assistant of the executive in chargeof Corporate Strategy Dept.
(up to the present date)[Number of years served as Corporate Auditor]—
1[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]—[Attendance at the Board of Corporate Auditors meetings held in the fiscal year ended March 31,
2024]—[Reasons for nomination as a candidate for Corporate Auditor]
In addition to specializing in crude oil and natural gas exploration, Shinichi Takahata has extensive
experience in and knowledge of our domestic project division. We expect JAPEX audit will benefit fromhis experience and knowledge, and have therefore newly nominated him as a candidate for Corporate
Auditor.

15

Candidate
No.

Name
(Date of birth)

Brief history, Position in JAPEX and Significant Positions
Concurrently Held
Nov. 1974

2

JAPEX
sharesowned

Joined Tetsuzo Ota Audit Office (later Ernst & Young
ShinNihon LLC)
Recorded certified public accountant
Sep. 1978(up to the present date)Representative Partner at Ota Showa Audit Corporation
May 1998(later Ernst & Young ShinNihon LLC)
Managing Executive Partner at Ernst & Young
June 2006
ShinNihon Audit Corporation (later Ernst & Young
Yoshitaka Kato
ShinNihon LLC)
(September 17, 1951)
Aug. 2008 Chairman and CEO at Ernst & Young ShinNihon LLC—
OutsideCorporate
Auditorat
Sumitomo
ChemicalJune
2015
Newly nominatedCompany, Limited(up to the present date)Outside Corporate Auditor at Mitsui Fudosan Co., Ltd.
June 2015
Outside Audit & Supervisory Board Member atJune 2016
SUMITOMO CORPORATION (up to the present date)<Significant positions concurrently held>
Outside Corporate Auditor at Sumitomo Chemical Company, Limited
Outside Audit & Supervisory Board Member at SUMITOMOCORPORATION[Number of years served as Corporate Auditor]—[Attendance at the Board of Directors meetings held in the fiscal year ended March 31, 2024]—[Attendance at the Board of Corporate Auditors meetings held in the fiscal year ended March 31,
2024]—[Reasons for nomination as a candidate for Outside Corporate Auditor]
Although Yoshitaka Kato has no experience of being directly involved in corporate management, he has
specialist knowledge and extensive experience in finance, accounting, taxation, and risk management
through his organizational management as Chairman and CEO of an audit firm and his many years ofwork as a certified public accountant. For these reasons, we have judged that he is able to carry out
audits of the execution of duties by Directors, and have therefore newly nominated him as a candidate
for Outside Corporate Auditor.

(Notes) 1. No significant interest-based relationship exists between each candidate for Corporate Auditor and JAPEX.
2. Yoshitaka Kato is a candidate for Outside Corporate Auditor. Although he was formerly a member of the audit
firm (currently Ernst & Young ShinNihon LLC) that is the Company’s accounting auditor, he has never been
directly involved in JAPEX’s accounting audits, and approximately 10 years have passed since he retired fromthe audit firm in June 2014. He also satisfies the independence standards set forth by JAPEX and the Tokyo
Stock Exchange. We have judged that he is able to supervise the management of the Company from an
independent standpoint. He is scheduled to be registered with the Tokyo Stock Exchange as Independent Officer,
pursuant to the rules of the Exchange, subject to the approval of his appointment under this proposal.
3. If the appointment of Candidate Yoshitaka Kato is approved as proposed under this proposal, JAPEX intends toconclude, pursuant to the provisions of Article 427, Paragraph 1 of the Companies Act, a limited liability
agreement with him to limit his liability as stipulated in Article 423, Paragraph 1 of the same Act. The amountof liability under the agreement is limited to the amount provided by laws and regulations.
4. JAPEX has concluded a directors and officers liability insurance contract stipulated in Article 430-3, Paragraph
1 of the Companies Act with an insurance company, and JAPEX bears the entire premium. If the appointment ofeach candidate for Corporate Auditor is approved as proposed under this proposal, they shall be included as theinsured under the said insurance contract. JAPEX plans to renew this insurance contract under the same
conditions, at the next renewal.

16

Item 5: Payment of Bonuses to Directors
In consideration of the business performance, etc. of the fiscal year ended March 31, 2024, the Company
proposes to pay a total bonus amount of 68,479,000 yen to the seven (7) Directors that are not Outside
Directors (of the total of twelve (12) Directors) tenured during the fiscal year ended March 31, 2024.
Since this proposal is in line with the policy, etc. on determination of the amount of compensation, etc. for
Directors, which has already been decided at the Board of Directors following deliberations at the Nomination
and Compensation Advisory Committee, we believe that it is appropriate.

17

Item 6: Revision of the Amount of Compensation for Directors
The amount of compensation for Directors of JAPEX was resolved at the 52nd Ordinary General Meetingof Shareholders held on June 28, 2022, to be up to 50 million yen monthly (including up to 5 million yen
monthly for Outside Directors), and has remained unrevised to date. However, due to the increasing roles andresponsibilities of Outside Directors in order to enhance the Group’s corporate value and the need to securetalented outside personnel with diverse abilities, we kindly ask our shareholders to revise the portion for
Outside Directors in the total amount of compensation for Directors to be up to 6 million yen monthly.
Since this proposal is in line with the policy, etc. on determination of the amount of compensation, etc. for
Directors, which has already been decided at the Board of Directors following deliberations at the Nomination
and Compensation Advisory Committee, we believe that it is appropriate.
The amount of compensation for Directors (including compensation for Outside Directors) shall remain at
an amount up to 50 million yen monthly, and does not include the portion representing employee salaries for
Directors who serve concurrently as employees.
In addition, the number of Directors is currently 11 (including five (5) Outside Directors), and the number
of Directors and the number of Outside Directors will remain unchanged if Item 3 is approved and adopted asoriginally proposed.

18

Item 7: Re-establishment of Compensation Framework for the Performance-linked Share-based
Compensation Plan for Directors, etc.
This proposal requests approval to review the performance-linked share-based compensation plan called
the “Board Benefit Trust (BBT)” (hereinafter referred to as the “Plan”) for the Company’s Directors(excluding Outside Directors; the same shall apply hereinafter in this proposal, unless otherwise indicated)
and Executive Officers who do not concurrently serve as Directors (hereinafter collectively referred to as“Directors, etc.”), which was approved at the 50th Ordinary General Meeting of Shareholders held on June 26,
2020, in order to increase the ratio of performance-linked compensation to total compensation, to function as
an appropriate incentive for improving the Company’s corporate value over the medium and long term, andto further promote value sharing with shareholders.
1. Reason for the proposal and the grounds for considering this proposal to be appropriate
The Company received approval to introduce the Plan at the 50th Ordinary General Meeting of
Shareholders held on June 26, 2020 (the resolution at the above General Meeting of Shareholders ishereinafter referred to as the “Original Resolution”) and it has remained unchanged to this day.
The Company has now decided to review the Plan, with the aim of making it function as an appropriate
incentive for improving the Company’s corporate value over the medium and long term, and to further
promote value sharing with shareholders. Specifically, in light of the above aim, the Company requests
approval to revise the maximum number of points per fiscal year and, in conjunction with this revision, to
set no upper limit on the amount of money to be contributed by the Company to the Trust and to determinea specific calculation method for the amount of compensation, etc. under the Plan, taking into consideration
the impact of stock price fluctuations on the number of shares to be acquired by the Trust.
Like the Original Resolution, the purpose of this proposal is to further clarify the linkage between
compensation for Directors, etc. and the Company’s corporate performance and share value, and to ensurethat not only the benefits of increases in share prices, but also the risk of a decrease in share prices is shared
between Directors, etc. and the shareholders, in order to further motivate Directors, etc. to contribute to theimprovement of the business performance and corporate value of the Company over the medium and longterm. The Company believes that this proposal is appropriate as it is consistent with the Company’s policy
for the determination of the content of compensation, etc. for individual Directors.
The review of the Plan has been deliberated by the Company’s Nomination and Compensation Advisory
Committee. The compensation of the Company’s Directors consists of monthly compensation, bonus, andperformance-linked share-based compensation. The ratio of performance-linked compensation (bonus andperformance-linked share-based compensation) to total compensation is expected to be roughly 30%, after
the revision of the Plan.
This proposal requests the approval of the specific calculation method for the amount and specific detailsof compensation, etc. to provide Directors of the Company with the compensation based on the Plan,
separately from the amount of compensation for Directors, which is being proposed for approval as Item
6. The details of the Plan shall be decided by the Board of Directors, within the framework of Section 2
below.
The number of Directors eligible to benefit from the Plan will be six (6), if Item 3 is approved andadopted as originally proposed.
2. Specific calculation method for the amount and specific details of compensation, etc. for the Plan
(Underlines indicate major changes.)(1) Outline of the Plan
The Plan is a performance-linked share-based compensation plan under which the Company’s sharesare acquired through a trust, using money contributed by the Company as the financial funds (hereinafter
the trust that is established based on the Plan is referred to as the “Trust”), and Directors, etc. are provided
with the Company’s shares and an amount of money equivalent to the market value of the Company’s
shares (hereinafter referred to as the “Company’s Shares, etc.”) through the Trust, in accordance with theRules on Provision of Shares to Officers established by the Company. The Directors, etc. shall receive theCompany’s Shares, etc. upon their retirement from office, in principle.
(2) Persons eligible for the Plan
Directors (excluding Outside Directors) and Executive Officers who do not concurrently serve as
Directors(3) Trust period
From August 2020 until the termination of the Trust. (With regard to the trust period, we shall not set a
specific date for the termination of the Trust, and the Trust will continue as long as the Plan continues. The
19

Plan will terminate upon the delisting of the Company’s shares or abolition of the Rules on Provision of
Shares to Officers, or in certain other cases.)(4) Trust amountThe Company has introduced the Plan for the three fiscal years from the fiscal year ended March 31,
2021 to the fiscal year ended March 31, 2023 (hereinafter, such three-fiscal-year period is referred to as
the “Initial Period,” while the Initial Period and each five consecutive fiscal year period following theInitial Period are respectively referred to as the “Applicable Period”), as well as each Applicable Periodthat follows. With respect to the Initial Period, the Company has contributed 141 million yen (including 63
million yen for Directors) to the Trust as funds for the acquisition of Company’s shares to provide Directors,
etc. with the Company’s Shares, etc. under the Plan, and established the Trust, the beneficiaries of which
are Directors, etc. who satisfy the requirements for beneficiaries. The Trust acquired 77,600 shares of theCompany’s shares for the Initial Period, using money entrusted by the Company as the source of funds.
Furthermore, after the expiration of the Initial Period, in principle, the Company will reasonably
estimate the number of shares necessary to provide the Company’s Shares, etc. to Directors, etc. under thePlan, and make additional contributions to the Trust of the funds deemed necessary for the Trust to acquire
the shares in advance for each Applicable Period until the termination of the Plan. However, in the casethat such additional contributions are made, if the Company’s shares (excluding the number of theCompany’s shares that have not yet been provided to Directors, etc. equivalent to points granted to themfor each Applicable Period up to the immediately preceding Applicable Period) and money remain in the
Trust (such shares and money are collectively referred to as the “Remaining Shares, etc.”), the Remaining
Shares, etc. shall be allocated to funds necessary for provision under the Plan during the subsequent
Applicable Period, and the amount of the additional contribution shall be calculated after taking into
account the Remaining Shares, etc.
Moreover, the Company shall disclose information in a timely and appropriate manner, in the event ofa decision to make additional contributions.
(5) Acquisition method of the Company’s shares and number of shares to be acquired by the Trust
The Trust shall acquire the Company’s shares through the stock market on which the Company’s sharesare listed, or by way of subscribing to a disposition of the Company’s treasury shares, using the money
contributed in accordance with (4) above as the funds.
Since the maximum number of points to be granted to Directors, etc. is 45,400 points per fiscal year, as
described in (6) below, the maximum number of the Company’s shares to be acquired by the Trust for eachApplicable Period is 227,000 shares.
The details of the acquisition of the Company’s shares by the Trust shall be disclosed in a timely andappropriate manner.
(6) Maximum number of Company’s Shares, etc. to be provided to Directors, etc.
Based on the Rules on Provision of Shares to Officers, the Company shall grant Directors, etc. a
specified number of points determined after having given consideration to factors related to the respective
fiscal years, such as their positions and the Company’s business performance. The total number of points
granted to Directors, etc. per fiscal year shall be limited to 45,400 points (including 18,300 points for
Directors). This was decided based on a comprehensive consideration of the current level of officer
compensation, as well as trends and future prospects, etc. for the number of Directors, etc., and was judged
to be appropriate.
Each point granted to the Directors, etc. shall be converted into one common share of the Company atthe time of the provision of the Company’s Shares, etc., as explained in (7) below (provided, however, inthe case where the Company’s shares become the subject of a share split, allotment of shares without
contribution, or consolidation of shares, etc. after this proposal is approved, the limit on the number ofpoints, accumulated number of points granted, or the conversion rate shall be adjusted in a reasonable
manner, in proportion to the relevant ratio, etc.).
The number of shares equivalent to the maximum number of points granted to Directors, etc. per fiscal
year (45,400 shares), as a percentage of the total number of issued shares (as of March 31, 2024; excluding
treasury shares) is approximately 0.09%.
The number of points for Directors, etc. to be used as the basis for the provision of the Company’s
Shares, etc. described in (7) below shall be the accumulated points granted to Directors, etc. by the time of
their retirement from office, in principle (hereinafter referred to as the “Number of Points Held” for the
points calculated in this manner).

20(7) Provision of the Company’s Shares, etc. and the specific calculation method of the amount ofcompensation, etc.
If a Director, etc. retires from office and fulfills the beneficiary requirements stipulated in the Rules on
Provision of Shares to Officers, the Director, etc. may receive the provision of the Company’s shares fromthe Trust after his/her retirement from office, in accordance with the Number of Points Held as explainedin (6) above, in principle, by completion of the prescribed procedures to become a beneficiary. However,if the requirements stipulated in the Rules on Provision of Shares to Officers are fulfilled, a Director, etc.
can receive monetary provisions equivalent to the market value of the Company’s shares, in place ofprovision of the Company’s shares, for a certain proportion. In this case, the Trust may sell the Company’s
shares in order to make the monetary provisions.
Directors, etc. who have been granted points may not acquire the right to receive provision in whole orin part if any of the matters stipulated in the Rules on Provision of Shares to Officers arise.
The amount of compensation, etc. to be received by a Director shall be based on the total number ofpoints to be granted to the Director at the time the points are granted, multiplied by the book value pershare of the Company’s shares held by the Trust (however, in the event of a share split, allotment of shares
without contribution, or consolidation of shares, etc. of the Company’s shares, reasonable adjustments will
be made in accordance with such ratio, etc.). Furthermore, when deemed appropriate in cases where money
is granted exceptionally, such amount shall be added to the amount of compensation, etc.
(8) Exercising voting rights
Voting rights of the Company’s shares held in the Trust shall not be exercised, without exception, at the
instruction of the trust administrator. This is intended to ensure that the exercise of voting rights of theCompany’s shares held in the Trust is neutral with respect to the management of the Company.
(9) Handling of dividends
The dividends of the Company’s shares held in the Trust shall be received by the Trust, and shall be
used primarily for acquisition of the Company’s shares, or for trust fees to the trustee pertaining to theTrust. Upon any termination of the Trust, any dividends, etc. remaining in the Trust shall be provided to
the Directors, etc. in office at that point in time in a proportionate manner, depending on the number ofpoints respectively held.
(10) Handling of the termination of the Trust
The Trust will terminate in cases such as the delisting of the Company’s shares or abolition of the Rules
on Provision of Shares to Officers.
With regard to the Company’s shares among the residual assets of the Trust at the time of terminationof the Trust, the Company plans to acquire all such shares without consideration, and cancel them byresolution of the Board of Directors. Of the residual assets of the Trust at the time of termination of theTrust, the balance of said money excluding money provided to Directors, etc. in accordance with (9) above,
will be provided to the Company.

21

<Reference: Structure of the Plan>(1) Establishment of the Rules on
Provision of Shares to Officers[Trustor](3) Acquisitionof shares(5) Non-exercise of
voting rights

Acquisition of beneficiary rights(2) Entrustment of money

Directors, etc.

(4) Granting of points

The Company

Trust administrator

Instructions on
non-exercise of voting rights[Trustee]Mizuho Trust & Banking Co., Ltd.
(Re-trusted to theCustody Bank of Japan, Ltd.)The Company’s shares(6) Provision of theCompany’s Shares,
etc.

[Beneficiary]
Directors, etc. who have retired
and satisfy the beneficiary
requirements(1) The Company will establish the Rules on Provision of Shares to Officers within the scope of the framework approved inthis proposal.
(2) The Company will entrust money within the scope approved in this proposal.
(3) The Trust will acquire the Company’s shares through the stock market on which the Company’s shares are listed, or by
way of subscribing to a disposition of the Company’s treasury shares, using the money entrusted as in (2) above as thefunds.
(4) The Company will grant points to Directors, etc. in accordance with the Rules on Provision of Shares to Officers.
(5) The Trust will not exercise voting rights of the Company’s shares held in the Trust in accordance with the instructions of
the trust administrator, who is independent from the Company.
(6) The Trust will provide those individuals who retire from office as Directors, etc. and fulfill the beneficiary eligibility
requirements stipulated in the Rules on Provision of Shares to Officers (hereinafter referred to as the “Beneficiaries”) with
the Company’s shares, according to the number of points granted to the relevant Beneficiary. However, if a Director, etc.
fulfills the requirements stipulated in the Rules on Provision of Shares to Officers, the Company will provide the Director,
etc. with money equivalent to the market price of the Company’s shares, for a certain proportion of the number of granted
points.

END

22

Consolidated Balance Sheet(As of March 31, 2024)(Unit: millions of yen)Accounting titles(Assets)
Current assets
Cash and deposits
Notes and accounts receivable-trade
Contract assets
Securities
Merchandise and finished goods
Work in process
Raw materials and supplies
Other
Allowance for doubtful accounts
Non-current assets
Property, plant and equipment
Buildings and structures
Wells
Machinery, equipment and vehicles
Land
Construction in progress
Other
Intangible assets
Investments and other assets
Investment securities
Long-term loans receivable
Deferred tax assets
Retirement benefit asset
Other
Allowance for doubtful accounts
Allowance for overseas investment loss

Total assets

Amount249,768
169,997
40,790
820
3,000
2,602
40
19,885
12,684(53)
411,160
176,300
43,65070,82624,225
11,53016,003
10,064
5,265
229,593
180,415
1,247
5,738
3,363
39,040(47)(163)

660,928(Amounts truncated to millions of yen)

23

Accounting titles(Liabilities)
Current liabilities
Notes and accounts payable-trade
Current portion of long-termborrowings
Income taxes payable
Contract liabilities
Provision for loss on disaster
Other
Non-current liabilities
Deferred tax liabilities
Retirement benefit liability
Asset retirement obligations
Other
Total liabilities(Net assets)
Shareholders’ equity
Share capital
Retained earnings
Treasury shares
Accumulated other comprehensive
incomeValuation difference on availablefor-sale securities
Deferred gains or losses on hedges
Foreign currency translation
adjustment
Remeasurements of defined
benefit plans
Non-controlling interests
Total net assets
Total liabilities and net assets

Amount49,095
9,520
250
5,309
115
169
33,73074,25841,7393,414
24,687
4,417
123,354404,040
14,288397,846(8,094)
99,862
84,686
8,704
4,881
1,589
33,671
537,574
660,928

Consolidated Statement of Income
From April 1, 2023
To March 31, 2024

(Unit: millions of yen)Accounting titles
Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest income
Dividend income
Share of profit of entities accounted for using
equity method
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Inactive mine administrative expenses
Commitment fees
Provision for loss on disaster
Other
Ordinary profit
Extraordinary income
Gain on sale of non-current assets
Extraordinary losses
Loss on sale of non-current assets
Loss on retirement of non-current assets
Profit before income taxes
Income taxes-current
Income taxes-deferred
ProfitProfit attributable to non-controlling interests
Profit attributable to owners of parent

Amount325,863
238,567
87,296
3,536
28,512
55,247

2,265
4,090
214
7,634
1,495
626
821
320
49
320
1
0
25
10,895
1,172(Amount truncated to millions of yen)24

15,7002,139
68,8081
25
68,784
12,06756,716
3,055
53,661

Consolidated Statement of Changes in Equity
From April 1, 2023
To March 31, 2024

(Unit: millions of yen)
Shareholders’ equity

Balance at beginningof current period

Accumulated other comprehensive income

SharecapitalRetainedearnings

TreasurysharesTotalshareholders’ equity

Valuationdifferenceonavailablefor-salesecurities

14,288362,989(136)

377,141

46,324

Deferred
gains orlosses onhedgesForeigncurrencytranslation
adjustment

(699)

2,275

Total
RemeasureNonTotal
accumu- controllingments ofdefinedlated other interests net assets
benefitcomprehenplans
sive income
590

48,491

31,536457,169

Changes in items
during period
Dividends ofsurplus(18,732)(18,732)(18,732)

Profit attributable toowners of parent

53,66153,66153,661

Change in scope ofequity method

(71)

(71)

(71)

Purchase of treasury
shares(7,973)(7,973)(7,973)

Disposal of treasury
shares15

15

15

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

38,361

9,404

2,606

998

51,371

2,135

53,506－34,857(7,957)

26,89938,361

9,404

2,606

998

51,3712,135

80,405

14,288397,846(8,094)

404,040

84,686

8,704

4,881

1,589

99,862

33,671

537,574(Amount truncated to millions of yen)25

Balance Sheet(As of March 31, 2024)(Unit: millions of yen)Accounting titles(Assets)
Current assets
Cash and deposits
Accounts receivable-trade
Investments in leases
Merchandise and finished goods
Raw materials and supplies
Prepaid expenses
Accrued income
Accounts receivable-other
Advances paid

Amount149,393
97,65919,187
2
2,433
17,913
1,143
248
5,150
610

Other
Non-current assets
Property, plant and equipment
Buildings
Structures
Wells
Machinery and equipment

5,045
403,516
62,875
8,618
21,892
4,871
14,118Vessels
VehiclesTools, furniture and fixtures
Land
Leased assets
Construction in progressWell drilling in progress

0
0
1,439
9,464
79
406
1,984

Intangible assets
Leasehold interests in land
Software
Other
Investments and other assets

828
143
534
150
339,812Investment securities
Shares of subsidiaries and associates
Long-term loans receivable fromsubsidiaries and associates
Long-term prepaid expenses
Prepaid pension costs

156,217
121,537
46,727

Other

15,032

Accounting titles(Liabilities)
Current liabilities
Accounts payable-trade
Lease obligations
Accounts payable-otherAccrued expenses
Income taxes payable
Advances received
Deposits received
Deposits received from subsidiaries
and associates
Provision for bonuses for directors(and other officers)
Provision for loss on disaster
Other
Non-current liabilities
Lease obligations
Deferred tax liabilities
Provision for retirement benefits
Provision for share-based
remuneration
Asset retirement obligations
Other
Total liabilities(Net assets)
Shareholders’ equity
Share capital

Allowance for doubtful accounts(19)

Allowance for overseas investment
loss
Total assets(2,715)Retained earnings
Legal retained earnings
Other retained earnings
Reserve for mine prospecting
Reserve for tax purpose
reduction entry of non-current
assetsReserve for exploration
General reserve
Retained earnings brought
forwardTreasury shares
Valuation and translation
adjustments
Valuation difference on
available-for-sale securities
Deferred gains or losses onhedgesTotal net assets

552,910

Total liabilities and net assets

2,506
527

(Amount truncated to millions of yen)

26

Amount47,944
3,182
202
5,103
9,489
1,561
3
164
27,57361
169
431
55,754
1,171
34,876
1,766
73
17,610256
103,699
356,105
14,288349,911
3,572
346,339
22,400467
47,246
121,600
154,625(8,094)
93,10584,6798,425
449,211552,910

Statement of Income
From April 1, 2023
To March 31, 2024

(Unit: millions of yen)Accounting titles
Net sales
Cost of sales
Gross profit
Exploration expenses
Selling, general and administrative expenses
Operating profit
Non-operating income
Interest income
Dividend income
Reversal of allowance for overseas investment loss
Foreign exchange gains
Other
Non-operating expenses
Interest expenses
Loss on valuation of shares of subsidiaries andassociates
Inactive mine administrative expenses
Provision for loss on disaster
Other
Ordinary profit
Extraordinary income
Gain on sale of non-current assets
Extraordinary losses
Loss on retirement of non-current assets
Other
Profit before income taxes
Income taxes-current
Income taxes-deferred
Profit(Amount truncated to millions of yen)

27

Amount1,685
12,350
3,761
2,885
1,254

190,114
126,726
63,388
3,934
23,10636,347

21,936

640
1,147
827
49
811
0
17
0
5,688
2,229

3,476
54,8080
1854,7907,917
46,872

Statement of Changes in Equity
From April 1, 2023
To March 31, 2024

(Unit: millions of yen)

Shareholders’ equity

121,600

127,248

321,771(136) 335,923

211

－

－

4,500

(4,500)－－(3,500)

3,500

－

－

25

－

－

(18,732)
46,872(18,732)
46,872－－(18,732)
46,872(7,973) (7,973)
15
15

27,377
154,625

28,140349,911(7,957) 20,182(8,094) 356,105

(211)

(25)

－
3,572

(211)
－

1,000
22,400(25)
467－
47,246－
121,600

Valuation and translation adjustments

Valuation difference on
available-for-sale securities
Balance at beginning of current period
46,320Changes in items during period
Reversal of reserve for overseas
investment loss
Provision of reserve formine prospecting
Reversal of reserve formine prospecting
Reversal of reserve for tax purpose
reduction entry of non-current
assetsDividends of surplus
ProfitPurchase of treasury shares
Disposal of treasury shares
Net changes in items other than38,359shareholders’ equity
Total changes in items during period
38,359Balance at end of current period
84,679Total shareholders’equity47,246

Treasury shares

492

Total retained
earnings

21,400Retained earnings
brought forward

Reserve for tax
purpose reduction
entry of noncurrent assets

211

General reserve

Reserve for mineprospecting

3,572

Reserve for
exploration

Reserve foroverseas
investment loss

Balance at beginning of current
14,288
periodChanges in items during period
Reversal of reserve for overseas
investment loss
Provision of reserve formine prospecting
Reversal of reserve formine prospecting
Reversal of reserve for tax purpose
reduction entry of non-current
assetsDividends of surplus
ProfitPurchase of treasury shares
Disposal of treasury shares
Net changes in items other thanshareholders’ equity
Total changes in items during period－
Balance at end of current period
14,288Legal retained
earnings

Share capital

Retained earnings
Other retained earnings

Deferred gains or losses
Total valuation andon hedges
translation adjustments(721)
45,599Total net assets
381,522－－－－(18,732)
46,872(7,973)
15(Amounts truncated to millions of yen)

28

9,146

47,50647,506

9,146
8,425

47,506
93,10567,688449,211