Translation
Notice: This document is a translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy
between this translated document and the original Japanese document, the latter shall prevail.

Consolidated Financial Results
for the Year Ended March 31, 2022
(Based on Japanese GAAP)
Company name:

Stock exchange listing: Tokyo
Stock code:
5076
Representative:

May 13, 2022

INFRONEER Holdings Inc.
URL

https://www.infroneer.com

Representative Executive Officer andPresident

Kazunari Kibe

Inquiries:
General Manager of Financial Strategy
Scheduled date of ordinary general meeting of shareholders:

Kazutaka Deguchi
June 23, 2022

TEL

03-6380-8253

Scheduled date to file Securities Report:
Scheduled date to commence dividend payments:

June 23, 2022
June 24, 2022

Preparation of supplementary material on financial results:
Holding of financial results meeting:Yes
Yes (for institutional investors and analysts)(Amounts less than one million yen are rounded down)

1. Consolidated financial results for the year ended March 31, 2022 (from April 1, 2021 to March 31, 2022)(1) Consolidated operating results (cumulative)
Percentages indicate year-on-year changes
Profit attributable to
Net sales
Operating profit
Ordinary profit
owners of parent
Millions of yen% Millions of yen% Millions of yen% Millions of yen%
Fiscal year ended March 31, 2022
682,912–37,489–38,036–
26,689–Fiscal year ended March 31, 2021
–
–
–
–
–
–
–
–
(Note) Comprehensive income:Fiscal year ended March 31, 2022: ¥16,756 million [–%]
Fiscal year ended March 31, 2021: ¥– million [–%]
Earnings per share

Fiscal year ended March 31, 2022
Fiscal year ended March 31, 2021

Profit attributableto owners ofparent/equity
Yen
%
–
8.7
–
–

Diluted earnings
per share

Yen
94.73
–

Ordinary
Operating profit/net
sales
profit/total assets
%
4.1
–

%
5.5
–

(Reference) Share of profit (loss) of entities accounted for using equity method: Fiscal year ended March 31, 2022: ¥652 million
Fiscal year ended March 31, 2021: ¥– million(Notes) 1. The Company was established by joint share transfer on October 1, 2021; therefore, there are no year-on-year results.
2. The “Accounting Standard for Revenue Recognition” (Accounting Standards Board of Japan (ASBJ) Statement No. 29, March 31,2020), etc., has been applied from the beginning of the first quarter of the fiscal year ending March 31, 2022 of Maeda Corporation,
the former parent company, which has become a wholly-owned subsidiary of the Company resulting from the share transfer, and figures
for the fiscal year ended March 31, 2022 are based on the application of this Accounting Standard, etc.
(2) Consolidated financial position
Total assets
As of March 31, 2022
As of March 31, 2021

Net assets

Millions of yen
926,432–

Millions of yen
355,865–

Equity ratio

Net assets per share
%
37.4
–

Yen
1,312.19–(Reference) Equity: As of March 31, 2022: ¥346,911 million
As of March 31, 2021: ¥– million(Notes) 1. The Company was established by joint share transfer on October 1, 2021; therefore, there are no year-on-year results.
2. The “Accounting Standard for Revenue Recognition” (Accounting Standards Board of Japan (ASBJ) Statement No. 29, March 31,2020), etc., has been applied from the beginning of the first quarter of the fiscal year ending March 31, 2022 of Maeda Corporation,
the former parent company, which has become a wholly-owned subsidiary of the Company resulting from the share transfer, and figures
as of March 31, 2022, are based on the application of this Accounting Standard, etc.

1

(3) Consolidated cash flows
Cash flows fromoperating activities
Fiscal year ended March 31, 2022
Fiscal year ended March 31, 2021

Cash flows frominvesting activities

Millions of yen(16,333)–

Cash flows fromfinancing activities

Millions of yen(22,547)–

Millions of yen
15,288–Cash and cash
equivalents at end of
periodMillions of yen
76,018–(Note) The Company was established by joint share transfer on October 1, 2021; therefore, there are no year-on-year results.
2. Cash dividends
Annual dividends per share
1st quarter-end 2nd quarter-end 3rd quarter-end Fiscal year-end
Yen

Yen

Yen

Yen

Total

Total cash
dividends(Total)Dividend
Ratio ofpayout ratio dividends to(Consolidated) net assets(Consolidated)

Yen Millions of yen%%

Fiscal year ended March 31, 2021
–
–
–
–
–
–
–
–
Fiscal year ended March 31, 2022
–
–
–
40.00
40.00
10,770
42.2
2.9
Fiscal year ending March 31, 2023
–
–
–
40.00
40.00
32.4
(Forecast)(Notes) 1. The Company was established by joint share transfer on October 1, 2021; therefore, there are no results for the preceding year or throughthe six months ended September 30, 2021.
2. The source of all dividends for the fiscal year ended March 31, 2022 is to be other capital surplus. For more details, please refer to“Breakdown of the dividends paid out of other capital surplus” described later.
3. Forecast of consolidated financial results for the fiscal year ending March 31, 2023 (from April 1, 2022 to March 31, 2023)
Net sales
Full year

Millions of yen
730,600

Percentages indicate year-on-year changes
Profit attributable toOperating profit
Ordinary profit
Earnings per shareowners of parent% Millions of yen% Millions of yen% Millions of yen
%
Yen
7.0
42,60013.6
43,50014.4
32,40021.4
123.55* Notes(1) Changes in significant subsidiaries during the year ended March 31, 2022
(changes in specified subsidiaries resulting in the change in scope of consolidation):
Notes on changes in significant subsidiaries during the year ended March 31, 2022

No(2) Changes in accounting policies, changes in accounting estimates, and restatement of prior period financial statements
1) Changes in accounting policies due to revisions to accounting standards and other regulations:Yes2) Changes in accounting policies due to other reasons:3) Changes in accounting estimates:

NoNo4) Restatement of prior period financial statements:
No
Notes on changes in accounting policies, changes in accounting estimates, and restatement of prior period financial statements(3) Number of issued shares (common shares)
1) Total number of issued shares at the end of the period (including treasury shares)
As of March 31, 2022

291,070,502 shares As of March 31, 2021

– shares

2) Number of treasury shares at the end of the period
As of March 31, 2022

26,694,723 shares As of March 31, 2021

– shares281,728,696 shares Fiscal year ended March 31, 2021

– shares

3) Average number of shares during the period
Fiscal year ended March 31, 2022

(Notes) 1. The Company’s shares held by the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan Trust are included in
the number of treasury shares at the end of the period (4,221,300 shares at the end of the year ended March 31, 2022). The
Company’s shares held by the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan Trust are included in thenumber of treasury shares deducted in the calculation of the average number of shares during the period (324,715 shares at theend of the year ended March 31, 2022).
2. The Company’s shares held by Board Benefit Trust (BBT) are included in the number of treasury shares at the end of the period(657,500 shares at the end of the year ended March 31, 2022). The Company’s shares held by Board Benefit Trust (BBT) are
included in the number of treasury shares deducted in the calculation of the average number of shares during the period (657,500
shares at the end of the year ended March 31, 2022).
2

* These financial results are outside the scope of audit by certified public accountants or audit corporations.
* Explanation of the proper use of performance forecast and other notes The above forecasts are based on assumptions in light of information available as of the date of announcement of this material and factors of
uncertainty that may possibly impact the future results of operation. These statements do not indicate that the Company pledges to realize
these forecasts. Actual results may differ significantly from those presented herein as a result of numerous factors.
 The Company was established on October 1, 2021, as a wholly-owning parent company of Maeda Corporation, Maeda Road Construction
Co., Ltd. (hereinafter “Maeda Road”) and Maeda Seisakusho Co., Ltd. (hereinafter “Maeda Seisakusho”) by means of a joint share transfer.
Prior to the business integration, Maeda Road and Maeda Seisakusho were consolidated subsidiaries of Maeda Corporation, and as there has
been no substantial change in the scope of consolidation of the Company due to the integration, the business results of the Company will becalculated based on full-year consolidated business results of the former Maeda Corporation.
Breakdown of the dividends paid out of capital surplus
Of the year-end dividends for the fiscal year ended March 31, 2022, the breakdown of the dividends paid out of capital surplus is as follows.
Record dateFiscal year-end

Dividend per share
Total dividends

Total¥40.00¥40.00¥10,770 million¥10,770 million(Note) Percentage decrease in net assets: 0.037

3

○ Table of Contents

1. Overview of Operating Results, etc. ........................................................................................................................... 5(1) Overview of Operating Results for the Fiscal Year under Review .......................................................................... 5(2) Overview of Financial Position for the Fiscal Year under Review .......................................................................... 6(3) Overview of Cash Flows for the Fiscal Year under Review .................................................................................... 6(4) Future Outlook ......................................................................................................................................................... 7(5) Basic Policy on Distribution of Profit and Dividends for Current and Next Fiscal Years ....................................... 8
2. Status of Corporate Group ........................................................................................................................................... 8
3. Basic Approach to the Selection of Accounting Standards ......................................................................................... 9
4. Consolidated Financial Statements and Primary Notes............................................................................................. 10(1) Consolidated Balance Sheet .................................................................................................................................. 10(2) Consolidated Statement of Income and Comprehensive Income .......................................................................... 12
Consolidated Statement of Income........................................................................................................................ 12
Consolidated Statement of Comprehensive Income.............................................................................................. 13(3) Consolidated Statement of Changes in Shareholders’ Equity ............................................................................... 14(4) Consolidated Statement of Cash Flows................................................................................................................. 15(5) Notes to Consolidated Financial Statements ......................................................................................................... 17(Notes on going concern assumption) ............................................................................................................. 17(Important matters that form the basis for preparation of consolidated financial statements) ........................ 17(Changes to accounting policies) .................................................................................................................... 21(Additional information) ................................................................................................................................. 22(Notes to consolidated balance sheet) ............................................................................................................. 25(Notes to consolidated statement of income) .................................................................................................. 27(Notes to consolidated statement of changes in shareholders’ equity) ............................................................. 28(Notes to consolidated statement of cash flows) ............................................................................................. 30(Segment information, etc.) ............................................................................................................................. 30(Per share information) .................................................................................................................................... 32(Business combination) ................................................................................................................................... 33(Significant subsequent event) ........................................................................................................................ 34
5. Others ........................................................................................................................................................................ 35(1) (Building Construction Segment) Classified by Public and Private: Orders Received, Net Sales and Backlog .. 35(2) (Civil Engineering Segment) Classified by Public and Private: Orders Received, Net Sales and Backlog ......... 36(3) (Road Civil Engineering Segment) Classified by Type: Orders Received, Net Sales and Backlog ..................... 36(4) Summary of Forecast of Consolidated Financial Results ..................................................................................... 37(Reference) Maeda Corporation: Supplementary Information ................................................................................... 38

4

1. Overview of Financial Results, etc.

The Company was established on October 1, 2021, as a wholly-owning parent company of Maeda Corporation, Maeda
Road Construction Co., Ltd. (hereinafter “Maeda Road”) and Maeda Seisakusho Co., Ltd. (hereinafter “Maeda
Seisakusho”) by means of a joint share transfer. Prior to the business integration, Maeda Road and Maeda Seisakusho wereconsolidated subsidiaries of Maeda Corporation, and there has been no substantial change in the scope of consolidation of
the Company due to the integration. However, as the current fiscal year ended March 31, 2022 is the first consolidated
accounting period since the establishment of the Company, no comparison with the previous fiscal year ended March 31,
2021 has been done.

(1) Overview of Operating Results for the Fiscal Year under Review
During the fiscal year ended March 31, 2022, the Japanese economy continued to face difficult conditions due to an
uncertain outlook caused by concern over the spread of the novel coronavirus infection (COVID-19) variants and thesituation in Ukraine, although signs of recovery appeared owing to the gradual relaxation of COVID-19 restrictions onsocioeconomic activities given the effects of vaccinations and various policies.
In the construction industry, although public investment remained at high levels due to the execution of related budgets,
capital investments, which had included weakness in both this area and in housing construction, showed signs of movement
toward recovery.
Under these circumstances, the Company was established on October 1, 2021, as a wholly-owning parent companyof the three companies of Maeda Corporation, Maeda Road, and Maeda Seisakusho by means of a joint share transfer. With
the objective of the entire group achieving sustained growth under the Company, the Company will strive to be a “company
trusted by all stakeholders” by determining to aim for the mid- to long-term state of being an “integrated infrastructureservice company,” establishing a “highly profitable and stable revenue base” without being influenced by external factors,
operating expeditiously and appropriately, such as by building an effective governance structure and promoting digitaltransformation, and strengthening the ability to deal with social changes.
In addition, the Company resolved at the Board of Directors’ Meeting held on December 16, 2021 to select the Prime
Market, and having applied for selection in accordance with the prescribed procedure, transition to the Prime Market wasmade on April 4, 2022.
Furthermore, at the Board of Directors’ Meeting held on March 22, 2022, the Company Group decided to acquirecommon shares of Toyo Construction Co., Ltd., an equity method affiliate, through a tender offer for the purpose ofstrengthening the group’s overall competitiveness while enhancing its corporate value. A tender offer for that company has
been in effect since March 23, 2022.
The business results for the fiscal year ended March 31, 2022 are as follows.
1) Net sales
Consolidated net sales for the fiscal year amounted to about ¥682.9 billion.
2) Profit
In the fiscal year under review, strong performance in the construction business segment generated operating profit
of around ¥37.4 billion and ordinary profit amounted to roughly ¥38.0 billion. Profit attributable to owners of parent
was about ¥26.6 billion.
The “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29, March 31, 2020), etc., has been
applied from the beginning of the first quarter of the fiscal year ended March 31, 2022 of Maeda Corporation, theformer parent company, which has become a wholly-owned subsidiary of the Company resulting from the sharetransfer. Please refer to “4. Consolidated Financial Statements and Primary Notes (5) Notes to Consolidated Financial
Statements (Changes to accounting policies)” for details.

5Performance results by business segment are as follows.
[Building Construction]
In the building construction business, which engages in construction work primarily for multi-dwellingcomplexes and office buildings, as well as related activities, net sales were about ¥216.1 billion primarily due todomestic construction operations that had work in hand remaining firm on account of orders for large-scale projects,
as well as solid work volume during the period. Segment profit was around ¥8.4 billion on efforts to raise profits
generated by construction work.
[Civil Engineering]
The civil engineering business is engaged in construction work, mainly bridges and tunnels, as well as related
businesses. Net sales amounted to roughly ¥142.6 billion on account of a decrease in the completion of large-scale
projects for domestic civil engineering projects. Segment profit was about ¥14.6 billion due to the reversal of losses
in line with the conclusion of disputed projects in overseas construction work.
[Road Civil Engineering]
Road civil engineering mainly engages in pavement work and other construction business, and manufacture andsale of asphalt mixture. As a result of firm sales, the segment posted net sales of around ¥232.7 billion. Segment profit
was about ¥2.6 billion due to a steep rise in oil prices on account of a sustained and coordinated production cut policyin oil-producing countries and the situation in Ukraine.
[Machinery]
For machinery, which focuses on the manufacture and sale of construction machinery, net sales amounted toroughly ¥35.3 billion and segment profit was around ¥1.6 billion due to steady sales of construction machinery-related
products, etc. and improved sales of industrial machinery-related products, etc., mainly for overseas export.
[Infrastructure Management]
For infrastructure management, which is mainly engaged in renewable energy and concession business, net sales
amounted to around ¥18.6 billion and segment profit was about ¥6.0 billion due to solid results at Aichi Road
Concession Co., Ltd. and other business companies, as well as the sale of two solar power energy generation
businesses.
[Others]
The others business segment ranges from the retail business to manufacturing and sale of construction materials,
building management, and real estate business, etc. Net sales amounted to roughly ¥37.4 billion and segment profit
was about ¥1.8 billion.

(2) Overview of Financial Position for the Fiscal Year under Review
Total assets for the current fiscal year were about ¥926.4 billion. Liabilities stood at around ¥570.5 billion. Net assets
amounted to roughly ¥355.8 billion. As a result of the above, equity, which is net assets minus non-controlling interests,
amounted to about ¥346.9 billion, and the equity ratio was 37.4%.

(3) Overview of Cash Flows for the Fiscal Year under Review
Net cash used in operating activities in the current fiscal year was about ¥16.3 billion. Net cash used in investing
activities amounted to roughly ¥22.5 billion. Net cash provided by financing activities amounted to around ¥15.2 billion.
As a result of the above, the balance of cash and cash equivalents at the end of the current fiscal year decreased by about¥22.9 billion from the end of the previous fiscal year, to roughly ¥76.0 billion.

6

Trends in Cash Flow IndicesFiscal year ended March 31, 2022
Equity ratio (%)

37.4

Equity ratio at market price (%)

31.7

Interest-bearing debt to cash flow ratio (times)―

Interest coverage ratio (times)―(Notes)Equity ratio: Equity/Total assets
Equity ratio at market price: Current aggregate value of shares/Total assets
Interest-bearing debt to cash flow ratio: Interest-bearing debt/Cash flows from operating activities
Interest coverage ratio: Cash flows from operating activities/Interest expenses*All indicators are calculated based on consolidated financial figures.
*The current aggregate value of shares is calculated by multiplying the closing share price at the end of
the period by the number of shares outstanding (less treasury shares) at the end of the period.
*Cash flows from operating activities in the consolidated statement of cash flows are used for the cash
flows from operating activities.
Interest-bearing debt covers all debt bearing interest recorded in the consolidated balance sheet. In
addition, for interest payments, the amount of interest paid in the consolidated statement of cash flows areused.

(4) Future Outlook
Signs of a recovery from the COVID-19 pandemic had appeared owing to measures to prevent the spread of infection
and the effects of various policies, but concerns of new variants of the virus have led to uncertainties about the timing ofcontainment.
In line with government policies, together with placing utmost priority on ensuring the safety of our customers andemployees, and preventing the spread of infection by continuing to take actions promptly, it is necessary to pay sufficiently
close attention to the impact on socioeconomic activities such as employment and income environment.
We also need to keep a close eye on the impact of raw material price increases due to the uncertain situation in Ukraine,fluctuations in financial and capital markets, and supply-side constraints.
We will closely monitor future trends and promptly disclose any revisions to our management policies or strategies
as necessary.
In the business environment surrounding the Company Group, national and local governments’ finances are expected
to become increasingly severe due to declining tax revenues on account of a declining population and increasing social
security costs caused by the aging of society, while the constant deterioration of social infrastructure will make it difficult
to invest in new construction, let alone in the maintenance and renewal of existing infrastructure. In addition, given
increasingly critical labor shortages due to the shrinking working-age population caused by the falling birthrate and aging
population, we also believe that a transformation to digitalization and responding to global environmental issues will be
unavoidable, and that conventional values in the construction industry will evolve, while the industrial structure will itself
be transformed.
Even in this environment, the Company Group has shifted to a holding company structure through the businessintegration of the three companies, namely, Maeda Corporation, Maeda Road, and Maeda Seisakusho, to sustain corporate
development as a company that earns the trust of all its stakeholders.
We are committed to heightening synergies within the Company Group more than ever before, and to forge ahead in
unison, further strengthening management by aggressively investing in human resource development, promoting greateruse of IT, digital transformation, and other digital tools, improving productivity, establishing new revenue bases andincreasing profitability, while bolstering and enhancing governance.

73) Net sales
On a consolidated basis, we expect net sales of ¥730.6 billion for the next fiscal year. By segment, we project net
sales of ¥238.3 billion in building construction, ¥155.5 billion in civil engineering, ¥240.1 billion in road civilengineering, ¥35.5 billion in machinery, ¥21.7 billion in infrastructure management, and ¥39.5 billion in others.
4) Profit
For the next fiscal year, on a consolidated basis, we forecast ¥42.6 billion in operating profit, ¥43.5 billion in
ordinary profit, and ¥32.4 billion in profit attributable to owners of parent.

(5) Basic Policy on Distribution of Profit and Dividends for Current and Next Fiscal Years
The Company regards the return of profits to shareholders as one of its most important management policies. The
Company’s returns policy is based on that of the medium-term management plan “INFRONEER Medium-term Vision
2024,” and is planned to be 30% or more.
In addition, in order to further return profits to shareholders and enhance share value through the execution of aflexible capital policy, the Company began a share buyback program of up to ¥20.0 billion on November 16, 2021, which
was completed on April 13, 2022.
The Company will pay a dividend of ¥40 per share to shareholders for the current fiscal year, in line with the yearend dividend forecast announced on February 8, 2022.
Shareholder dividends in the following fiscal year are planned to be ¥40 per share.

2. Status of Corporate GroupThe Group (the Company and its subsidiaries and affiliates) is comprised of 58 subsidiaries and 24 affiliates, led by Maeda
Corporation, Maeda Road Construction Co., Ltd. (hereinafter “Maeda Road”) and Maeda Seisakusho Co., Ltd. (hereinafter“Maeda Seisakusho”). It engages primarily in building construction, civil engineering, road civil engineering, machinery, andinfrastructure management businesses. It also conducts a wide array of other businesses, from retail to real estate. The
segmentation is the same as that described in the segment information in “4. Notes to Consolidated Financial Statements.”[Building Construction]
The building construction business engages in construction work primarily for multi-dwelling complexes and officebuildings and related activities. Subsidiary Maeda Corporation, affiliate Toyo Construction Co., Ltd. (hereinafter “ToyoConstruction”) and other companies operate this business, and these companies place orders with subsidiaries and affiliates
for a portion of the construction work and delivery of materials.
[Civil Engineering]
The civil engineering business engages in construction work, mainly of bridges and tunnels, and related businesses.
Subsidiary Maeda Corporation and affiliate Toyo Construction operate this business, and these companies place orders
with subsidiaries and affiliates for part of the construction work they execute and for the delivery of materials.
[Road Civil Engineering]
Road civil engineering engages in pavement work and other construction business, and manufacture and sale ofasphalt mixture. Subsidiary Maeda Road and other companies operate this business, and places orders for certain portionsof construction and delivery of materials to subsidiaries and affiliates.
[Machinery]
The machinery business is engaged in the manufacture and sale of construction machinery, and the rental business.
This business is operated by subsidiary Maeda Seisakusho and other companies, and these companies sell or lease certain
machinery to subsidiaries and affiliates.

8

[Infrastructure Management]
Infrastructure management focuses on developing the renewable energy and concession businesses. Subsidiary
Anonymous Association Happo Wind Development maintains and manages the wind power generation project,subsidiaries Aichi Road Concession Co., Ltd. and Anonymous Association Aichi Road Concession engages in the roadmaintenance and administration business, affiliate Sendai International Airport Co., Ltd. conducts airport maintenanceand administration business, Aichi Sky Expo Co., Ltd. engages in exhibition maintenance and administration business,and subsidiary Maeda Corporation and other companies accept construction work orders.
[Others]
The others business segment is involved in a wide array of businesses, from retail to the manufacture and sale ofconstruction materials, as well as building management, real estate, and other operations. JM Corporation, a subsidiary,is engaged in the inspection, diagnosis, and repair of buildings and equipment. In addition, Fujimi Koken Co., Ltd. isengaged in the manufacture and sale of secondary concrete products, and FBS Corporation is engaged in building renewal
and building management, etc. Affiliate Hikarigaoka Corporation is engaged in the real estate business, mainly leasing
and selling land and buildings, and our subsidiary entrusts the leasing rights of land and buildings to affiliates and receives
orders for construction work.
The following is a schematic diagram of the business.
Customers

The Company
Management and administration of subsidiaries and the Group, and operations incidental or related to such operations
Construction
work,material andequipmentdeliveryBusinessmanagement

Construction
work,material andequipmentdeliveryBusinessmanagement

Construction(Buildings, civil engineering)(Subsidiary)
Maeda Corporation

Road Civil Engineering(Subsidiary)
Maeda Road Construction
Co., Ltd.

(Affiliate)
T oyo Construction Co., Ltd.*4

24 other companies *1, *3

Manufactureand sale ofconstruction
machineryBusinessmanagement

Machinery(Subsidiaries)
Maeda Seisakusho
Co., Ltd.
Neox Inc.
Sun Network Maeda,
Co., Ltd(Affiliates)
2 companies *5

Maintanence,
operation,
other

Building andequipment
inspection &diagnosis
Manufacturing
and sale ofconstruction
materials
Building
management
Real estateBusinessmanagement

Infrastructure Management(Subsidiaries)
Aichi Road Concession Co., Ltd.
Anonymous Association Aichi
Road Concession
Annonymous Association Happo
Wind Development
12 other companies *3(Affiliates)
Sendai International Airport
Co., Ltd. *4
Aichi Sky Expo Co., Ltd. *4
8 other companies *5

Businessmanagement

Others(Subsidiaries)
JM Corporation
FBS Corporation
T hai Maeda Corporation Ltd.
Fujimi Koken Co., Ltd.
10 other companies *2, *3(Affiliates)
Hikarigaoka Corporation *4
Koho Co., Ltd. *4
9 other companies *5

Construction work, manufacture and sale of equipment and materials, real estate sales and leasing, etc.

(Notes) 1. Unmarked: 12 consolidated subsidiaries; *1: 15 consolidated subsidiaries; *2: One non-consolidated subsidiaryaccounted for by the equity method; *3: 30 non-consolidated subsidiaries not accounted for by the equity method;*4: Five affiliates accounted for by the equity method; and *5: 19 affiliates not accounted for by the equity method.
2. In addition to the construction business, Toyo Construction Co., Ltd. is engaged in certain other businesses.

3. Basic Approach to the Selection of Accounting Standards
The Company has decided, and is preparing to voluntarily adopt, International Financial Reporting Standards (IFRS)
in place of Japanese GAAP for the consolidated financial statements at the end of the fiscal year ending March 31, 2024, forthe purpose of further streamlining and maintaining the quality of the financial and management reporting system for Groupbusiness management, and to improve the comparability of international financial information in capital markets.

94. Consolidated Financial Statements and Primary Notes(1) Consolidated Balance Sheet(Millions of yen)
As of March 31, 2022
AssetsCurrent assets
Cash and deposits
Notes receivable, accounts receivable from completed*3 78,035*3 310,801

construction contracts and other
Securities

30

Real estate for sale
Merchandise and finished goods

1,987
1,573

Costs on construction contracts in progress
Raw materials and supplies*7 13,698*3 3,444

Other
Allowance for doubtful accounts

43,149(117)

Total current assets

452,602

Non-current assets
Property, plant and equipment
Buildings and structures
Machinery, vehicles, tools, furniture and fixtures*3, *5 107,476*3 171,647

Land
Leased assets

83,5991,334

Construction in progress
Accumulated depreciation

2,550(203,029)

Total property, plant and equipment

163,578

Intangible assets
Right to operate public facilities*3 109,721

Assets related to replacement investment to operate
public facilities

24,122

Goodwill
Other

19,891
14,988

Total intangible assets

168,724

Investments and other assets
Investment securities*1, *2 120,123

Long-term loans receivable
Distressed receivables

221
354

Deferred tax assets
Retirement benefit asset

840
14,907

Other
Allowance for doubtful accounts*2 5,418

Total investments and other assets

141,464(402)

Total non-current assets

473,767

Deferred assets

62

Total assets

926,432

10

(Millions of yen)
As of March 31, 2022
Liabilities
Current liabilities
Electronically recorded obligations - operating

6,933

Account payable for works in progress and other
Short-term borrowings

110,997
84,492Current portion of non-recourse loans
Lease liabilities*3 1,194

Accounts payable - other
Income taxes payable

9,614
10,896

Advances received on construction contracts in progress
Provision for repairs

34,862
181

Provision for bonuses
Provision for bonuses for directors (and other officers)

8,080
406

Provision for share awards
Provision for warranties for completed construction

379
1,083

Provision for loss on construction contracts
Liabilities related to right to operate public facilities

836
4,555

Liabilities related to replacement investment to operate
public facilities

1,016

Other

23,468

Total current liabilities

299,236236

Non-current liabilities
Bonds payable
Long-term borrowings

45,00052,851

Non-recourse loans
Lease liabilities*3 9,947

Deferred tax liabilities
Retirement benefit liability

14,305
16,767

Liabilities related to right to operate public facilities
Liabilities related to replacement investment to operate

103,843451

24,588public facilities
Other

3,573

Total non-current liabilities

271,330

Total liabilities

570,566

Net assets
Shareholders' equity
Share capital
Capital surplus

20,000134,117

Retained earnings
Treasury shares

198,273(24,342)

Total shareholders' equity

328,048

Accumulated other comprehensive income
Valuation difference on available-for-sale securities

18,275

Deferred gains or losses on hedges
Foreign currency translation adjustment

3(95)

Remeasurements of defined benefit plans

680

Total accumulated other comprehensive income

18,863

Non-controlling interests

8,953

Total net assets

355,865

Total liabilities and net assets

926,43211

(2) Consolidated Statement of Income and Comprehensive Income
Consolidated Statement of Income(Millions of yen)
Fiscal year ended
March 31, 2022
Net sales
Net sales of completed construction contracts
Sales in other businesses

390,678
292,234

Total net sales

682,912

Cost of sales
Cost of sales of completed construction contracts*2 338,718

Cost of sales in other businesses*1,*2 252,583

Total cost of sales

591,302

Gross profit
Gross profit on completed construction contracts

51,959Gross profit - other business

39,651

Total gross profit

91,610

Selling, general and administrative expenses*3 54,120

Operating profit

37,489Non-operating income
Interest income

221

Dividend income
Foreign exchange gains

2,253
543

Share of profit of entities accounted for using equity method
Other

652
407

Total non-operating income

4,078

Non-operating expenses
Interest expenses

2,571

Other
Total non-operating expenses

960
3,531

Ordinary profit

38,036Extraordinary income
Gain on sale of non-current assets
Gain on sale of investment securities*5 331

7,808

Other

320

Total extraordinary income

8,460

Extraordinary losses
Loss on retirement of non-current assets
Loss on valuation of investment securities*6 529Impairment losses
Other*7 494

Total extraordinary losses

1,972

686
261

Profit before income taxes

44,524

Income taxes - current

14,649

Income taxes - deferred

95

Total income taxes

14,744

Profit29,779Profit attributable to non-controlling interests

3,089

Profit attributable to owners of parent

26,68912

Consolidated Statement of Comprehensive Income(Millions of yen)
Fiscal year ended
March 31, 2022
ProfitOther comprehensive income

29,779Valuation difference on available-for-sale securities
Deferred gains or losses on hedges(13,905)46

Foreign currency translation adjustment
Remeasurements of defined benefit plans, net of tax

(71)
854

Share of other comprehensive income of entities accounted
for using equity method

52

Total other comprehensive income(13,023)

Comprehensive income

16,756Comprehensive income attributable toComprehensive income attributable to owners of parent
Comprehensive income attributable to non-controlling

17,029(273)

interests13

(3) Consolidated Statement of Changes in Shareholders’ Equity
Fiscal year ended March 31, 2022
(Million yen)
Shareholders’ equity
Share capital
Balance at beginning of period

Capital surplus

28,463Retained earnings

37,549178,526

Cumulative effects of changes inaccounting policies
Restated balance

Total shareholders’equityTreasury shares(2,833)

241,706(177)
28,46337,549(177)

178,348(2,833)

241,528

Changes during period
Dividends of surplus(7,144)(7,144)

Profit attributable toowners of parent

26,68926,689Purchase of treasury shares
Disposal of treasury shares
Cancellation of treasury shares
Change in ownershipinterest of parent due totransactions with noncontrolling interests
Change in scope of
consolidation(22,406)

589

0

1,374

1,964

(97,782)(141)

97,923

–

0

(78)

(78)
(26)

Increase by share transfers(22,406)(8,463)

193,866

Total changes during period(8,463)96,567

Balance at end of period

20,000134,117520

494(98,401)

87,001

19,925(21,509)86,519198,273(24,342)

328,048

Net changes in items otherthan shareholders' equity

Accumulated other comprehensive income

Balance at beginning of period

Valuationdifference on
available-forsale securities

Deferred
gains orlosses onhedgesForeigncurrencytranslation
adjustment

29,218(19)2

Remeasurementsof defined
benefit plans
(883)

Total
accumulated
othercomprehensive
incomeNoncontrollinginterests

28,31797,504

Cumulative effects of changes
in accounting policies
Restated balance

Total net
assets367,527(177)

29,218

(19)

2

(883)

28,31797,504367,350

Changes during period
Dividends of surplus(7,144)

Profit attributable toowners of parent

26,689Purchase of treasury shares(22,406)

Disposal of treasury shares

1,964

Cancellation of treasury
sharesChange in ownershipinterest of parent due totransactions with noncontrolling interests
Change in scope of
consolidation

–
(78)
494

Increase by share transfers

87,001

Net changes in items otherthan shareholders' equity(10,942)

23

(98)

1,563

(9,453)(88,551)(98,004)

Total changes during period(10,942)

23

(98)

1,563

(9,453)(88,551)(11,484)

Balance at end of period

18,275

3

(95)

680

18,863

8,953

355,86514

(4) Consolidated Statement of Cash Flows(Millions of yen)
Fiscal year ended
March 31, 2022
Cash flows from operating activities
Profit before income taxes

44,524

Depreciation
Impairment losses

24,890494

Amortization of goodwill
Increase (decrease) in allowance for doubtful accounts

6,748
84

Increase (decrease) in provision for loss on construction
contracts

206

Increase (decrease) in retirement benefit liability
Interest and dividend income(2,985)(2,475)Interest expenses
Foreign exchange losses (gains)

2,571
(169)

Share of loss (profit) of entities accounted for using equity
method(638)

Loss (gain) on sale of short-term and long-term investment
securities(7,807)

Loss (gain) on valuation of short-term and long-term
investment securities

686

Loss (gain) on sale of non-current assets
Loss on retirement of non-current assets

(309)
529

Decrease (increase) in trade receivables
Decrease (increase) in costs on construction contracts in(41,622)(1,238)progress
Decrease (increase) in inventories(287)

Decrease (increase) in consumption taxes refund receivable
Increase (decrease) in trade payables

1,391
122

Increase (decrease) in advances received on construction
contracts in progress(2,119)

Increase (decrease) in deposits received
Other, net(20,840)(2,963)

Subtotal(1,208)Interest and dividends received
Interest paid

3,131
(2,286)

Income taxes paid

(15,970)

Net cash provided by (used in) operating activities(16,333)

15

(Millions of yen)
Fiscal year ended
March 31, 2022
Cash flows from investing activities
Purchase of property, plant and equipment and intangible(21,698)

assetsPurchase of rights to operate public facilities(4,168)

Payments for replacement investment to operate public
facilities(1,676)

Proceeds from sale of property, plant and equipment andintangible assets

686

Purchase of investment securities
Proceeds from sale and redemption of investment securities(4,551)
11,018Purchase of shares of subsidiaries and associates
Loan advances(3,311)(20)

Proceeds from collection of loans receivable
Other, net

704
469

Net cash provided by (used in) investing activities(22,547)

Cash flows from financing activities
Net increase (decrease) in short-term borrowings

72,490

Repayments of long-term borrowings
Decrease in non-recourse payable(21,893)(1,313)

Redemption of bonds
Repayments of finance lease liabilities(5,000)(433)

Proceeds from sale of treasury shares
Purchase of treasury shares

1,690(17,876)

Dividends paid
Dividends paid to non-controlling interests(7,144)(5,304)Purchase of shares of subsidiaries not resulting in change inscope of consolidation

160

Other, net(86)Net cash provided by (used in) financing activities

15,288

Effect of exchange rate change on cash and cash equivalents

163

Net increase (decrease) in cash and cash equivalents(23,429)

Cash and cash equivalents at beginning of period

98,976

Increase in cash and cash equivalents resulting from inclusion of471

subsidiaries in consolidation
Cash and cash equivalents at end of period*1 76,018

16

(5) Notes to Consolidated Financial Statements(Notes on going concern assumption)
Not applicable.
(Important matters that form the basis for preparation of consolidated financial statements)
The Company was established on October 1, 2021, as a wholly-owning parent company of Maeda Corporation, Maeda
Road Construction Co., Ltd. and Maeda Seisakusho Co., Ltd. by means of a joint share transfer.
The Company, the wholly-owning parent company established through the joint share transfer, has succeeded to andprepared the consolidated financial statements of Maeda Corporation, the former parent company that became a wholly owned
subsidiary through the share transfer.
1. Scope of consolidation(1) Number of consolidated subsidiaries: 27
Names of consolidated subsidiaries
Maeda Corporation
Maeda Road Construction Co., Ltd.
Maeda Seisakusho Co., Ltd.
Effective from the current fiscal year, Neox Inc. and Sun Network Maeda Co., Ltd. which had been non-consolidated
subsidiaries, are included in the scope of consolidation due to their increased importance. In addition, Anonymous
Association Goyozan Solar Power and Anonymous Association Mine Solar Power, which were consolidated
subsidiaries, were excluded from the scope of consolidation due to their sale to an anonymous association equity
interest.
(2) Number of major non-consolidated subsidiaries
Company name: J.CITY Corporation(Reason for excluding from scope of consolidation)
Non-consolidated subsidiaries are excluded because they are small companies and their combined total assets, net sales,
net income/loss (the amount equivalent to equity), and retained earnings (the amount equivalent to equity) have no material
impact on the consolidated financial statements.
2. Matters with regard to the equity method(1) Number of non-consolidated subsidiaries accounted for by the equity method: 1
Company name: J.CITY Corporation(2) Number of affiliates accounted for by the equity method: 5Name of principal company: Toyo Construction Co., Ltd.
(3) Non-consolidated subsidiaries (Chiba City Consumer Life PFI Service Co., Ltd., others) and affiliates (Toyota City
Eastern School Lunch Center Co., Ltd., others), which are not accounted for by the equity method, are excluded from theapplication of the equity method because they have only a minor impact on net income or loss (amount corresponding toequity) and retained earnings (amount corresponding to equity), and lack overall importance.
3. Matters with regard to the fiscal year of consolidated subsidiaries
Among consolidated subsidiaries, the account settlement date of Maeda Pacific Corporation is December 31.
Consequently, in preparing the consolidated financial statements, the Company uses the financial statements of thesubsidiaries as of their fiscal year-end, and makes necessary adjustments for significant transactions that occurred between
their fiscal year-end and the consolidated fiscal year-end.
4. Matters with regard to accounting policies(1) Valuation standard and valuation method of important assets
1) Securities
Bonds held to maturity
Stated using the amortized cost method (straight-line method)
Available-for-sale securitiesThose other than shares, etc. without market value
Stated using the market price method (Net unrealized gains or losses on these securities are included directly inoverall net assets, and costs of securities sold are calculated based on the moving-average method).
Shares, etc. without market value
Mainly stated at cost determined by the moving-average method.
172) Derivatives
Stated at fair value.
3) Inventories
Costs on construction contracts in progressStated at cost by the specific identification method.
Real estate for sale, merchandise and finished goods, project costs for development and others, and raw materials andsupplies
Stated using the specific identification cost method (write-down according to decreased profitability).
Certain consolidated subsidiaries state raw materials and supplies at cost determined by the last purchase pricemethod (write-down according to decreased profitability).
(2) Depreciation and amortization method for significant depreciable assets
1) Property, plant and equipment (excluding leased assets)
Stated using the declining-balance method. However, buildings (excluding building fixtures) acquired on or after
April 1, 1998 and equipment and structures attached to buildings acquired on or after April 1, 2016 are depreciatedby the straight-line method.
Useful life and residual value are mainly based on the same standard as stipulated in the Corporation Tax Law ofJapan.
Certain assets of consolidated subsidiaries are depreciated using either the straight-line method or the unit-ofproduction method, and the useful life of the straight-line method is based on the economic useful life of the asset.
2) Intangible assets (excluding leased assets) and long-term prepaid expense
Stated using the straight-line method. However, the unit-of-production method is used for right to operate public
facilities and assets related to replacement investment to operate public facilities. Software of the Company isamortized by the straight-line method over 5 years, the useful life set by the Company.
3) Leased assets
The leased assets under finance lease contracts that transfer ownership to the lessee are depreciated by the same
method applicable to the Company’s own fixed assets, but the leased assets that do not transfer ownership are fully
depreciated to a zero residual value by the straight-line method over the period of the lease contract.
(3) Handling method of deferred assets
1) Bond issuance expenses and inaugural expenses
Bond issuance expenses and inaugural expenses are fully amortized at the time of expenditure.
2) Opening expenses
Amortized on a straight-line basis over 5 years(4) Basis for recognition of significant reserves
1) Allowance for doubtful accounts
To provide for losses due to bad debt, an allowance is provided for general receivables based on historical bad debt
ratios, and for specific doubtful receivables based on a case-by-case determination of collectability.
2) Provision for repairs
A provision for repair costs of heavy machinery has been provided based on an estimated cost until the current fiscal
year.
3) Provision for bonuses
To provide for the payment of bonuses to employees, a provision is provided for the estimated amount of bonuses tobe paid, which is to be borne by the Company in the current fiscal year.
4) Provision for bonuses for directors (and other officers)
To provide for the payment of bonuses to directors and other officers, a provision is provided for the estimated amountof bonuses to be paid in the current fiscal year.
5) Provision for warranties for completed construction
To provide for expenses related to defect guarantees on completed construction contracts, a provision is provided
based on actual results over a certain period of time in the past.
18

6) Provision for loss on construction contracts
To prepare for future losses on construction contracts, a provision is provided for estimated losses on construction
contracts in progress at the end of the current fiscal year for which losses are expected and the amount of such losses
can be estimated in a reasonable manner.
7) Provision for share awards
To prepare for future payments of the Company’s shares to directors and other officers in accordance with the Officers’
Share Benefit Regulations, a provision is provided for the estimated amount of the share benefit obligation as of theend of the current fiscal year.
(5) Accounting method for retirement benefits
1) Method of attributing estimated retirement benefits to periods
In calculating the retirement benefit obligation, the estimated amount of retirement benefits is attributed to the period
up to the end of the current fiscal year based on the benefit formula method. Certain consolidated subsidiaries use thestraight-line attribution method.
2) Method of amortizing actuarial gains and losses and prior service cost
Actuarial gains and losses are amortized by the straight-line method over a fixed number of years (10 to 15 years)
within the average remaining service period of employees at the time the gains or losses are recognized, and theamount is expensed from the following fiscal year.
Prior service cost is amortized by the straight-line method over a fixed number of years (10 to 15 years) within the
average remaining service period of employees at the time the cost is incurred.
3) Adoption of the simplified method by small enterprises, etc.
Certain consolidated subsidiaries apply the simplified method in which the retirement benefit amount required forvoluntary termination at year-end is deemed a retirement benefit obligation for the calculation of retirement benefit
liability and retirement benefit expenses.
(6) Significant hedge accounting methods
1) Hedge accounting methods
Deferred hedge accounting is applied. Forward exchange contracts that qualify for hedge accounting are accounted
for using the allocation method, and interest rate swaps that qualify for special matching criteria are accounted forusing special accounting treatment.
2) Hedging instruments and hedged items
Hedging instruments
Derivative transactions (interest rate swap transactions and forward exchange contracts)
Hedged items
Assets or liabilities with potential losses due to market fluctuations, etc., for which cash flows are fixed andfluctuations are avoided.
3) Hedging policy
Intended to avoid the risk of future fluctuations in interest rates and foreign exchange rates.
4) Methods of assessing the hedging effectivenessThe cumulative cash flow fluctuation of the hedged item and the hedging instrument are compared for the respective
periods.
(7) Basis for recording significant revenues and expenses
The Group applies the “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29, March 31, 2020) andthe “Implementation Guidance on Accounting Standard for Revenue Recognition” (ASBJ Guidance No. 30, March 26, 2021)
and recognizes revenue based on the following five-step approach.
Step 1. Identify the contract(s) with a customer
Step 2. Identify the performance obligations in the contract
Step 3. Determine the transaction price
Step 4. Allocate the transaction price to the performance obligations in the contract
Step 5. Recognize revenue when (or as) the entity satisfies a performance obligation
The identification of performance obligations and the point in time at which revenue is recognized in the Company Group's
principal operations are as follows
191) Revenue recognition with regard to construction work
The Group enters into construction contracts with customers, mainly in the civil engineering, construction, and roadcivil engineering businesses, to construct buildings or structures and to perform related services. The Group identifies
the work it performs with respect to these contracts as performance obligations.
For construction contracts for which the degree of completion can be reasonably estimated, the percentage ofcompletion is estimated by the input method based on the cost incurred, and revenue is recognized over a period of timeas the performance obligation to transfer goods or services to the customer is satisfied. Except for the initial stages ofa contract, revenue is recognized on a cost recovery basis for construction projects for which the progress of completioncannot be reasonably estimated.
For construction contracts with a very short period of time between the transaction commencement date and the point
in time when the performance obligation is expected to be fully satisfied, revenue is recognized when the performanceobligation is fully satisfied.
For construction projects that require a long period of time from the satisfaction of performance obligations to thereceipt of consideration from the customer and for which a significant financial component is recognized, an adjustment
shall be made for the portion that corresponds to financial income.
2) Revenue recognition with regard to sales of merchandise, product manufacturing and sales
The Group manufactures and sells asphalt mixture, emulsion, and other construction materials in the road civilengineering business, and sells construction equipment products and manufactures and sells industrial machinery andother equipment in the machinery business. The Group recognizes the work it performs with respect to these as
performance obligations.
For the sale of these goods and products, the Company Group recognizes revenue at the time of their delivery because
control is transferred to the customer and the performance obligation is satisfied when the goods or products aredelivered to the customer.
The Group does not recognize a significant financing component because the consideration is generally received
within approximately one year of satisfaction of the performance obligation.
3) Revenue recognition with regard to renewable energy and concession businesses
In infrastructure management, the Company Group sells electricity from renewable energy sources and maintains,
manages, and operates public facilities for which the Company Group holds operating rights. In these businesses,
revenue is recognized at a point in time because the performance obligation is satisfied when the services are rendered
to the customer.
The Group does not recognize a significant financing component because the consideration is generally received
within approximately one year of satisfaction of the performance obligation.
(8) Amortization of goodwill and amortization period
In the case the amount is significant, goodwill is amortized on a straight-line basis over 5 years. In case the amount isimmaterial, goodwill is charged to expense in the current fiscal year.
(9) Scope of funds in the consolidated statement of cash flows
Consists of cash, demand deposits, time deposits with maturities of three months or less, certificates of deposit, andcommercial paper.
(10) Other important matters for preparation of consolidated financial statements
Accounting treatment principles and procedures adopted in the absence of clear provisions of related accounting standards,
etc.
Method of accounting treatment for construction joint ventures (JVs)
Assets, liabilities, income and expenses are recognized primarily in proportion to the member’s investment.

20

(Changes to accounting policies)
Application of Accounting Standard for Revenue Recognition, etc.
The “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29, March 31, 2020; hereinafter the“Revenue Recognition Standard”), etc., has been applied from the beginning of the current fiscal year, and revenue isrecognized at the amount expected to be received in exchange for the promised goods or services when control of thegoods or services is transferred to the customer.
Previously, the Company Group applied the percentage-of-completion method for construction projects for which theoutcome of construction activity is deemed certain during the course of the activity, and the completed-contract method
for other projects. From the beginning of the current fiscal year, for construction projects for which the degree ofcompletion pertaining to the satisfaction of performance obligations can be reasonably estimated, the Company Group
recognizes revenue over a certain period of time as performance obligations are satisfied. The Company Group primarily
applies the input method based on the cost incurred as a method of estimating the degree of completion pertaining to thesatisfaction of performance obligations. Except for the initial stage of a contract, the Company Group recognizes revenue
using the cost recovery method for construction projects for which the degree of completion pertaining to the satisfactionof performance obligations cannot be reasonably estimated but for which the Company Group expects to recover the costs
incurred. For construction contracts with a very short period between the commencement date of the transaction in thecontract and the date when the performance obligations are expected to be fully satisfied, the Company Group recognizes
revenue when the performance obligations are fully satisfied.
For the application of the Revenue Recognition Standard, etc., the Company Group has followed the transitional
treatment prescribed in the proviso to Paragraph 84 of the Revenue Recognition Standard, and the cumulative effect ofretroactively applying the new accounting policies prior to the beginning of the current fiscal year has been added to or
deducted from retained earnings at the beginning of the current fiscal year, and the new accounting policies have been
applied from the balance at the beginning of said period. However, the Company Group has applied the method prescribedin Paragraph 86 of the Revenue Recognition Standard and has not applied the new accounting policies retrospectively tocontracts for which almost all revenue amounts were recognized in accordance with the previous treatment prior to thebeginning of the current fiscal year. In addition, the Company Group has applied the method prescribed in Paragraph 86,
Subparagraph 1 of the Revenue Recognition Standard to account for contract changes made prior to the beginning of thecurrent fiscal year based on the contract terms after reflecting all contract changes, and has added or subtracted its
cumulative effect to retained earnings at the beginning of the current fiscal year.
As a result, operating profit decreased by ¥34 million, as net sales and cost of sales for the current fiscal year increasedby ¥1,646 million and ¥1,681 million, respectively. Due to an increase of ¥162 million in non-operating income, ordinary
profit and profit before income taxes both increased by ¥127 million. In addition, the balance of retained earnings at the
beginning of the current period decreased by ¥177 million.
Application of Accounting Standard for Fair Value Measurement, etc.
The “Accounting Standard for Fair Value Measurement” (ASBJ Statement No. 30, July 4, 2019; hereinafter the “Fair
Value Accounting Standard”), etc., has been applied from the beginning of the current fiscal year, and the new accounting
policies prescribed by the Fair Value Accounting Standard, etc., will be prospectively applied in accordance with thetransitional treatment prescribed in Paragraph 19 of the Fair Value Accounting Standard and Paragraph 44-2 of the“Accounting Standard for Financial Instruments” (ASBJ Statement No. 10, July 4, 2019). The effect of the application of
the Fair Value Accounting Standard, etc., on the consolidated financial statements is immaterial.

21

(Additional information)
Transactions to offer the Company’s shares to employees, etc. through trust(1) Stock Benefit Trust Disposition-type Employee Stock Ownership Plan
The Company conducts transactions to offer the Company’s shares to the employee stock ownership plan through trust,with the aim of enhancing employees’ benefits and providing incentives for the Company and Group employees toincrease corporate value.
1. Descriptions of transactions
In March 2022, the Company introduced a “Stock Benefit Trust Disposition-type Employee Stock Ownership Plan”(hereinafter the “ESOP”).
To initiate the ESOP, the Company concluded the “Stock Benefit Trust (Disposition-type ESOP) Agreement”(hereinafter the trust established pursuant to the agreement shall be referred to as the “ESOP Trust”), whereby the Company
is to act as the administrator and the role of trustee is assigned to Mizuho Trust & Banking Co., Ltd. (hereinafter the“Trustee”). In addition, an agreement was concluded under which the Trustee is to re-entrust shares of the Company andother assets of the ESOP Trust to an account with ancillary trustee, Custody Bank of Japan, Ltd. (hereinafter the “Trust
Account E”). The Trust Account E acquires shares of the Company that the Maeda Corporation Employee Stock Holding
Partnership, the Maeda Road Employee Stock Holding Partnership, and the Maeda Seisakusho Employee Stock Holding
Partnership (hereinafter collectively the “Stock Holding Partnership”), is expected to obtain over five years after the trust
was set up, and periodically sells its holdings to the Stock Holding Partnership. If, by the time of the ESOP Trust’s
termination, gains equivalent to capital gains on sales of shares are accumulated within the ESOP Trust through sales ofCompany’s shares by the Trust Account E to the Stock Holding Partnership, then those gains will be distributed as residual
assets to Stock Holding Partnership enrollees that meet the requirements for eligible beneficiaries. Furthermore, toguarantee funds borrowed by the Trustee that enable the Trust Account E to acquire the Company’s shares, the Company
is to repay any such remaining borrowings pursuant to a guarantee agreement, in the event there are any remaining
borrowings equivalent to losses on sales of shares due to a downturn in the price of Company’s shares up until terminationof the ESOP Trust.
2. Company’s shares remaining in trust
The Company’s shares remaining in trust were recorded as treasury shares in the net assets section at the book value intrust (excluding the amount as ancillary expenses). At the end of the current fiscal year, the book value and number ofshares of the relevant treasury shares were ¥4,501 million and 4,221 thousand shares, respectively.
3. Book value of borrowings recorded using the gross method
Borrowings at the end of the current fiscal year amounted to ¥4,545 million.
(2) Board Benefit Trust (BBT)The Company’s consolidated subsidiary Maeda Corporation conducts transactions to offer shares of the Company todirectors (excluding outside directors) and executive officers (hereinafter collectively the “Directors”) of Maeda
Corporation through trust, in order to clarify a linkage among the Directors’ rewards, the Maeda Corporation’s financial
results, and the value of stock, and to strengthen incentives to the Directors aiming to increase the corporate value for the
purposes of sharing values with stockholders.
1. Descriptions of transactions
Maeda Corporation introduced a performance-based stock compensation plan called “Board Benefit Trust” (hereinafter
the “BBT”) by the resolution approved at the 74th general shareholders meeting held on June 21, 2019.
Under the BBT, in accordance with the Regulations on Stock Benefits for Officers (hereinafter the “Regulations”)
stipulated by Maeda Corporation, points will be granted to the Directors according to the standards prescribed by theCompany based on the degree of achievement of business results, etc., and on a certain date immediately after the end of
the Medium Term Business Plan period, the Company’s shares will be granted to the Directors who satisfy the requirements
for the beneficiaries set forth in the Regulations (hereinafter the “Beneficiaries”) in proportion to the number of points
granted to the Beneficiaries. However, if the Beneficiaries satisfy the requirements set forth in the Regulations, cash
equivalent to the fair value of the Company’s shares will be provided for a certain percentage of the points.

22

2. The Company’s shares remaining in trust
The Company’s shares remaining in trust are recorded as treasury shares in the consolidated balance sheet at the bookvalue in trust (excluding the amount as ancillary expenses). At the end of the current fiscal year, the book value and numberof shares of the relevant treasury shares are ¥549 million and 657 thousand shares, respectively.
Tender Offer for Toyo Construction Co., Ltd.
The Company resolved at a meeting of its Board of Directors held on March 22, 2022 to acquire shares of common stock(the “Target Company Shares”) of its equity method affiliate, Toyo Construction Co., Ltd. (Tokyo Stock Exchange, Inc., Prime
Market, Securities Code: 1890, the “Target Company”) through a tender offer (the “Tender Offer”) under the Financial
Instruments and Exchange Act.
(1) Reason for the Tender Offer
With the aim of achieving sustainable growth for the entire Group, we have defined our medium- to long-term vision as
being an “integrated infrastructure service company,” and we will vigorously promote this as the Company Group’s overall
strategy. Based on the Medium Term Business Plan, “INFRONEER Medium-term Vision 2024,” which covers the period fromthe fiscal year ending March 31, 2022 to the fiscal year ending March 31, 2024, we will establish a highly profitable and stablerevenue base that is unaffected by external factors by being quick off the mark to maximize our competitiveness through the
integration of the engineering capabilities of each Group company and the expansion of business domains accomplished byaggressive M&A activities. Our aim is to be a company that is trusted by all stakeholders by achieving prompt and proper
management through the establishment of an effective governance system, and by promoting digital transformation (DX)*,
among other initiatives, while strengthening our ability to respond to social changes.
(Note) Digital transformation (DX) refers to companies’ response to severe changes in the business environment, and by using
data and digital technologies, transforming their products, services, and business models based on the needs ofcustomers and society. It also means taking a new look at the way they do things, making changes to organizations,processes, and corporate culture and climate, and securing a position that gives an exceptional competitive advantage.
Looking at the future long-term business environment in Japan, it is expected that national and local governments’ finances
will become even tighter due to changes in the social structure caused by the declining birthrate and aging population, andwhile measures to deal with deteriorating infrastructure will quickly gather momentum, it will be challenging to invest in new
construction, let alone maintenance and renewal of existing infrastructure managed by national and local governments,
including roads, bridges, ports, water supply and sewage systems, and airports. In addition, the depletion of the financial
adjustment funds due to the recent COVID-19 pandemic is expected to accelerate the trend of reduced construction investment,
and as a solution, new markets for public-private partnerships such as comprehensive management outsourcing of public
infrastructure, PPP, and concessions are expected to expand over the next few years.
The Target Company’s strength is in marine civil engineering, mainly port construction, and the Tender Offer will further
deepen the strong bonds it has across the Company Group as a linchpin of the organization for future planned port
infrastructure concession business and renewable energy businesses, such as offshore wind power generation. Utilizing thetechnology and know-how cultivated by the Target Company in the port sector, we believe this will contribute to theestablishment of a new profit base for the Company Group and the Target Company, and that further profit expansion can thus
be expected. Furthermore, we reviewed the business strategy centered on the domestic market, which will shrink in the midto long-term, and we believe in our ability to demonstrate a competitive advantage by applying the overseas businesstechnology and know-how cultivated by the Target Company in overseas concession projects that the Company aims todevelop.
The worker shortage due to the impact of the declining working-age population caused by the falling birthrate and aging
population has become particularly noticeable in the construction industry in recent years, and thus improving productivity
through labor saving is an urgent issue that the industry must address. At the same time, as is already seen in city development,such as smart cities and smart infrastructure, there have been remarkable advancements in digital technologies, which havedrawn businesses from other industries outside the construction industry, such as the information industry, to aggressively
enter this business sector, which was previously dominated by construction companies. We therefore believe that thecompetitive environment will become more diverse and fierce in the near future.
Accumulation and maximum utilization of big data related to construction production, infrastructure management, andhuman resource development are essential requirements for growth strategies in such an environment, and since these are nota stand-alone efforts, the Company believes that, in addition to working as a group, it is important to cooperate and establish
ties with a wide variety of partners, and that effects can be maximized by coordinating the technological and human resources
development bases of each company. By using the Tender Offer to enable the best use of big data, such as technologies and23know-how possessed by Group companies, going forward, we believe it will contribute to improving operational efficiency
and productivity across all the businesses of Group and the Target Company, and enable us to create value through synergies
faster and more reliably.
Based on the above, we will not consider maintaining the Target Company’s listing as a consolidated subsidiary of theCompany because measures to strengthen the competitiveness of the entire Group in the medium to long term may not be
consistent with measures to maximize the short-term profits of the target group, and we will eliminate potential conflicts ofinterest between the Company and the Target Company’s general shareholders by making the Target Company a wholly owned
subsidiary of the Company. We are convinced that in this way we will contribute to the greater corporate value of bothcompanies, unifying Group strategy to achieve sustained growth for the Company Group as a whole. We have also decided
that it is optimal to make the Target Company a wholly owned subsidiary through this transaction, including the Tender Offer,and have therefore decided to conduct this Tender Offer.
(2) Overview of the Tender Offer
As of March 22, 2022, the Company owned 100 shares (ownership ratio: 0.00%) of the Target Company. The Company’s
wholly owned subsidiary Maeda Corporation owned 19,047,510 shares (ownership ratio 20.19%) of the Target Company
shares. With direct ownership combined with the indirect ownership through Maeda Corporation, the Company owns
19,047,610 shares (ownership ratio: 20.19%) of the Target Company shares.
In the Tender Offer, the Company has set the lower limit on the number of shares planned to be acquired at 43,837,790
shares (holding ratio: 46.47%), and if the total number of issued share certificates, etc. (hereinafter referred to as the “Tendered
Share Certificates”) applied for purchase in response to the Tender Offer falls short of the lower limit, the Company will notpurchase the whole of the tendered share certificates, etc.
The Tender Offer is intended to make the Target Company a wholly owned subsidiary of the Company. If the Company isunable to acquire all shares of the Target Company in the Tender Offer, the Company plans to acquire all the shares of theTarget Company and to implement a series of procedures to make the Target Company a wholly owned subsidiary of theCompany.
1. Outline of the Target Company
Name
Location
Job title and name of representative
Description of business
Share capital
Date of establishment

Toyo Construction Co., Ltd.
4-1-1 Koraibashi, Chuo-ku, Osaka
Kyoji Takezawa, Representative Director and President
Domestic civil engineering, domestic construction, overseas construction, andreal estate businesses¥14,049 million (as of December 31, 2021)
July 3, 1929

2. Tender Offer period
From Wednesday, March 23, 2022 to Thursday, May 19, 2022 (38 business days)
3. Tender Offer price¥770 per common share
4. Number of share certificates, etc., scheduled to be purchased
Number of shares scheduled to be purchased
Minimum number of shares scheduled to be purchased
Maximum number of shares scheduled to be purchased

75,280,468
43,837,790‐

5. Purchase price¥57,965,960,360(Note) The “Purchase price” is the Tender Offer number of shares scheduled to be purchased (75,280,468 shares) multipliedby the Tender Offer Price (¥770).
6. Settlement commencement dateThursday, May 26, 2022

24

(Notes to consolidated balance sheet)*1. The amounts related to non-consolidated subsidiaries and affiliates is as follows(Millions of yen)
As of March 31, 2022
Investment securities (stocks)

22,000*2. Collateral assets
Assets pledged as collateral are as follows.
(Millions of yen)
As of March 31, 2022
Investment securities

88

Investments and other assets (others)

400

Total

489

Collateral assets corresponding to non-recourse debt are presented as included in “3. Assets corresponding to non-recourse debt.”*3. Assets corresponding to non-recourse debt are as follows.
(Millions of yen)
As of March 31, 2022
Cash and deposits
Notes receivable, accounts receivablefrom completed construction
contracts and otherRaw materials and supplies

13,352

(

－

)

1,446

(

－

)

23

(

23

)

Buildings and structures
Machinery, vehicles, tools, furnitureand fixtures
Right to operate public facilities

1

(

1

)

5,510

(

5,506

)

109,721

(

－

)

Total

130,056

(

5,531

)

The figures in parentheses represent the amounts pledged as revolving mortgages to the factory foundations of consolidated subsidiaries
and the corresponding assets.

4. Guarantee obligations
The Company has guaranteed the following companies’ borrowings from financial institutions.
(1) Loan guarantees* Izumon Retailing Co., Ltd. is an affiliate.
(Millions of yen)
As of March 31, 2022
Asai Construction Co., Ltd.
Izumon Retailing Co., Ltd.
Total

765
45
810

(2) Construction bidding, performance guarantees, etc.
*Maeda Vietnam Co., Ltd. is an affiliate.
(Millions of yen)
As of March 31, 2022
Maeda Vietnam Co., Ltd.

393

25

*5. The reduction entry amount deducted from the acquisition cost of property, plant and equipment due to government
subsidies, etc., is as follows(Millions of yen)

As of March 31, 2022
Buildings and structures286

6. Discounted notes receivable and endorsed trade notes receivable(Millions of yen)

As of March 31, 2022
Endorsed trade notes receivable
Transfer of notes receivable throughliquidation

8,243
12

*7. The amount of costs on construction contracts in progress related to construction contracts that are expected to incur losses
and the provision for loss on construction contracts are not offset, but are presented as two separate items. The amount of costs
on construction contracts in progress related to construction contracts expected to incur losses that corresponds to the provision
for loss on construction contracts is as follows.
(Millions of yen)

As of March 31, 2022
Costs on construction contracts in progress

87

26

(Notes to consolidated statement of income)*1. The ending inventory is the amount after devaluation of the book value due to the decline in profitability, and the following
loss on valuation of inventories is included in cost of sales.
(Millions of yen)
Fiscal year ended March 31, 2022
33

*2. Provision for loss on construction contracts included in cost of sales is as follows.
(Millions of yen)
Fiscal year ended March 31, 2022
389

*3. Major expense items and amounts within selling, general and administrative expenses are as follows.
(Millions of yen)
Fiscal year ended March 31, 2022
Employee salary allowance

17,666

Research study expenses

7,125

Amortization of goodwill

6,748

Retirement benefit expenses

1,068

Provision for bonuses
Provision of allowance for doubtful
accounts
Provision for bonuses for directors(and other officers)

3,160
6
247

4. Total R&D expenses included in general and administrative expenses and manufacturing costs for the period under review
are as follows.
(Millions of yen)
Fiscal year ended March 31, 2022
5,669

*5. Breakdown of gain on sale of non-current assets is as follows.
(Millions of yen)
Fiscal year ended March 31, 2022
Land

128

Buildings and structures
Machinery, vehicles, tools, furnitureand fixtures
Total

68
134
331

27

*6．Breakdown of loss on retirement of non-current assets is as follows.
(Millions of yen)
Fiscal year ended March 31, 2022
Buildings and structures
Machinery, vehicles, tools, furnitureand fixtures
Other

224

Total

529

244
60

*7. Impairment loss
The Group posted impairment loss on the following asset groups.
Fiscal year ended March 31, 2022
Region(Millions of yen)

Main applications

Shizuoka Prefecture

Business assets

Tokyo

Leasing business assets,othersChiba Prefecture

Business assets

Fukushima
Prefecture

Business assets

Shimane Prefecture

Business assets

Akita Prefecture,othersBusiness assets, others

Types

Impairment loss

Land, buildings and structures,
machinery, vehicles, tools,
furniture and fixtures
Buildings and structures,
machinery, vehicles, tools,
furniture and fixtures

330
84

Buildings and structures

29

Buildings and structures,
machinery, vehicles, tools,
furniture and fixtures
Land, buildings and structures,
machinery, vehicles, tools,
furniture and fixtures
Land, buildings and structures,
machinery, vehicles, tools,
furniture and fixtures

19
16
12

The Group categorizes business assets for its own use by business office, and by each individual item for leasing businessassets, golf courses, and other assets that are scheduled for disposal.
Due to a decline in profitability of business assets, etc., the book value of the above assets was reduced to the recoverable
amount, and the amount of the reduction was recorded as an impairment loss (¥494 million) under extraordinary losses.
The major breakdown is ¥208 million for buildings and structures, ¥279 million for machinery, vehicles, tools, furniture andfixtures, and ¥6 million for land.
The recoverable amount of such assets is the higher of either net realizable value or value in use. Net realizable value iscalculated based on market value, etc., while for value in use, the recoverable amount is zero for those assets with negative
future cash flows.
(Notes to consolidated statement of changes in shareholders’ equity)
Fiscal year ended March 31, 2022
1. Class and total number of issued shares and treasury Shares
Number of shares as ofbeginning of fiscal year
under review(thousands of shares)

Number of increased
shares in fiscal year
under review(thousands of shares)

Number of decreased
shares in fiscal year
under review(thousands of shares)

Number of shares as ofend of fiscal year underreview(thousands of shares)

Common shares

194,608

391,539

295,077

291,070

Total

194,608

391,539

295,077

291,070

Common shares

7,348

121,994

102,648

26,694

Total

7,348

121,994

102,648

26,694

Issued shares

Treasury shares(Notes) 1. The increase in issued shares is due to the establishment of the Company by means of a joint share transfer(hereinafter the “Share Transfer”) conducted by Maeda Corporation, Maeda Road Construction Co., Ltd. and28

Maeda Seisakusho Co., Ltd. on October 1, 2021.
2. The decrease of 295,077 thousand issued shares represents a decrease of 160 thousand shares due to thecancellation of treasury shares based on the resolution of the Board of Directors meeting held by Maeda
Corporation in September 2021, a decrease of 194,447 thousand shares in issued shares of Maeda Corporation,
which became a wholly owned subsidiary, and a decrease of 100,469 thousand shares due to the cancellation oftreasury shares based on the resolution of the Board of Directors meeting held by the Company in November
2021.
3. The number of treasury shares at the beginning of the current fiscal year includes 496 thousand shares of theCompany's shares held by the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan
implemented by Maeda Corporation, and 657 thousand shares held by the Board Benefit Trust (BBT) introducedby Maeda Corporation.
4. The increase of 121,994 thousand shares in treasury shares is composed of 100,675 thousand shares of theCompany allocated to subsidiaries as a result of the Share Transfer, an increase of 17,066 thousand shares fromthe acquisition of treasury shares based on a resolution of the Board of Directors, an increase of 20 thousand
shares from the acquisition of shares with transfer restrictions without compensation, an increase of 10 thousand
shares from the purchase of shares of less than one unit, and an increase of 4,221 thousand shares from theacquisition of Company shares by the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan that
the Company has adopted.
5. The decrease of 102,648 thousand shares in treasury shares is due to a decrease of 160 thousand shares resulting
from the cancellation of treasury shares based on the resolution of the Board of Directors meeting held by Maeda
Corporation in September 2021, the decrease of 100,469 thousand shares resulting from the cancellation oftreasury shares based on the resolution of the Board of Directors meeting held by the Company in November
2021, the decrease of 1,762 thousand shares due to the disposal of treasury shares based on a resolution of theBoard of Directors, the decrease of 164 thousand shares due to treasury share disposal as restricted stockcompensation, and the decrease of 92 thousand shares due to the sale of shares to the employees stock ownershipplan through the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan introduced by Maeda
Corporation.
6. The number of treasury shares at the end of the current fiscal year includes 4,221 thousand shares held by the
Stock Benefit Trust Disposition-type Employee Stock Ownership Plan that the Company has adopted and 657
thousand shares held by the BBT introduced by Maeda Corporation.
2. Dividends(1) Payment of dividends
The Company was established on October 1, 2021 by means of a joint share transfer as a wholly owning parent companyof Maeda Corporation Maeda Road Construction, Co., Ltd., and Maeda Seisakusho Co., Ltd., and for that reason the amountof dividends paid is the amount resolved at Maeda Corporation, which was the former parent company that became a wholly
owned subsidiary through the joint share transfer.
Resolution

Type of shares

Generalshareholders
meeting held on June23, 2021

Common shares

Total amount of
Dividend per share
dividends(yen)(Millions of yen)
7,144

38.0

Record date

Effective date

March 31, 2021

June 24, 2021

(Notes) 1. The total amount of dividends is the amount after deducting dividends on parent company shares held bysubsidiaries and affiliates.
2. The total amount of dividends resolved at the general shareholders meeting held on June 23, 2021 includes
dividends of ¥3 million for the Company’s shares held by the Stock Benefit Trust Disposition-type Employee
Stock Ownership Plan introduced by Maeda Corporation, and dividends of ¥24 million for the Company’s shares
held by the Board Benefit Trust (BBT) introduced by Maeda Corporation.

29

(2) Dividends with a record date that falls within the fiscal year under review but an effective date in the following
fiscal year
(Resolution)

Type ofshares

Source ofdividend

Dividend pershare (Yen)

Board ofDirectors’ meeting
held on May 13,
2022

Total amountof dividends(Millions ofyen)

Commonshares

10,770Capitalsurplus

40.0

Record date

Effective date

March 31, 2022

June 24, 2022

(Notes) 1. The total amount of dividends is the amount after deducting dividends on parent company shares held bysubsidiaries and affiliates.
2. The total amount of dividends resolved by the Board of Directors at a meeting held on May 13, 2022 includes
dividends of ¥168 million for the Company’s shares held by the Stock Benefit Trust Disposition-type Employee
Stock Ownership Plan that the Company has adopted, and dividends of ¥26 million for the Company’s shares
held by the Board Benefit Trust (BBT) introduced by Maeda Corporation.

(Notes to consolidated statement of cash flows)*1. Relationship of balance of cash and cash equivalents at fiscal year-end and amount of items presented in consolidatedbalance sheet(Millions of yen)

Fiscal year ended March 31, 2022
Cash and deposits
Deposits with a term longer than 3monthsTime deposits
Separate deposits in trusts*

78,035(1,842)

Cash and cash equivalents

76,018(174)(Note) Included in Stock Benefit Trust Disposition-type Employee Stock Ownership Plan and Board Benefit Trust(BBT)(Segment information, etc.)[Segment information]
1. Overview of reportable segments
The Group’s reportable segments are components of the group for which separate financial information is available andwhich are subject to periodic review by the Board of Directors to determine the allocation of management resources andevaluate their performance.
The Group consists of business and service segments based on consolidated subsidiaries, etc., and has five reportablesegments: building construction, civil engineering, road civil engineering, machinery, and infrastructure management.
An overview of each reportable segment is as follows.
Building construction: Contracting of construction work and related business
Civil engineering: Contracting of civil engineering work and related businesses
Road civil engineering: Contracting for pavement construction, manufacture and sale of asphalt mixture and othermaterials, and related businesses
Machinery: Manufacture and sale of construction equipment and related businesses
Infrastructure management: Renewable energy business and concession business, and related business
Effective from the third quarter of the current fiscal year, following the transition to a holding company structure througha joint stock transfer, the Company has reorganized its business segments into five reportable segments: building
construction, civil engineering, road civil engineering, machinery, and infrastructure management.

30

2. Method of calculation of sales, profit or loss, and other items by reportable segment
The accounting method used for the reported business segments is generally the same as that described in “Importantmatters that form the basis for preparation of consolidated financial statements.” Profits of reportable segments are based on
operating profit. Inter-segment transactions are transactions among consolidated companies and are based on market prices,etc.
3. Information on sales, profit or loss, and other items by reportable segment
Fiscal year ended March 31, 2022 (April 1, 2021 to March 31, 2022)(Millions of yen)
Adjustment(Note 2)

Amountrecorded inconsolidated
statement ofincome(Note 3)

Reportable Segment
Building
Civil
Road Civil
Machinery
Construction Engineering Engineering

InfrastructureManagement

Total

Other
(Note 1)Total

Net sales
Goods transferred at apoint in time
Goods transferred overtime
Income from contracts
with customers

8,941

2,718

183,675

29,667

18,610243,613

26,057

269,670－

269,670

205,443

139,920

48,92751－

394,343

11,350405,693－405,693

214,384

142,639

232,60229,71918,610637,956

37,407675,363－

675,363

1,717

－

164

5,603

63

7,548

－

7,548

－

7,548

Net sales to outside
customers
Inter-segment net sales
or transfers

216,102

142,639

232,767

35,322

18,673645,505

37,407

682,912－682,912

2,461

(125)

2,832

1,823

293

7,284

14,76422,049(22,049)－

Total

218,563

142,513

235,599

37,146

18,966

652,790

52,171

704,962(22,049)

682,912Segment profit

8,497

14,661

2,668

1,693

6,095

33,6161,890

35,506

1,983

37,489Depreciation

3,196

2,085

10,744

1,791

6,506

24,324515

24,840(130)

24,709Amortization of
goodwill

－

－

6,748

－

－

6,748

－

6,748

－

6,748

Other income

Other items(Notes) 1. “Others” is the segment which is not included in reportable segments, namely businesses operated by somesubsidiaries
2. Adjustment of segment profit includes inter-segment transactions of ¥1,983 million.
3. Adjustments are made to reconcile segment profit to operating profit reported on the consolidated statement ofincome.
4. Assets are not allocated to business segments, so the amount of assets for each segment is not shown.

31

(Per share information)
Fiscal year ended
March 31, 2022
Net assets per share

1,312.19

Earnings per share

94.73(Notes) 1. Diluted earnings per share is not shown because there are no diluted shares.
2. Earnings per share for the current fiscal year is calculated by multiplying the average number of shares of Maeda
Corporation during the period from April 1, 2021 to September 30, 2021, which is before the establishment of
the Company by means of a joint share transfer on October 1, 2021, by the share transfer rate.
3. Shares of the Company remaining in the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan
and the Board Benefit Trust (BBT), which are recorded as treasury shares in shareholders’ equity, are included intreasury shares as a deduction in the calculation of average number of shares outstanding during the period forthe purpose of calculating earnings per share. The Stock Benefit Trust Disposition-type Employee Stock
Ownership Plan introduced by Maeda Corporation was concluded in the second quarter of the current fiscal year.
The number of such treasury shares at the end of the period deducted for the calculation of net assets per share is
4,221 thousand shares for the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan introducedby the Company and 657 thousand shares for the Board Benefit Trust (BBT) introduced by Maeda Corporation
at the end of the current fiscal year.
The average number of such treasury shares deducted from the calculation of earnings per share is 18 thousand
shares for the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan introduced by Maeda
Corporation, 324 shares for the Stock Benefit Trust Disposition-type Employee Stock Ownership Plan introducedby the Company and 657 thousand shares for the Board Benefit Trust (BBT) introduced by Maeda Corporation
during the current fiscal year.
4. The basis for calculating earnings per share is as follows.
Fiscal year ended
March 31, 2022
Profit attributable to owners of parent
Amount not attributable to common shareholders
Profit attributable to owners of the parent forcommon stock
Average number of shares during the period(Millions ofyen)(Millions ofyen)(Millions ofyen)(Thousandsof shares)

32

26,689－26,689281,728

(Business combination)
1. Common control transactions, etc.
(1) Descriptions of transactions
1) Name of combined business and details of operations
Wholly-owned subsidiaries by share transfer:
Maeda Corporation (civil engineering and construction contracts,
design, and operation of public infrastructure, etc.)
Maeda Road Construction Co., Ltd. (construction, manufacturing,and sales)
Maeda Seisakusho Co., Ltd. (sales, service, rental, etc. of
construction materials and products)2) Business combination date
October 1, 2021
3) Legal form of business combination
Establishment of a holding company by joint share transfer4) Name of business after combination
Wholly-owning parent company by share transfer: INFRONEER Holdings Inc.
5) Other matters concerning descriptions of transactions
In order for the entire group to work together to achieve sustainable growth in the face of significant changes in thebusiness environment in the future, we believe it is essential for Maeda Corporation, Maeda Road Construction Co.,
Ltd. and Maeda Seisakusho Co., Ltd. (hereinafter the “Three Companies”) to work more closely together than everbefore, and to maximize synergies for the entire group by building a solid management base that can respond to changes
in the business environment and optimally allocating management resources. We firmly believe that carrying out group
strategies in an integrated manner by transitioning to a holding company structure through the business combination
will contribute to the enhancement of the corporate value of the Three Companies and the Company Group as a whole.
(2) Descriptions of implemented accounting treatment
Based on the “Accounting Standard for Business Combinations” and “Guidance on Accounting Standard for Business
Combinations and Accounting Standard for Business Divestitures,” transactions are treated as transactions with noncontrolling interests, under common control transactions, etc.
(3) Matters concerning additional acquisition of subsidiary shares
Breakdown of acquisition cost and consideration by type
Fair value of the Company’s common stock issued on the business combination date
Acquisition cost

¥94,203 million¥94,203 million(4) Transfer ratio by share type, calculation method thereof, and number of issued shares
1) Transfer ratio by share type1.00 share of common stock of the Company was allotted for each share of common stock of Maeda Corporation,
2.28 shares of common stock of the Company were allotted for each share of common stock of Maeda Road, and 0.58
shares of common stock of the Company were allotted for each share of common stock of Maeda Seisakusho.
2) Calculation method of share transfer ratio
Calculation of the share transfer ratio was commissioned to several financial advisors, and the ratio has been
calculated upon discussion between the parties concerned based on the reports submitted from the advisors.
3) Number of issued shares
391,539,797 shares

33

2. Common control transactions, etc.
(1) Descriptions of transactions
1) Name of subject operations and details of those operations
Name of operations: Management of bonds pertaining to issue by the Company’s wholly-owned subsidiary Maeda
Corporation
Details of operations: Operations pertaining to bonds issued by Maeda Corporation
2) Business combination date
December 20, 2021
3) Legal form of business combination
Absorption-type company split making Maeda Corporation the split company and the Company the succeedingcompany
4) Name of business after combination
No change.
5) Other matters concerning descriptions of transactions
The Company was established on October 1, 2021, as a wholly-owning parent company of Maeda Corporation, Maeda
Road and Maeda Seisakusho by means of a joint share transfer. The business combination centralizes the Company
Group’s bond management operations in the Company through the Company’s inheritance of the rights and obligations
for bond management of Maeda Corporation, the Company’s wholly-owned subsidiary.
(2) Descriptions of implemented accounting treatment
Based on the “Accounting Standard for Business Combinations” and “Guidance on Accounting Standard for Business
Combinations and Accounting Standard for Business Divestitures,” transactions are treated as transactions undercommon control.
(Significant subsequent event)Not applicable.

34

5. Others(1) (Building Construction Segment) Classified by Public and Private: Orders Received, Net Sales and Backlog
1. Orders Received(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

72,73527.8

Private Works

188,677

72.0

Overseas

487

0.2

Total

261,900

100.0

2. Net Sales(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

37,533

17.2

Private Works

180,891

82.8

Overseas

138

0.1

Total

218,563

100.0

3. Backlog(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

79,241

20.1

Private Works

315,297

79.8

Overseas

359

0.1

Total

394,898

100.0(Note) Net sales include inter-segment transactions.

(2) (Civil Engineering Segment) Classified by Public and Private: Orders Received, Net Sales and Backlog
1. Orders Received(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

62,504

38.7

Private Works

97,397

60.3

Overseas

1,645

1.0

Total

161,548

100.0

2. Net Sales(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

76,741

53.8

Private Works

64,13445.0

Overseas

1,751

1.2

Total

142,627

100.0

35

3. Backlog(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Public Works

145,65445.0

Private Works

177,264

54.8

Overseas

560

0.2

Total

323,479

100.0(Note) Net sales include inter-segment transactions.

(3) (Road Civil Engineering Segment) Classified by Type: Orders Received, Net Sales and Backlog
1. Orders Received(Millions of yen)
Fiscal year ended
March 31, 2022
AmountPavement
Construction
Civil Engineering
Works
Manufacturing/Sales
Other
Total

%

132,179

56.1

29,886

12.7

72,887

30.9

572

0.2

235,525

100.0

2. Net Sales(Millions of yen)
Fiscal year ended
March 31, 2022
AmountPavement%

132,703

56.3

Civil EngineeringWorks

29,436

12.5

Manufacturing/Sales

72,887

30.9

572

0.2

235,599

100.0

Construction

Other
Total
3. Backlog(Millions of yen)
Fiscal year ended
March 31, 2022
Amount%Pavement
Construction

46,154

78.2

Civil EngineeringWorks

12,90021.8

Manufacturing/Sales

－

－

Other

－

－

59,054

100.0

Total

(Note) Net sales include inter-segment transactions.

36

(4) Summary of Forecast of Consolidated Financial Results
Fiscal year ended
March 31, 2022
Results for thecurrent period
Net sales(Millions of yen)
Fiscal year ending March 31, 2023
Full-year forecast

YoYchangeRate of change

682,912730,600

47,6877.0%

Building Construction

216,102238,300

22,197

10.3%

Civil Engineering

142,639

155,500

12,8609.0%

Road Civil Engineering

232,767

240,100

7,332

3.2%

Machinery

35,32235,500177

0.5%

Infrastructure Management

18,67321,700

3,026

16.2%

Other

37,40739,500

2,092

5.6%

91,61098,500

6,889

13.4%

13.5%

0.1%

23,40325,900

2,496

10.8%

10.9%

0.1%

26,03624,100(1,936)

18.3%

15.5%

(2.8)%

22,462

26,300

3,837

9.7%

11.0%

1.3%

7,367

7,500

132

20.9%

21.1%

0.2%

7,583

10,000

2,416

40.6%

46.1%

5.5%

4,756

4,700

(56)

12.7%

11.9%

(0.8)%

Selling, general and administrative expenses

54,12055,900

1,779

3.3%

Operating profit

37,48942,600

5,110

13.6%

Ordinary profit

38,03643,500

5,463

14.4%

Profit26,68932,400

5,710

21.4%

Gross profit

Building Construction

Civil Engineering

Road Civil Engineering

Machinery

Infrastructure Management
Other(Note) Percentages in the lower row of gross profit indicate profit margin.

37

7.5%

10.7%

(7.4)%

17.1%

1.8%

31.9%

(1.2)%

(Reference) Maeda Corporation: Supplementary Information
1) Summary of non-consolidated financial results forecast(Millions of yen)
Fiscal year ending
March 31, 2023

Fiscal year ended
March 31, 2022
Results for theprevious period

Results for thecurrent period

366,086

365,772(314)

363,038

358,322214,393

Full-year forecast

YoY change

Rate of change

402,500

36,727

10.0%(4,715)393,500

35,177

9.8%

216,8422,449

238,500

21,657

10.0%

148,644

141,480(7,164)

155,000

13,519

9.6%

1,423

4,580

3,156

7,500

2,919

63.7%

1,624

2,868

1,243

1,500

(1,368)(47.7)%

53,67054,136466

57,000

2,863

14.7%

14.8%

0.1%

14.2%

(0.6)%

51,52648,011(3,514)48,750

738

14.2%

13.4%

(0.8)%

12.4%(1.0)%

Building
Construction

20,831

22,662

1,831

25,250

2,587

9.7%

10.5%

0.8%

10.6%

0.1%

Civil
Engineering

30,69425,349(5,345)23,500(1,849)

20.6%

17.9%

(2.7)%

15.2%(2.7)%

1,409

4,536

3,126

7,500

2,963

99.0%

99.0%

0.0%

100.0%

1.0%

735

1,589

853

750

(839)

45.2%

55.4%

10.2%

50.0%

(5.4)%

Selling, general and administrative
expenses

23,947

26,816

2,868

26,400(416)(1.6)%

Operating profit

29,722

27,320(2,401)30,600

3,279

12.0%

Ordinary profit

45,24135,194(10,046)

32,100(3,094)(8.8)%

Profit36,24728,512(7,734)28,000(512)(1.8)%Net sales
Construction Total
Building
Construction
Civil
Engineering
InfrastructureManagement
Real Estate
Gross profit

Construction Total

InfrastructureManagement
Real Estate

YoY change(Note) The percentages in the lower row of Gross profit indicate the profit margin.
2) Non-consolidated forecast of orders received for the construction business(Millions of yen)
Fiscal year ending

Fiscal year ended

March 31, 2023

March 31, 2022

Full-year forecast

YoY change(%)

Results for thecurrent period

YoY change(%)

Building Construction

260,000(0.1)

260,136

6.1

Civil Engineering

160,000(0.2)

160,401

(2.0)

Total

420,000(0.1)

420,537

2.9

38

5.3%

1.5%

11.4%

(7.3)%

65.3%(52.8)%