Note: This document has been translated from a part of the Japanese original for reference purposes only. In the event of any
discrepancy between this translated document and the Japanese original, the original shall prevail.

(Securities Code: 8194)
May 10, 2022
To our shareholders:
Takaharu Iwasaki
Representative Director and President
LIFE CORPORATION
3-6-2 Nihonbashi-Honcho, Chuo-ku, Tokyo

Notice of the 67th Annual General Meeting of Shareholders
We are pleased to announce the 67th Annual General Meeting of Shareholders of LIFE CORPORATION (the“Company”) to be held as indicated below.
If you will not be attending the meeting in person, you may exercise your voting rights in writing (postal mail)or via the internet. Please review the attached Reference Documents for the General Meeting of Shareholders,follow the “Guide to Exercising Voting Rights” (in Japanese only), and exercise your voting rights by 6:00 p.m.
on Wednesday, May 25, 2022 (JST).
1. Date and Time: Thursday, May 26, 2022, at 10:00 a.m. (JST)
2. Venue:

Large conference room, 1st floor of the Osaka Headquarters of the Company
2-2-22, Nishimiyahara, Yodogawa-ku, Osaka

3. Purpose of the Meeting
Matters to be reported:
1. The Business Report and the Consolidated Financial Statements for the 67th fiscal year (from March 1, 2021
to February 28, 2022), and the audit results of the Consolidated Financial Statements by the Accounting
Auditor and the Board of Corporate Auditors
2. The Non-consolidated Financial Statements for the 67th fiscal year (from March 1, 2021 to February 28,
2022)
Matters to be resolved:
Proposal No. 1

Appropriation of Surplus

Proposal No. 2

Amendment to the Articles of Incorporation

Proposal No. 3

Election of Nine (9) Directors- When you attend the meeting, please present the enclosed voting form at the reception.
-

Among the documents to be provided with this notice, “Matters Related to Establishing System for Ensuring the Propriety of Business
Activities” in the Business Report, “Notes to the Consolidated Financial Statements” in the Consolidated Financial Statements and“Notes to the Non-consolidated Financial Statements” in the Non-consolidated Financial Statements are posted on the Company’s
website (http://www.lifecorp.jp/) pursuant to laws and regulations, as well as Article 15 of the Company’s Articles of Incorporation,
and are not included in the documents attached to this notice. Accordingly, the attached documents to this notice constitute a part ofthe documents that were audited by the Corporate Auditors and the Accounting Auditors in preparing the audit results.

-

Any corrections to the Reference Documents for the General Meeting of Shareholders, the Business Report, the Non-consolidated
Financial Statements or Consolidated Financial Statements will be posted on the Company’s website (http://www.lifecorp.jp/).

-1-

[Important Notices]
COVID-19 Measures for the General Meeting of Shareholders- For those attending the General Meeting of Shareholders in person, please confirm the status of COVID-19
infection trends and your own health on the day of the meeting, wear a mask, and take efforts to prevent infection.
- Please fully utilize the option of exercising voting rights at this General Meeting of Shareholders in writing (postal
mail) or via the internet.
- We may take measures to prevent the spread of infectious diseases at the venue for the General Meeting of
Shareholders. Please cooperate with such measures.
We ask for the understanding and cooperation of all shareholders under the given circumstances.

-2-

Reference Documents for the General Meeting of Shareholders
Proposal No. 1

Appropriation of Surplus

The Company regards the return of profit to its shareholders as one of the management policies of utmost importanceand maintains a basic policy to continuously carry out stable payment of dividends. The Company has given
comprehensive consideration to matters including the above basic policy, strengthening of our management structureand future business development. The Company also wishes to commemorate the 60th anniversary of opening its
first supermarket and express gratitude for the daily support of all shareholders. Therefore, the Company proposes
the payment of the year-end dividend and other appropriation of surplus for the 67th fiscal year as set forth below.
1. Year-end dividends(1)Type of dividend property
To be paid in cash.

(2)

Allotment of dividend property and their aggregate amountIn addition to ¥30 per common share in regular dividends, the Company proposes to add ¥10 per share as acommemorative dividend for a total of ¥40 per share. In this event, the total dividends will be ¥1,878,303,920.
Accordingly, including the interim dividend (¥30 per share), the annual dividend will be ¥70 per share.

(3)

Effective date of dividends of surplus
The effective date of dividends will be May 27, 2022.

(Reference) Trends in dividends per share and dividend payout ratio

Interim dividend (¥)

63rd Fiscal Year
ended February
2018

64th Fiscal Year
ended February
2019

65th Fiscal Year
ended February
2020

66th Fiscal Year
ended February
2021

67th Fiscal Year
ended February
2022

15.00

15.00

20.00

25.00

30.00

Year-end dividend (¥)

15.00

15.00

20.00

25.00

40.00
(Includescommemorative
dividend of ¥10)

Consolidated dividend
payout ratio (%)

21.4

19.0

23.9

13.1

21.6

2. Other appropriation of surplus(1)

Item of surplus to be increased and amount of increase
General reserve: ¥10,700,000,000(2)Item of surplus to be decreased and amount of decrease
Retained earnings brought forward: ¥10,700,000,000-3-Proposal No. 2

Amendment to the Articles of Incorporation

1. Reasons for the amendment
Since the revised provisions provided for in the proviso to Article 1 of the Supplementary Provisions of the Act
Partially Amending the Companies Act (Act No. 70 of 2019) are to be enforced on September 1, 2022, theCompany proposes to make the following changes to its Articles of Incorporation in preparation for the
introduction of the system for providing informational materials for the general meeting of shareholders inelectronic format.
(1) Article 15, paragraph 1 in “Proposed Amendments” below will stipulate that the Company shall takemeasures for providing information that constitutes the content of reference documents for the general
meeting of shareholders, etc. in electronic format.
(2) Article 15, paragraph 2 in “Proposed Amendments” below will establish the provision to limit the scope of
the items to be stated in the paper-based documents to be delivered to shareholders who requested thedelivery of paper-based documents.
(3) Since the provisions for Internet Disclosure and Deemed Provision of Reference Documents for the General
Meeting of Shareholders, Etc. (Article 15 of the current Articles of Incorporation) will no longer be required,
they will be deleted.
(4) Accompanying the aforementioned establishment and deletion of provisions, supplementary provisions
regarding the effective date, etc. will be established.
2. Amendments
Details of amendments are as follows.
(Changed portion is underlined)
Current Articles of Incorporation

Proposed Amendments

Articles 1. through 14. (Text omitted)

Articles 1. through 14. (Unchanged)

Article 15. (Internet Disclosure and Deemed Provision ofReference Documents for the General Meeting of
Shareholders, Etc.)(Deleted)

When the Company convenes a general meeting of shareholders,
if it discloses information that is to be stated or presented in thereference documents for the general meeting of shareholders,business report, financial statements and consolidated financial
statements through the internet in accordance with the provisions
prescribed by the Ministry of Justice Order, it may be deemedthat the Company has provided this information to shareholders.
(Newly established)

Article 15. (Measures, etc. for Providing Information inElectronic Format)
1. When the Company convenes a general meeting ofshareholders, it shall take measures for providing
information that constitutes the content of reference
documents for the general meeting of shareholders, etc. inelectronic format.
2. Among items for which the measures for providing
information in electronic format will be taken, the Company
may exclude all or some of those items designated by the
Ministry of Justice Order from statements in the paper-based
documents to be delivered to shareholders who requested thedelivery of paper-based documents by the record date ofvoting rights.

Articles 16. through 37. (Text omitted)

Articles 16. through 37. (Unchanged)-4-Current Articles of Incorporation

Proposed Amendments(Newly established)(Supplementary provisions)(Transitional Measures for Providing Informational Materials for
the General Meeting of Shareholders in Electronic Format)
1. The amendment to the Articles of Incorporation pertaining to
Article 15 shall be effective from September 1, 2022, whichis the date of enforcement of the revised provisions provided
for in the proviso to Article 1 of the Supplementary
Provisions of the Act Partially Amending the Companies Act(Act No. 70 of 2019) (hereinafter referred to as the “Date of
Enforcement”).
2. Notwithstanding the provisions of the preceding paragraph,
Article 15 of the Articles of Incorporation (Internet
Disclosure and Deemed Provision of Reference Documents
for the General Meeting of Shareholders, Etc.) shall remain
effective regarding any general meeting of shareholders held
on a date within six months from the Date of Enforcement.
3. These Supplementary Provisions shall be deleted on the datewhen six months have elapsed from the Date of Enforcement
or three months have elapsed from the date of the general
meeting of shareholders in the preceding paragraph,
whichever is later.

-5-

Proposal No. 3

Election of Nine (9) Directors

At the conclusion of this meeting, the terms of office of all ten (10) Directors will expire. Therefore, the Company
proposes to elect nine (9) Directors.
The details of this proposal were deliberated at the “Nomination & Remuneration Advisory Committee,” which is aconsultative body to the Board of Directors with an independent outside Director as the chair. The results of thedeliberation were reported to the Board of Directors, where the proposal was approved.
The candidates for Directors are as follows:
Candidate
No.

Name

GenderCurrent position in the Company

Attendance atBoard of Directors
meetings in
FY20211

Re-election

Takaharu Iwasaki

Male

Representative Director andPresident

16/16(100%)

2Re-election

Toshiaki Namiki

Male

Director & Senior Managing
Executive Officer

16/16(100%)

3

Re-election

Tomehisa Morishita

Male

Director & Senior Managing
Executive Officer

16/16(100%)

4

Re-election

Takashi Sumino

Male

Director & Managing Executive
Officer

16/16(100%)

5

Re-election

Nobuyuki Kawai

Male

Director & Managing Executive
Officer

16/16(100%)

6

Re-election
Independent
OutsideKoichi Narita

Male

Director

16/16(100%)

7

Re-election
Independent
OutsideHaruhiko Yahagi

Male

Director

13/13(100%)

8

Re-election
Independent
OutsideHiroko Kono

FemaleDirector

13/13(100%)

9

New election
Independent
OutsideTakashi Katayama

Male

–

–

Note: For Haruhiko Yahagi and Hiroko Kono, attendance at Board of Directors meetings indicates their attendance
after they assumed office as Directors.

-6-

Reference: Major experience fields of Director candidates (skill matrix)
The major experience fields for candidates for Directors are as follows:

Expertise and experience
Name

Takaharu
IwasakiOverall
Sustainability HR and Finance and Legal andmanagement and ESG
labor accounting Compliance●

IT

Digital International
marketing experience●

ToshiakiNamiki●Tomehisa
Morishita

●

●

●

●

●

●

Koichi
Narita●Haruhiko
Yahagi

●

●

●

●

●

●

●

●

●

Store
development

●

●

●

●

●

●

●

●

●

●

HirokoKono

Takashi
Katayama●

Logistics●

Takashi
SuminoNobuyuki
Kawai

Sales

●

●

●

●

●

●

●

●

Note: The above table does not represent all of the expertise and experience possessed by each candidate.

-7-

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1989
Feb. 1994
May 1999
Oct. 2001
Mar. 2006

June 2014

Takaharu Iwasaki(March 27, 1966)
Re-election

Jan. 2017

Jan. 2018

1
Period as Director:
23 years (as of conclusion ofthis General Meeting of
Shareholders)

May 2019

Joined Mitsubishi Corporation
Princes Limited
Director, Assistant to Division COO of Sales
General Division of the Company
Senior Managing Director, Division COO ofTokyo Region Business Division
Representative Director, President & Chief
Operating Officer, and Group CEO of BusinessGroup Headquarters
Representative Director, President & Chief
Operating Officer, Group CEO of BusinessGroup Headquarters, and Group CEO of
Development Group Headquarters
Representative Director, President & Chief
Operating Officer, and Group CEO of BusinessGroup Headquarters
Representative Director, President & Chief
Operating Officer, and Group CEO of BusinessGroup Headquarters
Representative Director and President, andGroup CEO of Business Group Headquarters(current position)(Significant concurrent positions outside the Company)
Representative Director and Vice President of Nihon Ryutsu
Sangyo Co., Ltd.
Representative Director and Chairman of LIFE FINANCIALSERVICE(Reason for nomination as Director)
Takaharu Iwasaki, in addition to gaining experience at a general
trading company, has amassed knowledge in the distribution
industry and the Company’s overall management through servingas President of the Company for 16 years since 2006. Therefore,
the Company has nominated him as a candidate for Director.

-8-

Number of theCompany’s shares
owned

21,507 shares(of which, thenumber of shares tobe granted under the
performance-linked
share remuneration
plan: 8,145 shares)

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Aug. 1983
Apr. 1994
Dec. 1999

May 2001

Mar. 2007

Feb. 2008

Jan. 2011
Toshiaki Namiki(May 15, 1954)
Re-election
2
Period as Director:
21 years (as of conclusion ofthis General Meeting of
Shareholders)Mar. 2012

Apr. 2014

Jan. 2017

May 2019

Sept. 2020

Joined the Company
General Manager of Public Relations andSecretary Section in Tokyo
General Manager of Public Relations andSecretary Section in the Tokyo Region, andGeneral Manager of Environmental Measure
OfficeDirector, General Manager of President’s
Office, General Manager of Public Relations
and Secretary Section in the Tokyo Region, andGeneral Manager of Environmental Measure
OfficeManaging Director, General Manager of
President’s Office, and General Manager of
Public Relations and Secretary Section in the
Osaka Region
Managing Director, Division COO of Human
Resources Division, and General Manager ofSecretary Section
Managing Director, Division COO of Sales
Planning and Marketing Division, General
Manager of Sales Planning and Marketing
Department in the Tokyo Region, General
Manager of Secretary Section, General
Manager of Public Relations Department, andGeneral Manager of CSR and Environmental
Affairs Department
Senior Managing Director, Group CEO of
Administration and Management Headquarters,
Division COO of General Affairs Division,
General Manager of Secretary Section, andGeneral Manager of Public Relations
Department
Senior Managing Director, Group CEO of
Administration and Management Headquarters,
General Manager of Secretary Section, General
Manager of Public Relations Department, andGeneral Manager of CSR and Environmental
Affairs Department
Senior Managing Director, Group CEO of
Development Group Headquarters, General
Manager of Secretary Section, and in charge ofIndustry Group Relations
Director & Senior Managing Executive Officer,
Group CEO of Development Group
Headquarters, and General Manager ofSecretary Section
Director & Senior Managing Executive Officer,
Assistant to the President, and Group CEO of
Development Group Headquarters (current
position)-9-

Number of theCompany’s shares
owned

12,016 shares(of which, thenumber of shares tobe granted under the
performance-linked
share remuneration
plan: 3,620 shares)

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company(Reason for nomination as Director)
Toshiaki Namiki has successively served as head of corporate
planning and administration division of the Company. He has awide range of operation knowledge as well as insight on the
Company’s overall management, administration and business
operation. Therefore, the Company has nominated him as a
candidate for Director.

- 10 -

Number of theCompany’s shares
ownedCandidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1982
Sept. 2001
Feb. 2007
Mar. 2009

Nov. 2009

Feb. 2014

May 2014

Tomehisa Morishita(December 9, 1959)

June 2015

Re-election
3

June 2016
Period as Director:
8 years (as of conclusion of this
General Meeting ofJan. 2017
Shareholders)Jan. 2018
May 2019

Feb. 2020

Apr. 2020

Joined the Company
General Manager of Osaka Region Apparel
Department
General Manager of Information System
Department
Executive Officer, Division COO of Corporate
Strategy and Planning Division, and General
Manager of Corporate Strategy and Planning
Department
Executive Officer, Division COO of Osaka
Region Apparel and Lifestyle Products
Division, General Manager of Osaka Region
Apparel Department, and General Manager of
Osaka Region Lifestyle Products Department
Executive Officer, Deputy Division COO ofOsaka Region Sales Division, and Division
COO of Osaka Region Apparel and Lifestyle
Products Division
Director, Deputy Division COO of Osaka
Region Sales Division, and Division COO ofOsaka Region Apparel and Lifestyle Products
Division
Director, Division COO of Corporate Strategy
and Planning Division, and Division COO of
New Business Development Division
Managing Director, Division COO of Corporate
Strategy and Planning Division, and in chargeof New Businesses
Managing Director, Group CEO of
Administration and Management Headquarters
Managing Director, Group CEO of Corporate
Functions Group Headquarters
Director & Managing Executive Officer, GroupCEO of Corporate Functions Group
Headquarters
Director & Managing Executive Officer, GroupCEO of Corporate Functions Group
Headquarters, and Division COO of
Information Strategy Division
Director & Senior Managing Executive Officer,
Group CEO of Corporate Functions Group
Headquarters, and Division COO of
Information Strategy Division (current position)(Reason for nomination as Director)
Tomehisa Morishita has successively served as head in various
divisions including sales, systems and corporate strategy andplanning in the Company and has amassed insight on the
Company’s overall management, administration and business
operation. Therefore, the Company has nominated him as a
candidate for Director.

- 11 -

Number of theCompany’s shares
owned

5,141 shares(of which, thenumber of shares tobe granted under the
performance-linked
share remuneration
plan: 3,365 shares)

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Mar. 1980
Jan. 2001
Mar. 2004
Mar. 2006
Mar. 2008
Mar. 2009

Feb. 2010
May 2012
Takashi Sumino(January 25, 1956)
Re-election

June 2015
Jan. 2017

4
Period as Director:
10 years (as of conclusion ofthis General Meeting of
Shareholders)Jan. 2018

May 2019

Feb. 2021

Jan. 2022

Joined the Company
General Manager of Osaka Region Sales
Promotion Department
General Manager of Osaka Region Logistics
Department
General Manager of Osaka Region Operational
Reforms Promotion Office
Executive Officer, General Manager of Osaka
Region Operational Reforms Promotion Office
Executive Officer, General Manager of
Logistics Planning of Sales Management
Division
Executive Officer, Division COO of Osaka
Region Store Support Division
Director, Division COO of Osaka Region ChainStore Division, and Division COO of Osaka
Region Store Support Division
Managing Director, Division COO of Osaka
Region Sales Division
Managing Director, Division COO of Corporate
Strategy and Planning Division, and in chargeof New Businesses
Managing Director, Group CEO of
Infrastructure Group Headquarters, andDivision COO of Information Strategy Division
Director & Managing Executive Officer, GroupCEO of Infrastructure Group Headquarters, andDivision COO of Information Strategy Division
Director & Managing Executive Officer, GroupCEO of Infrastructure Group Headquarters, andDivision COO of E-Commerce Operation
Division
Director & Managing Executive Officer, GroupCEO of Infrastructure Group Headquarters(current position)(Reason for nomination as Director)
Takashi Sumino has successively served as head of sales divisionof the Company. He has abundant operation knowledge, mainlyin the sales division, as well as insight on distribution industry
and the Company’s overall management. Therefore, theCompany has nominated him as a candidate for Director.

- 12 -

Number of theCompany’s shares
owned

7,815 shares(of which, thenumber of shares tobe granted under the
performance-linked
share remuneration
plan: 2,561 shares)

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1987
Dec. 2005
May 2010
May 2012
Apr. 2014

May 2016
July 2018

Nobuyuki Kawai(April 18, 1963)

Oct. 2018
Jan. 2019

Re-election
5
Period as Director:
3 years (as of conclusion of this May 2019
General Meeting of
Shareholders)Mar. 2021

Jan. 2022

Joined Mitsubishi Corporation
Senior Manager, Accounting & Finance Team
Accounting Department, Kansai BranchHead, Planning and Development, Structured
Finance, M&A Advisory Dept.
Deputy General Manager, Corporate Auditors’
OfficeExecutive Vice President and CFO, Mitsubishi
Company (Thailand) Ltd.
Executive Vice President and CFO, Thai-MC
Company Limited
Chief Administrative Officer, Tata Consultancy
Services Japan, Ltd.
General Manager of Department in charge ofSpecial Missions, Business Group Headquartersof the Company
Assistant to Group CEO of Corporate Functions
Group Headquarters
Executive Officer, Deputy Division COO of
Corporate Finance and Accounting Division,and responsible for Corporate Strategy andPlanning Department
Director & Senior Executive Officer, Division
COO of Corporate Finance and Accounting
Division
Director & Managing Executive Officer,
Assistant to Group CEO of Corporate Functions
Group Headquarters, and Division COO of
Corporate Finance and Accounting Division
Director & Managing Executive Officer,
Deputy Group CEO of Corporate Functions
Group Headquarters, and Division COO of
Corporate Finance and Accounting Division(current position)(Reason for nomination as Director)
Nobuyuki Kawai has amassed significant knowledge in financeand accounting through his long-standing experience at thefinance and accounting divisions in a general trading company
and has also abundant knowledge in compliance. Therefore, theCompany has nominated him as a candidate for Director.

- 13 -

Number of theCompany’s sharesowned

2,173 shares(of which, thenumber of shares tobe granted under the
performance-linked
share remuneration
plan: 1,973 shares)

Candidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1977
Aug. 1992
May 1993
June 1993

May 1995
May 1995
Sept. 2003
Apr. 2006
Apr. 2008
Koichi Narita(June 30, 1954)

Apr. 2009
Apr. 2010

6

Re-election
Independent
OutsideApr. 2013

July 2014
Period as outside Director:
4 years (as of conclusion of this May 2018
General Meeting of
Shareholders)

Joined Mitsubishi CorporationCounselor, Deputy Division COO of Sales
General Division of the Company
Director
Director, Deputy Division COO of Sales
General Division, and Division COO of StoreBusiness Division
Retired from Director
Mitsubishi Corporation (returned)
General Manager of Living Essentials GroupCEO Office
Division COO of Foods (Products) Div.
Executive Officer, Division COO of Foods(Products) Div.
Executive Officer, General Manager of Living
Essentials Group CEO Office
Representative Director and President of
SIGMAXYZ Inc. (seconded)
Representative Director, President andExecutive Officer of IT Frontier Corporation
Representative Director, Senior Vice Presidentof Tata Consultancy Services Japan, Ltd.
Outside Director of the Company (current
position)(Reasons for nomination as outside Director and outline of
expected role)
The Company has nominated Koichi Narita as a candidate foroutside Director because he left a record of remarkableaccomplishments as a corporate manager of Tata Consultancy
Services Japan, Ltd. and other companies, possesses a high levelof knowledge of business operation in IT solutions, and has
contributed to the enhancement of corporate value as an outside
Director of the Company by appropriately giving advice for theCompany’s management and supervising business execution.
The Company expects that he will continue to fulfill his roledescribed above. Mr. Narita’s period as outside Director of theCompany will have been four years at the conclusion of thismeeting.

- 14 -

Number of theCompany’s shares
owned

0 sharesCandidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1989

Jan. 1998
Dec. 1998

Sept. 2001
Mar. 2003

7

Haruhiko Yahagi(December 21, 1962)

Sept. 2009

Re-election
Independent
OutsideMar. 2015

Period as outside Director:
1 year (as of conclusion of this
General Meeting of
Shareholders)

July 2020
May 2021

General Manager of Innovation and Integration
Division of Pricewaterhouse Consultant Co.,Ltd.
Manager of Global Service Division ofElectronic Data Systems Corp.
General Manager of Consumer Business
Division of Deloitte Tohmatsu Consulting Co.,
Ltd.
Division COO of Consulting Division of
ASUKATECHNOLOGY Corporation
Director, Head of Business Process Innovation(BPI) Team of Capgemini Japan K.K.
Leader of Japan and Asian Consumer BusinessIndustry Headquarters of Deloitte Tohmatsu
Consulting LLC
Partner, in charge of Consumer Products andRetail Industry of PwC Consulting LLC
Managing Director (current position)
Outside Director of the Company (current
position)(Reasons for nomination as outside Director and outline of
expected role)
Haruhiko Yahagi has never been directly involved in the
management of a company. However, the Company has
nominated him as a candidate for outside Director because he has
amassed knowledge in retail and digital marketing throughserving as a consultant, and his performance and insight that canbe found in his writings are highly regarded and the Company
expects that he will continue to fulfill his role as outside Directorof the Company as he can contribute to the enhancement ofcorporate value by appropriately giving advice for the Company’s
management and supervising business execution. Mr. Yahagi’s
period as outside Director of the Company will have been one
year at the conclusion of this meeting.

- 15 -

Number of theCompany’s shares
owned

0 sharesCandidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1989
July 1992
Jan. 2001
Feb. 2003
July 2008
July 2011

Hiroko Kono
(May 8, 1965)

8

Re-election
Independent
OutsidePeriod as outside Director:
1 year (as of conclusion of this
General Meeting of
Shareholders)Nov. 2013
Mar. 2016
Nov. 2018
May 2021
Mar. 2022

Joined Mitsubishi Corporation
Joined Tokyo Office, Capital International
Research, Inc.
Los Angeles Headquarters, The Capital Group
Companies, Inc.
Washington, D.C. Office, Capital International
Research, Inc.
Tokyo Office, Capital International, Inc.
Council and Director of International School ofAsia, Karuizawa Establishment Preparation
Foundation
Director and Head of Operations ofInternational School of Asia, Karuizawa
Head of Operations of UWC ISAK Japan
Executive Coach of COACH A Co., Ltd.
Outside Director of the Company (current
position)
Officer, Executive Coach of COACH A Co.,
Ltd. (current position)(Reasons for nomination as outside Director and outline of
expected role)
Hiroko Kono has never been directly involved in the managementof a company. However, the Company has nominated her as a
candidate for outside Director because her work experience atinvestment companies and performance and insight concerningschool operation and human resource development nurtured in ahuman resource development company are highly regarded andthe Company expects that she will continue to fulfill her role asoutside Director of the Company as she can contribute to theenhancement of corporate value by appropriately giving advice
for the Company’s management and supervising businessexecution. Ms. Kono’s period as outside Director of the Company
will have been one year at the conclusion of this meeting.

- 16 -

Number of theCompany’s shares
owned

0 sharesCandidate
No.

Name
(Date of birth)

Career summary, positions and responsibilities in the Company,
and significant concurrent positions outside the Company
Apr. 1976
Apr. 1977
Apr. 1989
Apr. 1994
Mar. 1996
Mar. 2001

Takashi Katayama(October 27, 1953)
New election
Independent
Outside9

Jan. 2004
Mar. 2013
Jan. 2015
Mar. 2018
Mar. 2019

Assistant at College of Science and Technology,
Nihon University
Joined Teraoka Seiko Co., Ltd.
Director of Digi Europe Ltd. (UK)Managing Director
Managing Director of Teraoka Weigh-System
Ltd. (Singapore)Director and General Manager of Global
Business Development Department of Teraoka
Seiko Co., Ltd.
Director and General Manager of Food Industry
System Department
Senior Director
President
Advisor
Representative of RTK-Design (current
position)

Number of theCompany’s shares
owned

200 shares

Period as outside Director:
0 years (as of conclusion of this
General Meeting of(Reasons for nomination as outside Director and outline of
Shareholders)
expected role)
The Company has nominated Takashi Katayama as a candidatefor outside Director because he left a record of remarkableaccomplishments as a corporate manager of Teraoka Seiko Co.,
Ltd. and other companies and possesses a high level ofknowledge related to logistics environment systems and overseas
logistics. Therefore, the Company expects that he will fulfill hisrole as outside Director of the Company such as by appropriately
giving advice for the Company’s management and supervisingbusiness execution.
Notes:

1. Takaharu Iwasaki, a candidate for Director, is concurrently serving as Representative Director of Nihon Ryutsu Sangyo
Co., Ltd. The Company and Nihon Ryutsu Sangyo Co., Ltd. have a business relationship, which includes the purchase of
products.
2. Koichi Narita, a candidate for outside Director, previously served as a person who executed business in the Company
during the period from August 1992 to May 1995. For part of that period, from May 1993 to May 1995, Mr. Narita served
as Director of the Company.
For ten years, Mr. Narita served as a person who executed business in the Mitsubishi Corporation, a specified related
business operator of the Company. His other positions and responsibilities are listed in “Career summary, positions andresponsibilities in the Company, and significant concurrent positions outside the Company” above. He resigned from
Mitsubishi Corporation in April 2013.
3. There is no special interest between any other candidates for Director and the Company.
4. Koichi Narita, Haruhiko Yahagi, Hiroko Kono, and Takashi Katayama are candidates for outside Director.
5. The Company has submitted notification to Tokyo Stock Exchange that Koichi Narita, Haruhiko Yahagi, and Hiroko Kono,
candidates for outside Director, have been appointed as an independent officer.
Since Takashi Katayama also meets the requirements for independent officer pursuant to the rules of the Tokyo Stock
Exchange, the Company plans to notify him as an independent officer if he is elected.
6. The Company states in the Articles of Incorporation that the Company may enter into an agreement with outside Directors
to limit their liability for damages to the Company in order for outside Directors to fully perform the roles expected ofthem as outside Directors. The Company has entered into the aforementioned limited liability agreement with Koichi
Narita, Haruhiko Yahagi, and Hiroko Kono. If they are elected, the Company plans to renew this agreement with them. If
Takashi Katayama is elected, the Company plans to newly enter into the same limited agreement with him.
The outline of the agreement is as follows:●

Outside Directors shall be liable to the Company for damages caused by neglect of his/her duties up to the minimum
liability amount provided for under Article 425, paragraph (1) of the Companies Act.

The limitation of the liability above shall apply only when outside Director in question acted in good faith and withoutgross negligence in performing the duties giving rise to said liabilities.
7. The Company has entered into a directors and officers liability insurance policy, as defined in Article 430-3, paragraph(1) of the Companies Act, with an insurance company to provide coverage under said insurance policy for damages that
may arise from the assumption of liability incurred in the course of the execution of duties by the insured, including●- 17 -

Directors of the Company, or claims pertaining to the pursuit of such liability. If candidates are elected and assume theoffice as Directors, they will be added to the insured of said insurance policy. The Company plans to renew this insurance
policy with the same contents at the next renewal.

- 18 -

Reference: Nomination Policy
After consultation at the Board of Directors and deliberation and reports by the Nomination & Remuneration
Advisory Committee, the Company nominates officer candidates who fulfill the following requirements. The
evaluation of effectiveness of the Board of Directors confirms whether or not current Directors fulfill the following
requirements and whether they will be nominated again.
Also, the Company maintains a policy for selecting candidates from both inside and outside the Company who aresuitable as officers.
[Requirements of all officers]1.

Deeply share the corporate philosophy, “through reliable management with noble aspirations, contribute towards
the realization of a sustainable and flourishing society.”2.

Possess an excellent personality, strong virtue, a sense of fairness, a rich knowledge and wealth of experience.

3.

Understand social responsibility and missions, possess the ability to perform fair and accurate business
operations and management based on the corporate philosophy and code of conduct of the Company.

4.

Possess adaptability to boldly address changes in the external environment, as well as objective decision making
ability, insight, and foresight.

5.

Does not possess an interest that could impact execution of duties.

[Requirements of inside Directors]
1.

Possess rich knowledge, experience and accomplishments related to the business of the Group.

2.

Ability to execute business and manage organizations under a cross-company perspective, not just in the fieldof one’s own experience.

[Requirements of outside Directors]
1.

Possess a wealth of experience and expertise in the following areas: corporate management, industrial
knowledge, finance/accounting, crisis management, internal controls, legal affairs, government, education, HR,marketing, development/investment, technology, and others.

2.

Can provide objective management supervision and judgement, and advice and support for the sustainablegrowth of the Company.

[Requirements of Corporate Auditors]
Possess experience and expertise of legal affairs, accounting, tax accounting, auditing, and others.

- 19 -

Reference: Criteria for Determining Independence of Outside Officers of the Company
Outside officers who do not correspond to any of the following are designated as independent officers.
1

A person who is currently or has been within the past ten years an executive director, executive officer, manager,
or employee (hereinafter “Business Executor”) of the Company or its subsidiaries.

2

A shareholder who directly or indirectly holds 10% or more of the voting rights of the Company.

3

A party in which the Company or its subsidiaries directly or indirectly hold 10% or more of the voting rights.

4

A party whose major business partner is the Company or its subsidiaries (a party for whom total sales to theCompany or its subsidiaries in the most recent fiscal year comprise 2% or more of the party’s net sales for that
fiscal year).

5

A party who is a major business partner of the Company or its subsidiaries (a party to whom total annual salesof the Company or its subsidiaries in the most recent fiscal year comprise 2% or more of consolidated net salesof the Company for that fiscal year, or a party who has provided financing for 2% or more of consolidated total
assets of the Company at the end of the most recent fiscal year).

6

A party receiving over ¥10 million annually in donations or monetary aid from the Company or its subsidiaries.

7

A Business Executor or full-time corporate auditor of a company in which a Business Executor or full-time
Corporate Auditor of the Company or its subsidiaries is also serving concurrently as a Director or Corporate
Auditor.

8

A CPA, or partner, manager, or employee of a CPA office or auditing corporation that is the accounting auditorof the Company or its subsidiaries.

9

A consultant, accounting professional, or legal expert receiving ¥10 million or more annually in monetary orother assets (outside of officer remuneration) from the Company or its subsidiaries (if the party receiving theassets is a corporation or organization, a party to whom the total amount paid by the Company or its subsidiaries
in the most recent fiscal year is 2% or more of the party’s consolidated net sales for that fiscal year).

10 For items 2 to 6, a Business Executor of the party’s parent company or consolidated subsidiary in the case where
the party is a corporation.
11 A person to whom any of items 2 to 10 have applied within the past three years.
12 A relative within the second degree of kinship of a person described in items 1 to 11.
In the case where a relative within the second degree of kinship is the subject of this item, a Business Executor
refers to a Director (excluding outside Directors), Executive Officer, or General Manager.
13 A person who does not fall under the above items, but whose independence is questionable due to a risk ofenduring and substantial conflict of interest with general shareholders.

- 20 -

Reference: Corporate Governance Basic Policy
Under the corporate philosophy, “through reliable management with noble aspirations, contribute towards therealization of a sustainable and flourishing society,” the Group ensures compliance and achieves sustainable company
growth to enhance the Group’s contribution to society as a supermarket group trusted by all stakeholders.
In order to achieve this, the Group established a Corporate Governance Basic Policy to realize transparent, fair, swift,
and bold decision-making, and continuously strive to fulfill corporate governance based on this policy.
The Group also established the Internal Controls System Management Committee, Risk Management Committee,
and Nomination & Remuneration Advisory Committee as organizations to enhance corporate governance. Eachcommittee engages in vibrant discussion, deliberates measures, and makes decisions to fulfill their purpose. These
details are deliberated in the Board of Directors meetings. The Group also established the Sustainability Promotion
Committee in March 2022 in order to strengthen sustainability efforts.
The Internal Controls System Management Committee deliberates proper execution of internal controls and reports
the results of these discussions and makes proposals to the Board of Directors. The Risk Management Committee
deliberates risks related to the business execution of the Group and reports the results of these discussions and makes
proposals to the Board of Directors. The Nomination & Remuneration Advisory Committee advises the Board of
Directors on matters related to the nomination of Directors and Executive Officers as well as remuneration.
The Sustainability Promotion Committee deliberates the proper promotion of sustainability and reports the results ofthese discussions and makes proposals to the Board of Directors.

- 21 -

(Attached Documents)

Business Report(March 1, 2021 to February 28, 2022)
I.

Status of the corporate group1.

Business activities and results
Change from theprevious fiscal year

Operating revenue¥768,335 million¥23,695 million¥22,932 million+1.2%
Change from theprevious fiscal year

Ordinary profit

Change from theprevious fiscal year

Operating profit

Profit attributable to owners of parent-15.8%¥15,208 million-16.3%
Change from theprevious fiscal year

-14.7%In the fiscal year under review, the Japanese economy continued to see weak recovery due to the impact of
repeated outbreaks of the COVID-19 pandemic. The situation remained far from optimistic also because ofgeopolitical risks and other factors impacting the Japanese economy.
In this economic environment, there are clouds on the horizon for the food supermarket industry, which is
the Group’s area of business, despite the industry continuing to benefit from increased demand for eating at
home caused by COVID-19. In addition, amid sluggish growth in individual income and limited recovery inconsumer confidence, increasing price competition, expansion of e-commerce, expansion of grocery
delivery services, expansion of takeout and delivery services from restaurants, intensifying competition
across industry boundaries, and higher costs, including personnel expenses and raw materials expenses,
have led to a tougher environment for business operations.
In an environment characterized by the presence of COVID-19, the Group has put in place a variety ofmeasures including social distancing, so it can continue fulfilling its mission of providing a lifeline toresidents while putting the highest priority on ensuring the safety and security of customers and employees.
Also, the Group ran ongoing promotions, such as sales to support specific locales, to help producers,
restaurant industry companies, and manufacturers who were impacted by fewer tourists due to people
staying at home.
Other major initiatives during the fiscal year under review included those for the online supermarket
business, which has received positive reviews in various private surveys. In terms of systems, the Group
collaborated with 10X, Inc. to further improve convenience and launched the Life Online Supermarket App,the first mobile app version of the online supermarket, in March 2021, and acquired downloads steadily. In
terms of distribution, the Group made efforts to construct a stable and high-quality distribution network forthe online supermarket service as well as the home delivery service for in-store purchases. In April, theCompany and Maguchi Holdings Co., Ltd. established LIFE HOME DELIVERY, a new company thatprovides last-mile delivery. Having started operations in June, this company is gradually expanding its
business, with nine stores for the online supermarket service and 25 stores for the home delivery service
covered as of the end of February 2022. In terms of organization, in January 2022, the Company established
E-Commerce Business Division, which directly reports to the President, in order to accelerate the further
development and expansion of the online supermarket business, and reorganized related organizations into
the new division.
Also, the Group held a special campaign from September 2021 through February 2022 to celebrate the 60th
anniversary of the Company and the 5th anniversary of the LC JCB CARD, the Group’s co-branded credit
card. The Company is striving to expand credit card memberships and usage such as by establishing Card
Business Department in January.
Further, the Company expanded the delivery area of its service for Amazon Prime members that began in
September 2019. In the Tokyo region, the delivery area now covers all or part of 23 wards and 13 cities inTokyo, eight cities in Kanagawa prefecture, 13 cities in Chiba prefecture, and five cities in Saitama
prefecture. In the Osaka region, it now covers 23 cities in Osaka prefecture, six cities in Hyogo prefecture,and three cities in Kyoto prefecture, with the exception of certain areas.

- 22 -

In addition, the Group strengthened its product development and lineup of BIO-RAL, a private brand thatuses healthy materials and production methods for customers interested in health and natural products. The
Group also created new BIO-RAL natural supermarkets as well as dedicated sections at existing stores.
The Group opened eight new stores: Higashinippori Store (Tokyo) in March 2021, Mizonokuchi Store(Kanagawa prefecture) in April, Shijo karasuma Store (Kyoto prefecture) and Hongo 3-chome Ekimae Store(Tokyo) in September, BIO-RAL EKI MARCHE OSAKA Store (Osaka prefecture), which is the third
location for the natural supermarket brand, in October, SEVEN PARK Amami Store (Osaka prefecture) in
November, HIRAKATA T-SITE Store (Osaka prefecture) in December, and BIO-RAL Shimokitazawa
Ekimae Store (Tokyo), the fourth location for the natural supermarket brand, in February 2022. On the other
hand, three stores were closed. For existing stores, the Group proactively made renovations at a total of 32
stores to address the changing needs of customers, including Oyodo Store, Tatsumi Store, Nagata Store,
Kyodo Store, Takidani Store, Nijo Ekimae Store, Central Square Morinomiya Store, Fuchu Nakagawara
Store, Bentencho Store, and Kawasaki Miyuki Store.
Effects of opening new stores, expanding e-commerce such as online supermarkets (e-commerce, electronic
sales), bolstering BIO-RAL and other private brand products, and implementing product initiatives thatsought to enhance taste contributed to the Group’s performance. As a result, operating revenue was¥768,335 million (up 1.2% year on year) and gross profit increased due to improved profit margin. On theother hand, as for selling, general and administrative expenses, the Group saw increases in personnel
expenses from increased hiring activities, rent expenses from opening new stores, and non-personnel
expenses from strengthening the growing e-commerce business. As a result, operating profit was ¥22,932
million (down 16.3% year on year), ordinary profit was ¥23,695 million (down 15.8% year on year), andprofit attributable to owners of parent was ¥15,208 million (down 14.7% year on year) as each item saw ayear-on-year decline.
Results by segment are as follows:
Retail Business
Operating revenue was ¥767,379 million (up 1.2% year on year), with net sales of ¥745,080 million (up1.2% year on year) and segment profit of ¥23,556 million (down 15.8% year on year).
Net sales by department were ¥323,082 million (up 2.6% year on year) for fresh produce, ¥324,343 million(up 0.9% year on year) for general food, ¥64,823 million (down 3.2% year on year) for lifestyle products,¥23,150 million (down 1.6% year on year) for apparel, and ¥9,680 million (up 0.01% year on year) for
tenants.
(Unit: Millions of yen; figures in ( ) indicate percentage of net sales)* Amounts less than one million yen are rounded down.
Fresh produce

General foodLifestyleproducts

65th Fiscal Year(2019/3 - 2020/2)

289,745

303,21164,26825,8759,961

693,062(41.8)(43.8)

(9.3)

(3.7)

(1.4)

(100.0)66th Fiscal Year
(2020/3 - 2021/2)

314,783

321,393

66,971

23,516

9,680

736,346(42.8)(43.6)

(9.1)

(3.2)

(1.3)

(100.0)67th Fiscal Year
(2021/3 - 2022/2)

323,082

324,343

64,82323,1509,680

745,080(43.4)(43.5)

(8.7)

(3.1)

(1.3)

(100.0)ApparelTenants

Total

Other Business
Operating revenue from LIFE FINANCIAL SERVICE was ¥2,415 million (up 3.7% year on year), withsegment profit of ¥139 million (down 24.5% year on year).
New store information for March 2021 to February 2022
Mizonokuchi Store (Kanagawa
Prefecture)

Mar. 2021

Higashinippori Store (Tokyo)

Sept. 2021

Shijo karasuma Store (Kyoto Prefecture) Sept. 2021

Hongo 3-chome Ekimae Store (Tokyo)

Oct. 2021

BIO-RAL EKI MARCHE OSAKAStore (Osaka Prefecture)

Nov. 2021

SEVEN PARK Amami Store (Osaka
Prefecture)

Dec. 2021

HIRAKATA T-SITE Store (Osaka
Prefecture)

Feb. 2022

BIO-RAL Shimokitazawa Ekimae Store(Tokyo)Apr. 2021- 23 -

2.

Capital expenditures
Major capital expenditures during the fiscal year under review are as follows:(1) Stores opened during the fiscal year under review
Osaka Region:
Tokyo Region:

Shijo karasuma Store, BIO-RAL EKI MARCHE OSAKA Store, SEVEN PARK
Amami Store, and HIRAKATA T-SITE Store
Higashinippori Store, Mizonokuchi Store, Hongo 3-chome Ekimae Store, and
BIO-RAL Shimokitazawa Ekimae Store(2) Stores renovated during the fiscal year under review
Osaka Region:

Tokyo Region:

Oyodo Store, Tatsumi Store, Nagata Store, Takidani Store, Nijo Ekimae Store,
Central Square Morinomiya Store, Bentencho Store, Sakaisuji Honmachi Store,
Kishibe Store, Hattori Store, Okamachi Store, Shiokusa Store, Shimodera Store,
Kitabatake Store, Central Square Nishi-miyahara Store, and Hishie Store
Kyodo Store, Fuchu Nakagawara Store, Kawasaki Miyuki Store, Kanda Izumicho Store, Rokucho Ekimae Store, Shakujiidai Store, Osaki Hyakutan-dori Store,
Katsushika Kamakura Store, Nishi-oizumi Store, Actopia Kita-akabane Store,
Tsurumi Store, Higashi-ogu Store, Sagamihara Mall Store, Osaki New City Store,
Central Square Oshiage Ekimae Store, and Niiza Store

Financing for the abovementioned facilities was primarily allocated from the Group’s own funds.
3.

Financing
Not applicable.

- 24 -

4.

Trends in assets and operating results(1) Trends in assets and operating results of the corporate group
PeriodCategory

64th Fiscal Year

65th Fiscal Year

66th Fiscal Year

ended February 2019

ended February 2020

ended February 2021

67th Fiscal Year(fiscal year underreview)
ended February 2022

Operating revenue (Millions of yen)

698,693714,684

759,146

768,335

Ordinary profit(Millions of yen)

12,831

14,55828,156

23,695

Profit attributable to owners ofparent(Millions of yen)

7,401

7,834

17,824

15,208

Earnings per share(Yen)

157.91

167.17380.32324.50Total assets(Millions of yen)

246,812

262,053

268,307270,229

Net assets(Millions of yen)

75,34081,36097,560110,299

1,607.47

1,735.94

2,081.61

2,353.44

Net assets per share
Notes:(Yen)

1. Earnings per share is calculated based on the average number of shares outstanding during each fiscal year and amountof net assets per share is calculated based on the total number of shares outstanding at the end of each fiscal year.
Treasury shares are excluded from the average number of shares outstanding during each fiscal year and from the total
number of shares outstanding at the end of each fiscal year.
2. Amounts less than one million yen are rounded down, except for amounts of earnings per share and net assets per share.

(2) Trends in assets and operating results of the reporting company
PeriodCategory

64th Fiscal Year

65th Fiscal Year

66th Fiscal Year

ended February 2019

ended February 2020

ended February 2021

67th Fiscal Year(fiscal year underreview)
ended February 2022

Operating revenue (Millions of yen)

698,075

713,879

758,259

767,379

Ordinary profit(Millions of yen)

12,85014,541

27,972

23,556

Profit(Millions of yen)

7,423

7,787

17,665

15,066(Yen)

158.39166.15376.93321.46

Total assets(Millions of yen)

253,497269,377

274,950275,299

Net assets(Millions of yen)

76,646

82,616

98,170110,634

1,635.32

1,762.74

2,094.63

2,360.60

Earnings per share

Net assets per share
Notes:(Yen)

1. Earnings per share is calculated based on the average number of shares outstanding during each fiscal year and amountof net assets per share is calculated based on the total number of shares outstanding at the end of each fiscal year.
Treasury shares are excluded from the average number of shares outstanding during each fiscal year and from the total
number of shares outstanding at the end of each fiscal year.
2. Amounts less than one million yen are rounded down, except for amounts of earnings per share and net assets per share.

- 25 -

5.

Significant parent company and subsidiaries(1) Parent company
Not applicable.
(2) Significant subsidiaries
Company name

LIFE FINANCIAL SERVICE

6.

Share capital¥499 million

Ownership

Principal lines of business100.0%

Credit card and e-money business

Issues to be addressed
The future outlook for the Japanese economy continues to provide little room for optimism, given theongoing impact of COVID-19 with factors including an increase in the number of cases and the progress of
vaccinations. There are also overseas factors that would affect the Japanese economy, such as excessive
inflation, frequent occurrence of natural disasters, U.S. financial, monetary, and trade policies, trends in the
Chinese economy, and geopolitical risks including the situation in Ukraine.
Although demand for eating at home is still strong due to changes in consumer behavior caused by COVID19, conditions in the retail industry remain challenging due to concerns about deterioration of corporate
profitability, slow growth in personal income, and a decline in consumer confidence in the future. The
industry is undergoing significant changes, as seen by new entrants from outside the sector, including major
e-commerce players, offering fresh produce.
In this difficult environment, we decided to extend the scope of the 6th Medium-Term Plan by one year,
making fiscal 2022 its final year, in order to address issues remaining from the COVID-19 pandemic. Thisplan, commenced in fiscal 2018, aims to make each of our stores the No. 1 in the area with even greater trustfrom customers.
In the 6th Medium-Term Plan, while reassessing the issues that the Company is facing, we have clearly
expressed the Group’s vision as the “True to LIFE Declaration” comprised of three keywords: “delicious,”“exciting,” and “happy.” To achieve this vision, we will continue to execute the action plan whose outline isset out below.
● The store is the star! – Each and every store strives to embody the concept of “True to LIFE” in a waythat meets the needs of local customers, with all initiatives based on the notion that “the store is the star”
so that we can empower eager and spirited store staff to independently think and put ideas into action.
● Investment in people – We seek to become a company that provides great job satisfaction to its

employees, at which diverse people succeed in a stress-free environment without being pressed for time.
● Investment in stores – We will review all of our measures from the ground up, including customer

service, store design and displays, renovations, and new stores, with the goal of creating stores that
customers associate with ideas and feelings such as “True to LIFE,” “delicious,” “welcoming,”“comfortable,” “reassuring,” and “a little fun.”● Investment in merchandise – In addition to focusing on a customer-oriented perspective, we aim toprovide merchandise that does not compromise on the elements that make up “delicious,” namely
ingredients, recipes, and freshness.
● LIFE’s strengths – By honing in on our online supermarket strategy and card business strategy inparticular, we will significantly differentiate ourselves from competitors and grow these aspects intostrengths of the Company.
● Strategy to support “True to LIFE” – We will enhance our sales support strategy involving sales

promotions and other measures, infrastructure strategy on logistics, food process centers, and information
systems, and cost reduction / funds procurement strategy, which consists of initiatives for optimizing
purchasing costs and for finance.

- 26 -

● Activities to instill, develop, and maintain the concept of “True to LIFE” – By ensuring that every

individual from officers to employees including part-timers understand the concept of “True to LIFE,”
base their thinking on this notion, and practice it in day-to-day operations, we aim to not only convey this“True to LIFE” concept to customers but also to create an organization that develops the next generationof human resources with excellent teamwork through such activities.
Through the abovementioned action plan, we aim to improve our corporate value and achieve sustained
growth, as a business entity that is trusted by customers, society and employees.
Further, based on reflections of the 6th Medium-Term Plan and changes in the external environment, theGroup will shift into a new 7th Medium-Term Plan, whose period will begin in fiscal 2023. Under the newplan, the Group will seek to differentiate itself from the competition and further refine the “True to LIFE”
concept by taking measures that utilize data and technology, further developing its online supermarkets andthe BIO-RAL natural supermarket business, and expanding its unique product lineup, while reassessing thestatus of current issues.
The COVID-19 pandemic has made it extremely difficult to accurately forecast performance outlook, given
the serious negative impact it has had on operations of certain industries, despite causing changes to
consumer behavior that generate demand for eating at home in the food supermarket industry, including theCompany. For the final year of the 6th Medium-Term Plan (fiscal 2022), the Group forecasts operating
revenue of ¥770.0 billion(Note), operating profit of ¥23.2 billion (up 1.2% year on year), ordinary profit of¥24.0 billion (up 1.3% year on year), and profit attributable to owners of parent of ¥15.5 billion (up 1.9%
year on year), although the outlook remains unclear due to the presence of COVID-19. The performance
forecast may be revised in response to changes in the socioeconomic environment and other factors, but inorder to achieve the goal of “True to LIFE” that was set in the 6th Medium-Term Plan, we will continue to
steadily make investments in people, investments in stores, and investments in merchandise, all based on thenotion that “the store is the star.”
Note: The Company has applied the “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29), etc., from the
beginning of the fiscal year ending February 28, 2023. Therefore, the operating revenue forecast represents the amountcalculated by applying the said accounting standard, etc., but does not include year-on-year change as the accounting treatment
method subject to comparison differs.
The Company expects operating revenue to decrease by approximately ¥22.0 billion due to this change.

7.

Principal lines of business (As of February 28, 2022)
The Group is mainly engaged in a retail business handling fresh produce, general food, sundries and otherlifestyle products, and apparel, as well as a credit card and e-money business. The Group also conducts
incidental operations including leasing of stores.

8.

Major business locations (As of February 28, 2022)
285 stores

160 stores in the Osaka region
Osaka Prefecture
124 stores
Kyoto Prefecture
16 stores
Hyogo Prefecture
17 stores
Nara Prefecture
3 stores

125 stores in the Tokyo regionTokyo
84 stores
Kanagawa Prefecture
29 stores
Chiba Prefecture
5 stores
Saitama Prefecture
7 stores(1) Logistics centers and other locations of the Company
1) Osaka Prefecture

Nanko Food Process Center
Sakai Food Process Center
Suminoe Logistics Center
Shintempozan Low Temperature Logistics Center
Tempozan Food Process Center- 27 -

2) Tokyo
3) Saitama Prefecture4) Chiba Prefecture5) Kanagawa Prefecture

Osaka Hirabayashi Comprehensive Logistics Center
Osaka Hirabayashi Food Process Center
Higashigotanda Satellite Delicatessen Center
Sakurashinmachi Satellite Delicatessen Center
Kurihashi Food Process Center
Yoshikawa Ekimae Bakery Center
Kazo Food Process Center
Matsudo Comprehensive Logistics Center
Funabashi Food Process Center
Kawasaki Comprehensive Logistics Center(2) Head offices and headquarters of subsidiaries
LIFE FINANCIAL SERVICE
Head Office and Headquarters (Taito-ku, Tokyo)- 28 -

9.

Employees (As of February 28, 2022)(1) Employees of the corporate group

Note:

Number of employees

Increase/decrease from theprevious fiscal year-end

6,847

+271

In addition to the above, the average number of part-timers employed during the period was 23,972 (converted on an eighthour workday basis).

(2) Employees of the reporting company
Increase/decrease from theprevious fiscal year-end

Number of employees
6,839
Note:

Average age

Average years of service

41.2 years old+270

15.4 years

In addition to the above, the average number of part-timers employed during the period was 23,972 (converted on an eighthour workday basis).

10. Major creditor banks and balance of borrowings (As of February 28, 2022)(Millions of yen)
Creditor banks

Balance of borrowings

Sumitomo Mitsui Trust Bank, Limited

17,726The Norinchukin Bank

15,388MUFG Bank, Ltd.

9,656

Sumitomo Mitsui Banking Corporation

4,302

Mizuho Bank, Ltd.

4,124

Resona Bank, Limited

1,560

The Shoko Chukin Bank, Ltd.

1,224

Development Bank of Japan Inc.

1,203

Note:

Amounts less than one million yen are rounded down.

11. Other important matters relating to current status of the corporate group
Not applicable.

- 29 -

II. Shares of the Company (As of February 28, 2022)
1. Total number of authorized shares
2. Total number of issued shares

120,000,000 shares
49,450,800 shares (including 2,493,202 shares of treasury shares)

Note: The total number of issued shares decreased by 4,000,000 due to the cancellation of treasury shares on April 30, 2021.

3. Number of shareholders
4. Major shareholders

5,320
Number of shares held
Shareholding ratio (%)(shares)Name
Mitsubishi Corporation

10,562,500

22.5

Seishin Kosan Corporation

5,382,000

11.5

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

3,975,700

8.5

LIFE Sport Foundation

3,229,200

6.9

LIFE Mutual Prosperity Association

2,317,612

4.9

Sumitomo Mitsui Trust Bank, Limited

2,264,000

4.8

The Norinchukin Bank

2,100,276

4.5

Custody Bank of Japan, Ltd. (Trust Account)

799,500

1.7

SUMITOMO LIFE INSURANCE COMPANY

737,000

1.6

Nobutsugu Shimizu

697,300

1.5

Note:

Shareholding ratio is calculated after deducting treasury shares (2,493,202 shares).
Treasury shares do not include 90,300 shares of the Company held by Custody Bank of Japan, Ltd. as trust assets for the“Trust for Delivering Shares to Directors.”

5. Other important matters related to shares
At its meeting held on April 9, 2021, the Board of Directors passed a resolution for the cancellation oftreasury shares based on the provisions of Article 178 of the Companies Act.
(1) Classes of shares cancelled
Ordinary shares of the Company(2) Number of shares cancelled
4,000,000 shares (7.48% of total number of issued shares before
cancellation)(3) Cancellation date
April 30, 2021
(4) Reason for cancellation
The Group executed a cancellation of treasury shares to increase the floating stock ratio in anticipationof the transition to the Prime Market in the market restructuring by the Tokyo Stock Exchange.
(Reference) Distribution of shares by shareholder type
Foreign corporations, etc.
6.02%
Financial institutions
27.44%
Individuals and others
10.68%
Treasury shares
5.04%
Securities firms
1.71%
Other domestic corporations 49.11%
III. Share acquisition rights, etc. of the Company
Not applicable.

- 30 -

IV. Company Officers
1. Directors and Corporate Auditors (As of February 28, 2022)
Position
Director, Honorary Chairman

Name

Responsibilities in the Company and significant concurrent
positions outside the Company

Nobutsugu Shimizu
Group CEO of Business Group Headquarters

Representative Director and President

Takaharu Iwasaki

Member of the Nomination & Remuneration Advisory Committee
Representative Director and Vice President of Nihon Ryutsu
Sangyo Co., Ltd.
Representative Director and Chairman of LIFE FINANCIALSERVICE

Director & Senior Managing Executive
Toshiaki Namiki
Officer

Assistant to the President and Group CEO of Development Group
Headquarters

Director & Senior Managing Executive

Group CEO of Corporate Functions Group Headquarters andOfficer
Director & Managing Executive
Officer
Director & Managing Executive
Officer

Tomehisa Morishita
Takashi Sumino
Nobuyuki Kawai

Division COO of Information Strategy Division
Group CEO of Infrastructure Group Headquarters
Deputy Group CEO of Corporate Functions Group Headquarters
and Division COO of Corporate Finance and Accounting Division
Chairperson of the Nomination & Remuneration Advisory
Committee

Director

Koichi Narita

Director

Hayuru Tsutsumi

Director

Haruhiko Yahagi

Director

Hiroko Kono

Full-Time Corporate Auditor

Kaoru Sueyoshi

Corporate Auditor

Junichi Hamahira

Certified tax accountant

Corporate Auditor

Mitsuo Maki

Attorney at law

Corporate Auditor

Naoko Miyatake

Member of the Nomination & Remuneration Advisory Committee

Notes:

1. The Company has established a Nomination & Remuneration Advisory Committee, with an independent outside Director
as the chair, as a non-mandatory advisory body to the Board of Directors.
2. Koichi Narita, Hayuru Tsutsumi, Haruhiko Yahagi, and Hiroko Kono are outside Directors. The Company has submitted
notification to Tokyo Stock Exchange that they have been appointed as independent officers.
3. Junichi Hamahira, Mitsuo Maki, and Naoko Miyatake are outside Corporate Auditors. The Company has submitted
notification to Tokyo Stock Exchange that they have been appointed as independent officers.
4. Corporate Auditor Junichi Hamahira is a certified tax accountant and has considerable knowledge of finance andaccounting.
5. Corporate Auditor Mitsuo Maki is well-versed in corporate legal affairs as an attorney at law and has sufficient knowledge
to audit corporate management.
6. Corporate Auditor Naoko Miyatake has sufficient knowledge to audit corporate management, given her extensive
experience as a corporate executive.
7. The Company has entered into a directors and officers liability insurance policy, as defined in Article 430-3, paragraph (1)of the Companies Act, with an insurance company. The scope of those insured by this policy is Directors, Corporate
Auditors, and Executive Officers of the Company, as well as Directors, Corporate Auditors, and Executive Officers of theCompany’s subsidiaries. The insured does not pay for the insurance premiums. This insurance policy provides coveragefor damages that may arise from the assumption of liability incurred in the course of the execution of duties by the insured
or claims pertaining to the pursuit of such liability. The Company plans to renew the insurance policy with the samecontents at the next renewal.

- 31 -

2. Changes to Directors during the fiscal year under review(1) New appointment
At the 66th Annual General Meeting of Shareholders held on May 27, 2021, Haruhiko Yahagi and
Hiroko Kono were newly elected and appointed as Directors.
(2) Retirement
Not applicable.
(3) Changes in positions and responsibilities of Directors during the fiscal year under review
Name

Nobuyuki
Kawai

New position

New responsibilities
Assistant to Group CEOof Corporate Functions
Group Headquarters andDivision COO of
Corporate Finance andAccounting Division

Director &Managing
Executive Officer Deputy Group CEO of
Corporate Functions
Group Headquarters andDivision COO of
Corporate Finance andAccounting DivisionNobutsugu
Shimizu

Director,
Honorary
ChairmanTakashi
SuminoGroup CEO of
Director &Infrastructure GroupManaging
Executive Officer Headquarters–

Former position

Former responsibilities

Date of change

Assistant to Group CEOof Corporate Functions
Director & Senior Group Headquarters andExecutive Officer Division COO of
Corporate Finance andAccounting Division

March 1, 2021

Assistant to Group CEOof Corporate Functions
Director &Group Headquarters andManaging
Division COO of
Executive Officer
Corporate Finance andAccounting Division

January 16, 2022

Representative
Director,–
Chairman & Chief
Executive Officer

May 27, 2021

Group CEO of
Infrastructure Group
Director &Headquarters and Division January 16, 2022
Managing
Executive Officer COO of E-Commerce
Operation Division(4) Changes in positions and responsibilities of Directors after the end of the fiscal year under review
Not applicable.
3. Total amount of remuneration for Directors and Corporate Auditors

Category

Total amount of
remuneration(Millions of yen)

Director(of which outside
Directors)

Total amount of remuneration by type (Millions of yen)Fixed
remuneration

Performancelinked
remuneration, etc.

Retirement
benefits forofficers

Number ofrecipients

251
(30)

230
(30)

20
(–)

–
(–)

10
(4)

Corporate Auditor(of which outside
Corporate Auditors)

45
(32)

45
(32)

–
(–)

–
(–)

4
(3)

Total
(of which outside officers)

296
(62)

276
(62)

20
(–)

–
(–)

14
(7)

Notes:

1. At the 52nd Annual General Meeting of Shareholders held on May 24, 2007, it was resolved that remuneration for
Directors shall be no more than ¥35,000 thousand per month. The number of Directors at the conclusion of this General
Meeting of Shareholders was 14.
In addition, separate from the above monetary remuneration, at the 64th Annual General Meeting of Shareholders heldon May 23, 2019, it was resolved that the upper limit of money contributed by the Company to the board benefit trust
for performance-linked share remuneration shall be ¥200,000 thousand in total for the five fiscal years from the fiscal- 32 -

year ended February 29, 2020 to the fiscal year ending February 29, 2024 (the term of which may be extended), andthat the total number of points to be granted as share remuneration shall be no more than 20,000 points (where one
point equates to one share in the Company) for each fiscal year (outside Directors and non-residents of Japan shall not
be eligible for share remuneration). The number of Directors at the conclusion of this General Meeting of Shareholders
was seven, excluding outside Directors.
2. At the 64th Annual General Meeting of Shareholders held on May 23, 2019, it was resolved that remuneration for
Corporate Auditors shall be no more than ¥6,000 thousand per month. The number of Corporate Auditors at theconclusion of this General Meeting of Shareholders was four.

- 33 -

4. Policies for determining remuneration for Directors and other officers(1) Remuneration for Directors
At the Board of Directors meeting held on March 15, 2019, the Company passed a resolution on thedecision-making policy related to remuneration of individual Directors.
The basic policy for remuneration of Directors is to appropriately reflect the Company’s performance andindividual contribution in remuneration for each component described below, considering industry levels
and levels of similar sized companies with reference to survey results from external institutions.
In addition, the Company has adopted performance-linked remuneration for the purpose of increasing the
Directors’ motivation to contribute to improving medium-to-long-term performance and increasing
corporate value.
Remuneration for outside Directors is comprised solely of role-based remuneration in light of their role andindependence.
In order to ensure transparency and fairness of the process for determining remuneration for Directors, theNomination & Remuneration Advisory Committee, a majority of whose members are outside officers andwhich is established as an advisory body to the Board of Directors, deliberates on remuneration and reports
its findings to the Board of Directors. The Board of Directors has passed a resolution that it will make its
decision in accordance with the details of such findings. Furthermore, regarding the remuneration ofindividual Directors for the fiscal year under review, the Board of Directors has confirmed that the methodfor determining the content of remuneration and the determined content of remuneration are consistent withthe decision-making policy and the report from the Nomination & Remuneration Advisory Committee isrespected, and judged that the content is in line with the policy.
Members of the Nomination & Remuneration Advisory Committee include the Representative Director,
independent outside Directors, and independent outside Corporate Auditors. The reason for including
independent outside Corporate Auditors in the Nomination & Remuneration Advisory Committee is to makemore appropriate decisions about the nomination and remuneration of Directors by receiving opinions on
nomination and remuneration of Directors from members of the Board of Corporate Auditors.
[Components of Director remuneration](i)Role-based remuneration: Remuneration paid for duties and responsibilities as Director,
outside Director, or Representative Director (fixed remuneration)(ii) Remuneration for businessexecution: Remuneration paid for duties and responsibilities as those incharge of business execution as well as results of businessexecution (individually determined commensurate with the stateof business execution by each Director, based on a range of
remuneration set according to their duties and responsibilities)(iii) Performance-linked remuneration : Based on target figures for consolidated ordinary profit andordinary profit margin, which are the Company’s managementtargets, each Director is granted points, which are converted intoshares, determined for each position according to theachievement of the targets for each fiscal year. The Company’s
shares are then delivered based on the number of points (theBoard of Directors determines the target figures each fiscal year,
and achieving both the target ordinary profit and ordinary profit
margin is required)[Performance-linked remuneration]- 34 -

This is a performance-linked share remuneration plan (the “Plan”), established in accordance with thedetails of a resolution at the General Meeting of Shareholders, under which the Company grants points
pursuant to the Director Performance-Linked Share Distribution Regulations set by the Board of Directors
and delivers shares based on the total number of points accumulated at retirement.
A target figure of consolidated ordinary profit, which is the Company’s management target, is used as anindicator for remuneration, and each Director is granted points, which are converted into shares, determinedfor each position according to the achievement of the targets for each fiscal year as follows.

- 35 -

● Points to be granted are calculated based on the following formula (rounded down to the nearest integer).
Points to be granted = position-based base points(*1) x performance-linked coefficient(*2)(*1) Position-based base points
Position

Position-based base points

Director & Chairman

1,716

Director and President

2,439

Director & Senior Managing Executive
Officer

1,084

Director & Managing Executive Officer

767

Director & Senior Executive Officer

496(*2) Performance-linked coefficient is set as below between 0.0 and 1.5 based on the achievement of thetargets for ordinary profit and ordinary profit margin(*3) for the corresponding evaluation period.
Ordinary profit achievement level

Performance-linked coefficient

120% and higher

1.5

100% and higher, less than 120%

2.5 x achievement level - 1.5

90% and higher, less than 100%

6.0 x achievement level - 5.0

Less than 90%0.0(*3) The targets for ordinary profit and ordinary profit margin are determined by the Board of Directors
each fiscal year. Achievements of targets for both ordinary profit and ordinary profit margin are
required for the targets to be considered achieved.
This Plan aims to increase Directors’ motivation to contribute to improving medium-to-long-term
performance and increasing the Company’s corporate value by better clarifying the link between the
Company’s share value and Director remuneration, in addition to granting shares based on performance foreach fiscal year, having these Directors benefit from the advantages of rising share prices while at the sametime assuming the risks of falling share prices, and sharing the benefits and risks of share price fluctuations
with shareholders.
The Company selected consolidated ordinary profit as a target indicator based on this premise because it
was determined to be an appropriate indicator for improving the ordinary state of management of theCompany, and because achieving this business target will maintain a strong motivation toward performance.
Furthermore, the target consolidated ordinary profit for the fiscal year under review is a profit margin of atleast 2.73% and ordinary profit of ¥22.2 billion, and the remuneration will not be provided unless theconsolidated ordinary profit reaches at least 90% of the target. The actual results for the fiscal year underreview were a profit margin of 3.18% and ordinary profit of ¥23,695 million, which is 106.7% of the target.
As the payment requirement has been met, performance-linked remuneration corresponding to the points
granted in accordance with the target level achieved have been recorded as an expense in accordance with
the Director Performance-Linked Share Distribution Regulations.
(2) Remuneration for Corporate Auditors
Remuneration for Corporate Auditors is determined by discussion among Corporate Auditors within thelimits of the total remuneration determined by the General Meeting of Shareholders, with the results of suchdetermination reported to the Board of Directors.
(3) Process of determining remuneration and limits of remuneration for Directors and other officers
In accordance with the above basic policy and the remuneration limits resolved by the General Meeting of
Shareholders, the Nomination & Remuneration Advisory Committee deliberates on and evaluates theamounts of Director remuneration, and the Board of Directors passes a resolution on the decision based on
the reports of the Nomination & Remuneration Advisory Committee. Further, remuneration limits for
Directors and other officers are as follows.
- 36 -

Directors:

No more than ¥35 million per month (pursuant to the resolution at the 52nd Annual
General Meeting of Shareholders held on May 24, 2007)
Corporate Auditors: No more than ¥6 million per month (pursuant to the resolution at the 64th Annual
General Meeting of Shareholders held on May 23, 2019)
Separate from the limits above, a resolution on the performance-linked share remuneration plan was passed
at the 64th Annual General Meeting of Shareholders held on May 23, 2019, whereby the target period of thetrust established for this Plan shall be five fiscal years from the fiscal year ended February 29, 2020 to thefiscal year ending February 29, 2024 (the target period may be extended). The maximum amount ofcontribution was set at ¥200 million. Officers eligible for payment under the Plan are Directors excluding
outside Directors.

- 37 -

5. Outside Directors and outside Corporate Auditors(1) Relationships between the Company and organizations where outside officers hold importantconcurrent positions
Not applicable.
(2) Major activities during the fiscal year under review
Category

Name

Attendance at meetings, comments made, and outline of duties performed inrelation to the roles expected of outside Directors
He attended all 16 Board of Directors meetings held during the fiscal year underDirector

Koichi Narita

review, actively offered opinions in the meetings mainly based on his expertiseand from a perspective of a corporate executive with rich experience, andfulfilled appropriate roles in ensuring appropriate and proper decision-making.
He also serves as the chairperson of the Nomination & Remuneration Advisory
Committee.
She attended all 16 Board of Directors meetings held during the fiscal year
under review, actively offered opinions in the meetings from a perspective of a

Director

Hayuru Tsutsumi

corporate executive with rich experience and mainly based on her expertise in
human resource training, and fulfilled appropriate roles in ensuring appropriate
and proper decision-making.

Director

Haruhiko Yahagi

He attended all 13 Board of Directors meetings held during the fiscal year underreview after his appointment, actively offered opinions in the meetings mainly
based on his deep knowledge of the retail industry and digital marketing, andfulfilled appropriate roles in ensuring appropriate and proper decision-making.
She attended all 13 Board of Directors meetings held during the fiscal year

Director

Hiroko Kono

under review after her appointment, actively offered opinions in the meetings
mainly based on her deep knowledge of human resource development and froma perspective of an investor, and fulfilled appropriate roles in ensuring
appropriate and proper decision-making.
He attended all 16 Board of Directors meetings and all 13 Board of Corporate

Corporate Auditor

Junichi Hamahira

Corporate Auditor

Mitsuo Maki

Auditors meetings held during the fiscal year under review, providing remarks
mainly based on his expertise as a certified tax accountant.
He attended all 16 Board of Directors meetings and all 13 Board of Corporate
Auditors meetings held during the fiscal year under review, providing remarks
mainly based on his expertise as an attorney at law.
She attended all 16 Board of Directors meetings and all 13 Board of Corporate

Corporate Auditor

Naoko Miyatake

Auditors meetings held during the fiscal year under review, providing remarks
mainly based on her expertise as a corporate executive.
She also serves as a member of the Nomination & Remuneration Advisory
Committee.

(3) Matters pertaining to limited liability agreements
The Company has entered into agreements with Directors Koichi Narita, Hayuru Tsutsumi, Haruhiko
Yahagi, and Hiroko Kono, as well as Corporate Auditors Junichi Hamahira, Mitsuo Maki, and Naoko
Miyatake, to limit their liability stipulated in Article 423, paragraph (1) of the Companies Act. Under
these agreements, their liability shall be limited to the minimum liability amount provided for under
Article 425, paragraph (1) of the Companies Act.

- 38 -

V.

Accounting Auditor

1. Name

KPMG AZSA LLC

2. Amount of remuneration
Amount of
remuneration(Millions of yen)Amount of remuneration for accounting auditor for the fiscal year under review

36

Total of money and other economic benefits payable by the Company and its subsidiaries

36

Notes:

1. In the audit agreement between the Company and the Accounting Auditor, no clear distinction is made between theamounts of remuneration for audits pursuant to the Companies Act and audits pursuant to the Financial Instruments andExchange Act, and in practical terms such distinction cannot be made. Accordingly, the amount of remuneration stated
for the fiscal year under review is the total of those amounts.
2. The Board of Corporate Auditors received explanations from the Accounting Auditor on the auditing time required forthe accounting audit plan for the fiscal year under review, verified and assessed audit performance for the previous fiscal
year, and scrutinized the efficiency of audit services, the reasonableness of the Accounting Auditor’s execution of theaudit, and the assumptions used to calculate the quotation that forms the basis for remuneration. As a result, it has given
its approval to remuneration for the Accounting Auditor.

3. Policy on decisions of dismissal or non-reappointment of Accounting Auditor
If the Board of Corporate Auditors of the Company determines that the Accounting Auditor falls under anyof the items in Article 340, paragraph (1) of the Companies Act, the Company shall dismiss the Accounting
Auditor based on the unanimous consent of Corporate Auditors. If, based on a comprehensive judgment on
the state of execution of duties by the Accounting Auditor, the Board of Corporate Auditors determined thatthe properness and reliability of the audit cannot be ensured, the Board of Corporate Auditors shalldetermine the content of a proposal pertaining to the dismissal or non-reappointment of the Accounting
Auditor to be submitted to the General Meeting of Shareholders.

- 39 -