This document is an unofficial translation of the Notice of 27th Annual General Shareholders’Meeting and is provided for your convenience only, without any warranty as to its accuracy or
as to the completeness of the information. The Japanese original version of the document is
the sole official version.

Notice of 27th Annual
General Shareholders’ Meeting
Date/time
September 27, 2023 (Wednesday) at 10:00AM (Doors open at 9:30AM)

Location
1-3-2, Otemachi, Chiyoda-ku, Tokyo
Keidanren Hall, 2F, Keidanren Kaikan (Please refer to the venue guide at the end.)

Matters to be resolved
Proposal1: Appropriation of surplus
Proposal2: Election of four directors (except directors who are audit committee members)
Proposal3: Revision of performance-based share compensation plan for directors (except for
directors who are audit committee members as well as for outside directors)”Matters on corporate officers,” “Officers’ compensation plan” and “Compliance and risk
management” in the 27th business report contains content highly relevant to the documents forreference for the shareholders’ meeting listed in the electronically provided matters; therefore, theorder of listing was rearranged.
AVANT GROUP CORPORATION Securities Code: 3836

Dear Shareholders,Thank you for your patronage and support to the businesses of our group.
We made a fresh start under the new name “AVANT GROUP CORPORATION” by restructuring ourbusiness in October 2022. Through this restructuring, we started the new midterm management plan
“BE GLOBAL 2028” from July 2023 under the strategic initiative to become a “software company useful
to improve corporate value.” The business strategy was synchronized with the group strategy, aiming
at becoming a world-class software company.
”BE GLOBAL 2028” adopts a “software-driven strategy” as the common strategy for the group. Withsoftware to create value for all businesses as the starting point, we enhance the ability to contribute tocustomers as well as service productivity to invest the resulting profits into human resources
development and R&D. As a product of these activities, we accomplish the spiral of value creation tocontinually improve corporate value of our group.
A company is an organization where many people gather and contribute to society through its corporate
value. Our group is aiming to contribute to society through organizational growth with a wide variety ofmembers.
It is my sincere hope for you to look forward to the future progress and growth of “AVANT GROUPCORPORATION.” I appreciate your continued support and patronage.

Tetsuji Morikawa
President and Representative Director
Group CEOAVANT GROUP CORPORATION

2

Philosophy of AVANT GROUP
Our group works together and aims to accomplish the mission since incorporation: “spreading
accountability,” based on the corporate philosophy of “creating a company that will last for 100 years.”
Our target is to “BE GLOBAL.” We will evolve into a world-class software company and widely
contribute to the development of society and economy.

VISION
To be a software company that
increases corporate value

BE GLOBAL- A World-class software company MATERIALITYMISSION

Spreading Accountability
Software-driven strategy- Turning management information into a map of the future STRATEGY
PHILOSOPHY

Creation of a 100-year Company- A company where everyone is passionate about value creation -

OPEN

VALUE

STRETCH

Values that support our corporate philosophy

In 2021, our group defined the strategic materiality to accomplish our vision as “to be a software
company that increases corporate value.” It points to two things: we contribute to “improvement ofcorporate value” through DX of management and we are a “software company” in the core of businessmodel. This strategic materiality was created in the course of implementing our midterm management
plan “BE GLOBAL 2023,” which remains to be the direction to follow in the new midterm management
plan “BE GLOBAL 2028.”
Certain things were identified during the process to plan for “BE GLOBAL 2028,” including stipulation ofstrategy to achieve the vision to be the “software-driven strategy.””Software-driven strategy” is a concept to manage all corporate businesses with software as the starting
point. We measure the effectiveness of each software by visualizing respective growth and profitability
to understand which software is actually contributing to customers at what level and to promote morestrategic activities.
By promoting these strategic activities, we will achieve the vision to “become a world-class software
company” through accumulation and utilization of intellectual properties to enhance the ability tocontribute to customers.

3

Midterm management plan for the AVANT GROUP
Reflection of our midterm management plan “BE GLOBAL 2023”
In September 2018, our group established the midterm management plan “BE GLOBAL 2023” over thefive years ending in FY23 (June 2023 period) to aim at “becoming a world-class software company.”
We successfully accomplished both the operational KPI and financial KPI and doubled the sales andoperating profit in the midterm plan. We were not able to accomplish the strategic KPI as the goal toconvert the business model; however, the share sales increased from 4 billion yen in FY18 to 7.6 billion
yen in FY23.

FY18 results

FY23 goal

FY23 results

Sales (100 million yen)
Operational
KPI

Operating profit (100million yen)
Stock sales ratio (%)

Strategic KPISales growth ratio +operating profit ratio(point)ROE (%)

20≦

Dividend (yen)

15≦

40≦

Financial KPI※ Average for FY19 – FY23; FY23 results: 18.3%
Regarding the goal in the strategic KPI, we changed our policy in the third year of the previous midterm
plan, based on which we engaged in activities.
We initially expected to use M&A for conversion of the business model to measure the progress with thestrategic KPI; however, changed our policy to a plan that assumes organic growth rather than relying on
M&A after experiencing multiple cases with risks exceeding the allowable limit due to the steep priceincrease, insufficient management ability, etc.
During the time of this policy change, we made a statement to “become a software company useful toimprove corporate value” as the strategic initiative and also restructured our business.
In business restructuring, we optimized allocation of each business company in the respective market toachieve strategic initiative and created a midterm plan based on this new role sharing by businesscompanies to produce the new midterm plan “BE GLOBAL 2028.”

4

Goals of the new midterm management plan “BE GLOBAL 2028”
The midterm management plan “BE GLOBAL 2028” aims at realizing a spiral of value creation by
improving productivity from value creation resulting from software-driven strategy as the starting point.
Improvement of productivity from value creation as measured by per-capita operating profit is reduced
to compensation and invested into human resources to achieve value creation in people and goods.
Not only service is provided but also software is created by people and goods; therefore, value creationin people and goods leads to continuous business growth resulting in creation of corporate value.
Enhanced corporate value increases funding capacity as well as capacity available for business
investment, resulting in improvement of productivity for value creation.
The direction aimed at by the spiral of such value creation is to “become a software company useful toimprove corporate value” as the strategic initiative to be achieved.
Outlook of the new midterm management plan “BE GLOBAL 2028”
As a B-to-B software growth corporation, we aim at profit growth of triple net profit against double sales
on the basis of 25% or more net profit growth rate CAGR (average annual growth rate). This profit
growth requires either improvement of “productivity from sales” to increase per-capita sales or
improvement of “productivity from invested costs” to reduce invested costs for the same sales. Thesetypes of productivity are collectively called “productivity from value creation.”
We plan to increase the per-capita operating profit as the index to improve productivity from value
creation to one-and-a-half times more in five years, and the gross profit from software to achieve
progress of software-driven strategy to three times more in five years. Our group expects to berecognized as growth shares rather than aggressive growth shares in the stock market, raising ROE as
the financial KPI and maintaining 20% on average. For stable shareholder return, we have a disciplineof 7% DOE※ (dividend on equity ratio) on average.
※DOE: Dividend on equity ratio
FY23

Changes/Averagein 5 years

FY28

Sales

21.4 billion yen

40-45 billion yen

2xOperating profit

3.28 billion yen

9-11 billion yen

3xOperating profit rate

15.4%

20-24%+5 - 9pts

Net profit
Operating profit
per person
Software gross profit

2.09 billion yen

6-7 billion yen

3x/CAGR 25%

2.4 million yen

3.5-4.3 million yen

1.5x

2.13 billion yen

6-6.5 billion yen

3.0x

ROE

18.3%

20%≦

AVG 20%

DOE

4.9%

8%≦

AVG 7%

Dividend

15 yen51 yen≦3.4x5Securities Code:3836
September 8, 2023
(Start date of electronic provision: September 5, 2023)

To All Shareholders,
Tetsuji Morikawa
President and Representative Director
AVANT GROUP CORPORATION
2-15-2 Konan, Minato-ku, Tokyo

Notice of 27th Annual General Shareholders’ Meeting
Thank you for your continued support and patronage.
Please be advised that the 27th Annual General Shareholders’ Meeting will be held as detailed below.
We are electronically providing the notice to call this shareholders’ meeting by posting the “notice to callthe 27th Annual General Shareholders’ Meeting” on the following website.
Please refer to our website https://www.avantgroup.com/ja/ir/irnews.html or the website of Tokyo Stock
Exchange (Tosho) as follows:
Tokyo Stock Exchange website (Company Announcements Service)https://www2.jpx.co.jp/tseHpFront/JJK010010Action.do?Show=Show(Please access the Tosho website in the above, enter/search “Avant Group” or the Securities Code“3836” in “Code,” and sequentially select “basic information” and “documents to be examined/PR
information” to confirm the column of “notice to call shareholders’ meeting/materials for shareholders’meeting” in the “documents to be examined.”)Voting rights may be exercised in writing or on the Internet in place of attendance on theday. Please review the documents for reference for the shareholders’ meeting posted inelectronically provided matters and exercise the voting rights according to the guidance
below no later than 6PM on September 26, 2023 (Tuesday).
1. Date/time

September 27, 2023 (Wednesday) at 10AM (Doors open at 9:30AM)

2. Location

1-3-2 Otemachi, Chiyoda-ku, Tokyo
Keidanren Kaikan 2F Keidanren Hall
(Please refer to the venue guide at the end.)

6

3. Purposes
Matters to be reported

1. The Business Report, the Consolidated Financial Statements andthe report of the audit of the Consolidated Financial Statements by
the Independent Auditor and Audit Committee for the 27th Fiscal
Term (from July 1, 2022 to June 30, 2023) will be reported at themeeting.
2. The Non-Consolidated Financial Statements for the 27th Fiscal
Term (from July 1, 2022 to June 30, 2023) will be reported at themeeting.

Matters to be resolved
Proposal1

Appropriation of surplus

Proposal2

Election of four directors (except directors who are audit committee members)

Proposal3

Revision of performance-based share compensation plan for directors (except for
directors who are audit committee members as well as for outside directors)

7

4. Notice Pertaining to the 27th Annual General Shareholders’ Meeting① Guidelines for Internet-Based Voting Rights Exercise, Advanced Submission of Queries andOpinions, and Video Broadcast Details
For specific protocols concerning the digital execution of voting rights, pre-submission procedures forqueries and opinions, as well as instructions for live-streaming and post-meeting archived video access,please consult the information provided below. Subject matters eliciting high levels of stockholderinterest will be judiciously incorporated into the agenda of the General Shareholders’ Meeting.
● The exercise of voting rights can be done in person, by mail(postal), or in advance through the internet using a computeror smartphone.

Please refer toinformation
on pages 8 and 9.

● Shareholders are welcome to submit questions in advance for consideration.
● On the day of the General Shareholders’ Meeting, we will

live-stream the proceedings via the internet.
● After the meeting concludes, we will provide an archived

Please refer toinformation
on page 10

video of the proceedings on our company website.
② Information Disclosure via the Internet
The documents we have sent also serve as electronic provision measures based on written disclosure
requests. Furthermore, the following items are excluded in accordance with legal requirements andArticle 13 of our company’s articles of incorporation. Therefore, these documents form a part of thematerials that the Audit and Supervisory Committee and the external auditor have audited.
・Matters concerning the company's stock・Matters concerning the company's new stock options
・Situation of the independent auditor
・Notes to Consolidated financial statements
・Notes to Non-Consolidated financial statements
In case any amendments are made to these electronic provision measures, the corrections will be
posted on the respective websites where they are published.
③ Other information
If you are attending on the day of the meeting, we kindly request that you submit the enclosed voting
rights exercise form at the reception desk. We also ask you to bring this notice of the meeting with you.
Should there be any significant changes in the operations of the General Shareholders’ Meeting due tofuture circumstances, we will notify you on the following website:
https://www.avantgroup.com/ja/index.html
End of statement

8

Guidance on the Exercise of Voting Rights
Exercise of voting rights in writing
Please fill out the enclosed voting form, indicating your approval ordisapproval for each agenda item, and return it by mail. If there is no
indication of approval or disapproval for any item on the voting form, it willbe treated as an expression of approval.
Exercise Deadline: To be received no later than 6:00 PM
on September 26, 2023 (Tuesday)

Exercise of Voting Rights via the Internet
Please visit our designated voting site (https://www.web54.net), input yourapproval or disapproval for each agenda item, and submit.
Exercise Deadline: Up to 6:00 PM on September 26, 2023 (Tuesday)

Exercise of Voting Rights by means of a Smartphone or Tablet
Please scan the "QR Code for Smartphone Voting Website Login" locatedat the bottom right of the enclosed voting form using your smartphone ortablet. Open the displayed URL and follow the on-screen instructions to
input your approval or disapproval for each agenda item, and then press
submit.
Exercise Deadline: Up to 6:00 PM on September 26, 2023 (Tuesday)

Exercise of Voting Rights by Attendanceof the General Shareholders’ Meeting in Person
Please bring the enclosed voting form and submit it at the reception desk
at the meeting venue.
For registered shareholders held by trustee banks and the like (including permanent proxies), if you havepreviously applied to use the electronic voting platform operated by ICJ Corporation, you may also use thisplatform as a method for exercising voting rights by electronic means at our General Shareholders’ Meeting,in addition to the above methods.

Should you choose to exercise your voting rights through both written form and via digital means
such as a computer or smartphone, the vote submitted through the Internet will beacknowledged as the valid exercise of your voting rights.
In that event that you should exercise your voting rights multiple times via the Internet, the mostrecently submitted vote will be recognized as valid.

9Guidelines for Exercising Voting Rights
via the Internet or Other Digital Platforms
To exercise your voting rights via digital means, you may do so using either a computer or a smartphone
by visiting the designated voting website provided by our company.
Exercising Voting Rights via Smartphone or
Other Similar Devices

Exercising Voting Rights via the Internet or
Other Digital Platforms

1. Please scan the "Smartphone Voting Website LoginQR Code" located at the bottom-right corner of theenclosed voting form using a smartphone or tablet.

1. Please access the following voting website:
https://www.web54.net

2. Subsequently, please follow the on-screen instructions
to indicate your approval or disapproval of the agenda
items.

2. After logging in by entering the "Voting Rights Exercise
Code" displayed on the bottom-left corner of theenclosed voting form (postcard side), please input your
"Password." Then, proceed to follow the on-screen
guidance to indicate your approval or disapproval of
the agenda items before submitting your decision.

Should you wish to modify your vote after initiallycasting it, please visit the website designed forcomputer usage. Utilize the "Login ID" and "Password"
provided on the voting form and follow the on-screen
instructions to enter your stance on the proposals.

■■■

Please note that any fees incurred, such as connection charges by telecommunications
carriers and service providers while using the voting website, will be the responsibility of thestockholder.
Your password is a critical piece of information used to verify that the individual casting thevote is indeed the stockholder. Kindly handle this password with the utmost care, comparable
to how you would treat your personal seal or PIN number.
If incorrect password entries exceed a certain limit, the password will become disabled. Should
you require a password reissue, please adhere to the on-screen procedures.

Inquiries

Should you have any questions or require clarification regarding the exercise of
voting rights via digital means, please feel free to reach out to the dedicatedhelpline below:

0120-652-031

Sumitomo Mitsui Trust Bank, Limited
Securities Transfer Web Support Exclusive LineOperating Hours: 9 a.m. to 9 p.m.

10

Guidance on Internet-Based Pre-Submission of Questions
To accommodate shareholders who are unable to attend in person, we have established a specializedwebsite to receive questions in advance via the internet. Kindly input the following URL on yourcomputer or smartphone, or use the provided QR code to access the website and submit your queries.
Website for the pre-submission of questions:
https://krs.bz/diva/m/agm【Notice】
The deadline for question submissions is 6:00 PM (Japan Standard Time) on Tuesday, September 26, 2023.
All questions received will be compiled by the Secretariat and addressed during the General Shareholders’Meeting. Please understand in advance that it may not be possible to respond to every question submitted.

Live Video Streaming of the General Shareholders’ Meeting
For those interested in watching the General Shareholders’ Meeting via the internet, we kindly request
you to access the following website:
Website for Live Webcast:https://avantgroup.premium-yutaiclub.jp/live/

To view the live webcast, you will need to input the following information:●
The 9-digit stockholder number found on the enclosed proxy voting form●
The 7-digit postal code of your registered address, excluding any hyphens
Guidance on Archived Broadcast
Following the conclusion of the General Shareholders’ Meeting, a recorded video will be made available
for archival viewing on our company website: https://www.avantgroup.com/ja/ir/stock/meeting.html【Notice】
We recommend accessing the webcast site earlier than the designated start time to input your stockholder
number and postal code.
Depending on your device and network conditions, it may not be possible to view the webcast.
Any costs associated with data transmission for viewing the webcast will be borne by the stockholder.
Viewing this webcast is not considered formal attendance at the General Shareholders’ Meeting as per theCompanies Act. Consequently, it will not be possible to ask questions or submit proposals in accordancewith the Companies Act. Shareholders who may wish to pose questions or make proposals under theCompanies Act are earnestly requested to attend the General Shareholders’ Meeting in person. We kindly
ask for your cooperation in exercising your voting rights in advance, either in writing or via the internet.

11

Reference Documents for the General Shareholders’ Meeting
Proposal1: Appropriation of surplus

Disposition of the surplus shall be as follows.
【AVANT GROUP CORPORATION’s stockholder return policy】
We place dividend of the surplus as the important matter of the shareholder return measures and pay
attention to the indexes including dividend on equity ratio (DOE)by directing to stably maintain andimprove the dividend amount without being affected by business performance of each term.
The term-end dividend of the 27th term shall be as follows in consideration of the business performanceof the current business year and the future business development.
(1) Type of property for dividend
Monetary property(2) Matters concerning allocation of property for dividend and such total amount: 15 yen per ourordinary share
The total amount of dividend in this case shall be 564,642,795 yen.
(3) Effective date of dividend of the surplus: September 28, 2023
Transition of dividend per ordinary share and dividend on equity ratio

Yen

Term
endingJune 2019

Term
endingJune 2020

Term
endingJune 2021

Term
endingJune 2022

Term
endingJune 2023

Dividend per share (yen)

7.5

9.0

11.0

13.0

15.0

Dividend on equity ratio

5.27%

5.17%

5.18%

5.04%

4.93%

2.93%

2.93%

2.88%

3.18%

3.09%

(Ref.) Average of companies listed at
Tokyo Stock Exchange(Note) Dividend per share is after share split adjustment.
Average dividend on equity ratio of companies listed at Tokyo Stock Exchange indicates the average of 12 months until
June for each term. The values of the term ending June 2022 are also revised to indicate average of 12 months until
June, not average of 12 months until April. The values of the term ending 2023 indicates average of 12 months until April
2023.

12

Proposal2: Election of four directors (except directors who are audit committee members)
The terms of all four directors (except directors who are audit committee members) will expire at endingof the Meeting. Therefore, we request you to elect four directors.
There are no special matters to point out from the audit committee in regard to this proposal.
The director candidates are as follows.

Candidate
No.

Name

Position and responsibility
at the Company

Attendance to boardof directors

1

Reelection: Tetsuji Morikawa

President and Representative Director,
Group CEO, Member of consideration
advisory committee

100% (14/14)

2

Reelection: Naoyoshi Kasuga

Director, Group CFO

100% (14/14)

3

Reelection: Jon Robertson

Director Outside Independent Diversity

93% (13/14)

4

New election: Tatsuya Kamoi--- Outside Independent-(Note)
1. There is no special interest between each director candidates and the Company.
2. Mr. Jon Robertson and Mr. Tatsuya Kamoi are outside director candidates. We have designated Mr. Jon Robertsonas the independent director under the provisions of Tokyo Stock Exchange and have notified the same to thereto. If
Mr. Robertson is reelected, he will continue to be the independent director. We will also designate Mr. Tatsuya
Kamoi as the independent director and will notify the same thereto if he is approved to be elected.
3. Mr. Jon Robertson and we have entered into the liability limitation agreement under Clause 1, Article 427 of theCompanies Act. The amount of limit of liability is the minimum liability amount stipulated by the law. If Mr.
Robertson is reelected, the liability limitation agreement shall be retained. If election of Mr. Tatsuya Kamoi isapproved, we will enter into the equivalent liability limitation agreement with him.
4. We have entered into the agreement of liability insurance of officers, etc. stipulated in Clause 1, Article 430-3 of theCompanies Act with an insurance company. If this Proposal is approved and passed and each director candidate iselected and assumes the positions of directors, all such directors shall be insured with the relevant insurance
agreement. The relevant insurance agreement shall insure the directors of the Company and our subsidiaries,
directors who are members of audit committee, executive officers and employees, etc. and the full insurance
premium for all insured is incurred by the Company. The relevant insurance shall cover damage compensation,
settlement money, compromise money and damage of litigation cost, etc. considered to be paid by the insured
which arise when the insured is subject to claim for damage compensation due to their performance of duties during
the insurance period. However, any claim for damage compensation arising from act of disloyalty, criminal act,
fraud, intentional violation and insider trading, etc. shall not be covered by the relevant insurance. The agreement
period of the agreement of liability insurance of officers, etc. shall be one year, and will be renewed upon resolution
at the board of directors before expiration of such period.

13

Tetsuji Morikawa

Candidate Number 1

Reelection

Date of Birth: February 23, 1966 (57 years old)
Tenure on Board of Director: 26 years
Board Meeting Attendance: 100% (14 out of 14)
Number of Company Stocks Held: 9,764,000 stocks【Professional Background】
April 1990
May 1997

September 2020

Joined PwC Consulting LLC
Founded the company
and assumed the role of President
and Representative Director (ongoing)
Appointed Group CEO (ongoing)【Important Concurrent Roles】
October 2013
March 2017

CEO, DIVA CORPORATION OF AMERICA
Outside Director, KAYAC Inc.

【Rationale for Nomination as Board Director】
Since founding the company in May 1997, Mr. Morikawa has steered the company group for 26 years
as its Representative Director. Beyond establishing our self-developed consolidated accounting
software as a critical infrastructure for delivering comprehensive management information centeredaround financial data, he has also exhibited strong leadership in business diversification through M&A,
transitioning to a holding company system, and orchestrating group reorganization. Currently, he isspearheading the transformation and growth of the group towards realizing our new mid-term
management plan, "BE GLOBAL 2028." We kindly request your support for his reappointment for thecontinued prosperity of our company group.
【To Our Esteemed Shareholders】
Our enduring vision since the company's inception has been to become a globally competitive software
enterprise. The five-year action plan we recently initiated, dubbed "BE GLOBAL 2028," aims to harness
our accumulated expertise, align our business strategy with group strategy, and transition these into
actionable steps towards fulfilling this vision. The strategic focus of this plan, termed "Strategic
Materiality," is to "Become a software company that substantially contributes to enhancing corporate
value." We are committed to making a significant impact on organizations that view the enhancement ofcorporate value as a pivotal challenge. We trust you will find the growth narrative of AVANT GROUP
compelling as we persist in striving for globally recognized performance.

14

Naoyoshi Kasuga

Candidate Number 2

Reelection

Date of Birth: May 13, 1963 (Age 60)
Tenure on Board of Director: 12 years
Board Meeting Attendance: 100% (14/14 sessions)
Number of Company Stocks Held: 21,221 stocks【Professional Background】
April 1987
August 1999
January 2005
October 2010
February 2011
September 2011
September 2020

Joined The Long-Term Credit Bank of Japan, Limited
Joined the New York Stock Exchange Asia Pacific OfficeAppointed as Executive Officer at the New York Stock Exchange
Joined the Company
Promoted to Head of the President's Office within the Company
Designated as the Company's Board Director in charge of Finance (Ongoing)
Assumed the role of Group CFO (Ongoing)【Rationale for Nomination as Board Director】
Mr. Kasuga joined our Company in October 2010 after garnering valuable experience at commercial
banks and the New York Stock Exchange. Since September 2011, he has been serving as the Board
Director responsible for financial matters, and currently holds the position of Group CFO. His extensive
experience and informed insights into management have been instrumental in overseeing the financial
dimensions of the Company. His nomination is further supported by his exemplary character anddiscernment.
【To Our Esteemed Shareholders】
As we strive to realize our Group’s principal objective—"to evolve into a software company that
contributes meaningfully to enhancing corporate value"—we are committed to deploying capital
judiciously yet ambitiously, in alignment with our new mid-term business strategy. In doing so, we aimfor our Group to be continually recognized and supported by shareholders and investors as acontinuous growth enterprise over the long term. Concurrently, we are dedicated to reciprocating this
support by way of continuous improvements in corporate value and stable dividend returns.

15

Reelection

John Robertson

Candidate Number 3

OutsideIndependent
specializing in Diversity

Date of Birth: October 29, 1968 (54 years old)
Tenure on Board of Director: 3 years
Board Meeting Attendance: 93% (13 out of 14 meetings)
Number of Company Stocks Held: 0 stocks【Professional Background】
January 1994
July 1996
July 1999
July 2002
January 2004
January 2007
January 2012
December 2014
March 2015
September 2020
March 2021

Sales Manager at M3i Systems, Inc.
Sales Director at SAP America, Inc.
Managing Director at EMC Corporation
Senior Director at Reuters Corporation (now Thomson Reuters)
Rejoined EMC Corporation
VMware K.K., Vice President in charge of Customer Operations
Vice President and Head of ASEAN at VMware Singapore Pte. Ltd.
Vice President of VMware K.K.
President and Representative Director of VMware K.K.
Director at our company (ongoing)
President for Asia-Pacific & Japan Region at Snowflake Inc. (ongoing)【Important Concurrent Roles】
March 2021
President for Asia-Pacific & Japan Region at Snowflake Inc.
【Rationale for Nomination as Non-Executive Director and Expected Contributions】
With over 30 years of experience leading globally diverse organizations in Japan and the Asia-Pacificregion, Mr. Robertson has demonstrated exceptional managerial, leadership, and communication skills.
He possesses an in-depth understanding of cutting-edge IT technologies, including the cloud-native
sector, and has consistently exhibited enthusiastic leadership in the fast-evolving IT industry. We
anticipate that he will continue to contribute meaningfully, especially in achieving our vision of BE
GLOBAL and in executing our mid-term business strategy through cloud technology.
【To Our Esteemed Shareholders】
I have served as a director at Avant for three years and have been profoundly impressed by the AVANTGROUP CORPORATION's commitment to balancing customer satisfaction with outstanding
performance. We offer world-class technology solutions and services that facilitate our clients' digitaltransformations. Cloud technology is increasingly recognized as vital, even in Japan, and I believe that
we will enhance the value of our relationships with our clients through maintaining and strengthening
partnerships based on trust and mutual growth. As an expert in technology, I am committed to deeply
engaging in these sectors, continually enhancing their value, and elevating the market presence of the
AVANT GROUP CORPORATION.

16

New election

Candidate Number 4

Tatsuya Kamoi

OutsideIndependent

Date of Birth: February 10, 1961 (62 years old)
Tenure on Board of Director: Board Meeting Attendance: Number of Company Stocks Held: 0 stocks【Professional Background】
April 1983
Joined Seiko Epson Corporation
January 2006
Executive Officer at IBM Japan, Ltd.
and Director at IBM Business Consulting
Services Ltd.
January 2012Managing Executive Officer at IBM Japan, Ltd.
August 2014
Representative Director and Mercer Far East Market Leader
at Mercer Japan Ltd.
October 2019
Senior Corporate Executive at NEC Corporation
April 2020
Representative Director at ABeam Consulting Ltd.
April 2023
Vice Chairman of the Board at ABeam Consulting Ltd. (Ongoing)【Important Concurrent Roles】
April 2023
Vice Chairman of the Board at ABeam Consulting Ltd.
【Rationale for Nomination as Non-Executive Director and Expected Contributions】
Mr. Kamoi brings over two decades of experience in consulting and IT strategy implementation for both
domestic and global enterprises. Furthermore, his leadership roles at Mercer Japan Ltd. and ABeam
Consulting Ltd., coupled with his extensive background in human resources, make him an ideal
candidate for contributing to our business oversight and the successful execution of our new mid-termbusiness strategy "BE GLOBAL 2028."【To Our Esteemed Shareholders】
Leveraging my multifaceted experience - which spans operational roles in business and consulting
companies, global business development for Japan-based corporations, IT services at both U.S. andJapan headquarters of American companies, and HR management - I aim to make a meaningful
contribution to AVANT GROUP CORPORATION. Specifically, I hope to assist in achieving our
upcoming business growth strategies and fortifying our corporate governance to enhance overall
enterprise value. Your support is highly appreciated.

17

Proposal3: Revision of performance-based share compensation plan for directors (except for
directors who are audit committee members as well as for outside directors)

We obtained approval at the 26th Annual General Shareholders’ Meeting held on September 27, 2022
that the compensation for our directors (except directors who are audit committee members) shall beannually within 150,000,000 yen as the fixed compensation (not including, however, employee’s salary
for the director also serving as an employee), annually within 41,250,000 yen per director (except
outside directors) as short-term performance-based compensation, annually within 100,000,000 yen as
middle-term performance-based compensation (the number of shares to be issued shall be annually
within 60,000 shares per director and within 100,000 shares in total for all directors except outside
directors).
We shall further endeavor to share value with our directors (except for directors who are members ofcommittee of audit, etc. as well as for outside directors, hereafter “Subject Directors”) and shareholders
by continuous increase of the share value and shall revise details of the share compensation plan as
middle-term performance-based compensation for the purpose of granting incentives to the Subject
Directors to sustainably increase our corporate value. This Bill is to revise the details of the sharecompensation plan for the purpose of endeavoring further value sharing with the Subject Directors andour shareholders by continuous increase of the share value. We have stipulated the decision-making
policy concerning the directors’ compensation, etc. by individual of which overview is as described after
p.28 through 32. We are planning to revise it so that it is consistent with the details of this Bill if you
have approved this Bill as we consider the details of this Bill is appropriate.
There are currently two Subject Director (0 outside directors), and if Proposal 2 “Election of four
directors (except directors who are members of committee of audit, etc.)” is approved and passed as
the original proposal, the number of the Subject Directors shall be continuously two (0 outside
directors).
1. Overview of the new share compensation plan
The new share compensation plan (hereafter “Plan”) shall set the period from September of every year
to September of the following year as the subject period (hereafter “Subject Period”), consisting of twoparts; one part is where the Company’s ordinary shares are issued provided that the Company’s sharevalue increases at ending of the Subject Period compared to that at the starting thereof (hereafter “PartI”) and the other part is where the Company’s ordinary shares are issued in the number calculated
according to the Company’s share growth rate as it was traditionally done (hereafter “Part II”).
In the Plan, monetary compensation receivables equivalent to the total amount of payment into theshares issued to the Subject Directors at ending of the Subject Period based on Part I and Part II shallbe provided, and the Company’s ordinary shares shall be issued or disposed of by accepting
contribution in kind from the Subject Directors. Payment amount of such issuance or disposition per
share shall be determined by the board of directors to an extent where no special advantage is created
for the Subject Directors with the closing share value of the Company’s ordinary shares at Tokyo Stock
Exchange on the previous business day of resolution date of the board of directors in regard to such
issuance or disposition (the closing share value on the latest transaction date if the transaction is not
closed) as the base.

18

Monetary compensation receivables provided under the Plan shall be annually within 100,000,000 yen
similarly to the former share compensation plan as the reasonable amount in consideration of the
purpose of the Plan, and the number of shares to be issued under the Plan shall be annually within
60,000 shares per director and annually within 100,000 shares for all Subject Directors. If there isshare split (including free allocation of the Company’s ordinary shares) or share consolidation of theCompany’s ordinary shares after the date when this Bill is approved and passed, the upper limit number
shall be adjusted according to the split ratio or consolidation ratio.
The specific period and details of the provision to each Subject Director shall be determined by theboard of directors.
2. About Part I
In Part I, the Company’s ordinary shares shall be issued in the number determined by the Company’sboard of directors under the following condition; when comparing average of the closing share value of
the Company’s ordinary shares at Tokyo Stock Exchange in the month when the Subject Period starts(September of every year) with average of the closing share value of the Company’s ordinary shares at
Tokyo Stock Exchange in the month when the Subject Period ends (September of the following year),the latter exceeds the former.
Part I requirement of share issuance is that no specific misconduct, etc. stipulated by the Company’sboard of directors is taken during the Subject Period.
3. About Part II
In Part II, the number of the Company’s ordinary shares to be issued to each Subject Director afterending of the Subject Period shall be determined by multiplying (1) the number of shares determined by
the board of directors (equal to the number of shares determined for Part I in the same Subject Period;
hereafter “Standard Number of Shares to be Issued) by (2) share issuance ratio to be determinedaccording to the Company’s share growth rate.
The Company’s share growth rate shall be calculated by dividing the Company’s TSR (Total
Shareholder Return) during the Subject Period by Tokyo Stock Price Index (hereafter “TOPIX”) during
the Subject Period.
Specifically, calculation is done in accordance with the following calculation formula. However,reasonable adjustment shall be made according to ratio, etc. of the Subject Directors’ tenure in the
Subject Period. In addition, in the case that there is share split or share consolidation of the Company’s
ordinary shares after this Bill is approved and passed, or otherwise that there is any reason foradjustment of the following calculation items, such items shall be adjusted to a reasonable extent.
Whether compensation, etc. under this Bill shall be issued or provided to each Subject Director, thenumber of the Company’s ordinary shares to be issued and amount of the monetary compensation
receivables for issuance of the Company’s ordinary shares have not been fixed. Additionally, if simple
average of the closing share value of the Company’s ordinary shares at Tokyo Stock Exchange in themonth when the Subject Period ends (September after one year) falls below simple average of theclosing share value of the Company’s ordinary shares at Tokyo Stock Exchange in the month when the
Subject Period starts (September of the current year), the monetary compensation receivables shall not
be provided and the Company’s ordinary shares shall not be issued to the Subject Directors under Part
II during such Subject Period.

19Middle and long-term performance-based compensation (the number of shares to be issued)= Standard number of shares to be issued x Share issuance ratio

Share issuance ratio①If the Company’s share growth rate (A) is under 100%: 0②If A is more than 100% and under 112%: 33% x (A-100%) / 12%③If A is more than 112% and under 150%: 33% + 67% x (A-112%) / 38%④If A is over 150%: 100%

The Company’s TSR (Total Shareholder Return)
A: The Company’s share growth rate

The Company’s TSR during
the Subject Period
TOPIX growth rate during
the Subject Period

Simple average of closing share value of the Company in the monthwhen the Subject Period is ending (September after 1 year) + Total
dividend amount per share for divided of surplus during the Subject
PeriodSimple average of closing share value of the Company in the monthwhen the Subject Period is starting (September)
TOPIX growth rate
Simple average of TOPIX in the month when the Subject Period is
ending (September after 1 year)
Simple average of TOPIX in the month when the Subject Period isstarting (September)【Requirement of share issuance】
In Part II, the Company’s ordinary shares shall be issued to the Subject Directors when the Subject
Period ends and the following requirements are satisfied.
①No specific misconduct, etc. stipulated by the Company’s board of directors has been taken②Otherwise the requirements stipulated by the Company’s board of directors are satisfied as requisites
to achieve the purpose of the performance-based share compensation plan
In addition, at the 26th Annual General Shareholders’ Meeting, we concluded that shares were not to beissued to the president and representative director if the annual growth rate (CAGR) of one share’s
profit after adjustment until ending of the Subject Period fell under 18%, but such condition shall beabolished.
In the case that ①a Subject Director is dead or withdraws or resigns from the Company’s director orother position designated by the board of directors by the reason considered by the board of directors
as legitimate and ②a merger agreement where the Company shall be an extinct company, shareexchange agreement or share transfer plan where the Company shall become a wholly owned
subsidiary or other matters concerning reorganization, etc. are approved at the Company’s generalshareholders’ meeting (however, the board of director shall do the same if approval from the Company’s
general shareholders’ meeting is not required for such reorganization, etc.), and in the chase that theCompany’s general shareholders’ meeting considers there is a duly reason, as necessary, the amountreasonably designated by the Company’s board of directors shall be provided in place of theCompany’s ordinary shares at the time reasonably designated by the Company’s board of directors.

20

Matters on corporate officers(1) Names, etc. of directors (as of June 30, 2023)
Position

Name

Responsibility and status of important concurrent posts

President and Representative
Director

Tetsuji Morikawa

Group CEO, Member of the compensation advisorycommittee
DIVA CORPORATION OF AMERICA CEO, Outside directorof KAYAC, Inc.

Director

Naoyoshi Kasuga

Group CFO, Outside director of Metapraxis Limited

Director

Naohisa Fukutani

Chairperson of the compensation advisory committee,
Senior advisor of PwC Japan LLC

Director

Jon Robertson

President of Asia Pacific and Japan Region, Snowflake Inc.

Director, full-time audit committee
memberTsuyoshi Noshiro

Director, audit committee
memberChie Goto

Director, audit committee
memberMakoto Nakano

Member of the compensation advisory committee、Partner of Sakura Kyodo Law Office
Professor of the graduate school of Hitotsubashi University,
Vice chairperson of IAAER(Note) 1. Director Mr. Naohisa Fukutani and Director Mr. Jon Robertson are outside directors.
2. Director and audit committee member Ms. Chie Goto and Director and audit committee member Makoto
Nakano are outside directors.
3. Director and audit committee member Mr. Tsuyoshi Noshiro and Ms. Chie Goto hold the license of certified
public accountant and have considerable knowledge of finance and accounting.
4. The Company has selected Director and audit committee member Mr. Tsuyoshi Noshiro as a full-time audit
committee member to improve effectivity of audit and reinforce the auditing and supervising function byenhancing information collection and through full alignment with the internal audit department, etc.
5. The Company has designated Director Mr. Naohisa Fukutani, Director Mr. Jon Robertson, Director and audit
committee member Ms. Chie Goto and Director and audit committee member Mr. Makoto Nakano as
independent directors under the provision of Tokyo Stock Exchange and has notified the above thereto.
6. Although Director Mr. Naohisa Fukutani is the Company’s shareholder, his ownership ratio is under 1%, which
does not make him a major shareholder and he and the Company have no specific interest. Therefore, we
consider that it will not cause any conflict of interest with general shareholders. There is no specific interest
between other directors mentioned above and the Company.

(2) Overview of details of the liability limitation agreement
The Company has entered into the agreement to limit damage liability in Clause 1, Article 423 of theCompanies Act with the outside directors and external audit committee members. Limited amount ofdamage liability under such agreement shall be the amount stipulated in Clause 1, Article 425 of theCompanies Act.
(3) Overview of details of the agreement of liability insurance of officers, etc.
We have entered into the agreement of liability insurance of officers, etc. stipulated in Clause 1,
Article 430-3 of the Companies Act with an insurance company. The relevant insurance agreement
shall insure the directors of the Company and our subsidiaries, directors who are members ofcommittee of audit, etc., executive officers and employees, etc. and the full insurance premium for all
insured is incurred by the Company. The relevant insurance shall cover damage compensation,
settlement money, compromise money and damage of litigation cost, etc. considered to be paid by
the insured which arise when the insured is subject to claim for damage compensation due to theirperformance of duties during the insurance period. However, any claim for damage compensation
arising from act of disloyalty, criminal act, fraud, intentional violation and insider trading, etc. shall not
be covered by the relevant insurance.

21

(4) Matters concerning outside directors①Matters concerning those who execute business of other legal entities, important concurrent posts as
outside directors
Position

Director

Name

Details ofconcurrent
post

Legal entity, etc. of
concurrent post

Relationship with the Company

Naohisa Fukutani Senior advisor PwC Japan LLC

The Company does not have relationship with
PwC Japan LLC for transaction, etc.

Snowflake Inc.

Snowflake Inc. where Mr. Jon Robertson is thepresident of Asia Pacific and Japan Region and
the Company’s wholly owned subisidiary, ZEAL
Corporation have entered the solution partner
agreement, where they are in the transactional
relationship for the products provided by
Snowflake Inc., but such amount is under 0.2%of the consolidated sales amount which is within
2% designated by the Company as the standardof independence, which shall not possibly cause
an influence on the Company’s decision making.

Director

Jon Robertson

President ofAsia Pacificand Japan
Region,Director(Auditcommittee
member)Chie Goto

Partner

Sakura Kyodo
Law Office

The Company does not have relationship with
Sakura Kyodo Law Office for transaction, etc.

Makoto Nakano

Professor,
Vicechairperson

Graduate shooldof Hitotsubashi
University,
IAAER

The Company does not have relationship withHitotsubashi University and IAAER fortransaction, etc.

Director(Auditcommittee
member)②Overview of the main activities in the current fiscal year and duties performed for the roles expected
for the outside directors
Activity status
Director

Naohisa Fukutani

Director

Jon Robertson

Director(Audit committee member)

Chie Goto

Director(Audit committee member)

Makoto Nakano

He attended the board of directors all 14 times held in the fiscal year. Additionally,
he has posed questions, advices and opinions as necessary for enhancement of
the Company’s management supervision and corporate governance as the headoutside director and as an expert of corporate management and governance. In
the compensation advisory committee, as the chairperson, he has put effort toaggregate each member’s inputs in consideration of the purpose to enhance
independence, objectivity and accountability of decision-making process of theofficer compensation plan.
He attended the board of directors 13 times out of 14 held in the current fiscal year.
He has profound knowledge of the latest IT technology and has posed questions,advices and opinions as necessary for achivement of creation of the corporate
value through adoption of clouds for the Company’s vision “BE GLOBAL” and midterm management planning.
She attended the board of directors all 14 times, the baord of audits all 5 times andcommittee of audit, etc. all 13 times held in the current fiscal year. She has posedquestions, advices and opinions as necessary through her abundant insights as alegal and accounting expert. She also proactively studies the market trends, etc.
as a member of the compensation advisory committee as well as collecting inputs
on the directors and exective officers.
He attended the board of directors all 10 times and the committee of audit, etc all
13 times held after he assumed the director position on September 27, 2022 andhas posed questions, advices and opinions as necessary through his abundantinsights as an expert of busiess, accounting and corporate finance.

22【Reference】Corporate governance system

Avant Group transformed as the company with audit committee by resolution at the 26th Annual
General Shareholders’ Meeting held on September 7, 2022, and has shifted to the system where theboard of directors focuses on the management strategy function to monitor the executing statues. The
authority to determine execution of operation that delegates the authority is the rules of the board of
directors to be reviewed and determined at the board of directors’ meeting held immediately afterending of every annual general shareholders’ meeting in order to react to change in diversity of theboard of directors and replacement, etc. of group CEO.
We have selected the current corporate governance system in seeking how corporate governanceshould be in view of creation of companies that will last for 100 years.

General shareholders’ meeting
Appointment

RemovalAppointment

AdviceBoard of directors

Consulting
3 members ofcompensation advisory
Recommecommittee (2 independent
ndationofficers; Chairperson is anindependent officer.)

Audit

Appointment Removal

Audit committee

Alignment

3 directors who are audit committee
members. (2 independent officers)

Determinationofreappointment

Supervision

4 directors (except audit committee
members.) (2 independent officers)

RemovalRepresentative
director

AdviceAppointment/removal of
directors of group company

Compliance risk management
committee

Group risk
management
office[Report]ReportInternal audit
group

Group management meeting

Alignment[Report]Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Chief Business development Officer

Chief Risk-management Officer
Chief Digital transformation Officer
Chief Legal Officer
Chief Human Resources Officer

Information
security
committee

Audit

Each section of AVANT GROUP, group companies
Audit

23

AuditorExternal expert(consulting lawyer, etc.)

【Reference】 Criteria for Appointment and Dismissal of Directors
The Company’s basic policy of corporate governance therein stipulates the criteria for appointment anddismissal of directors as follows.
1. Candidates of directors shall be those who satisfy the following standards in full consideration of
their knowledge, experiences, skills and diversity.
①Fully understand the Company’s management philosophy and diligently endeavor to exercise
the same②Have broad knowledge necessary for company management③Have sufficient quality to determine execution of important operations of the Company as amember of the board of directors④Contribute to enhancement of mutual warning and monitoring functions of directors and toeffectivity of the board of directors
2. The Company’s outside directors shall be those who satisfy the above standards as well as theindependence standards stipulated by the Company.
3. Candidates of directors shall be discussed, determined and nominated at the board of directors.
4. Directors’ term is one year and the term of directors who are audit committee members is two years,
where reappointment shall not be prevented.
5. The board of directors shall discuss the bill on removal of a director who is considered to fall under
the following standard for discussion of the bill on removal of directors.
①Act or possible act to breach the laws and the Articles of Incorporation②Revealed lack of requirements for appointment of directors③Any other reason which does not meet the requirement for appointment of directors.

24【Reference】 Major agenda of the board of directors
In the current fiscal year, the board of directors were held 14 times and among total minutes of 1,419,
management strategy of the mid-term management plan, etc. was discussed for 338 minutes (approx.
23%), enhancement of governance of the institutional design change, etc. for 322 minutes (approx.
22%), investment including investment to VC funds, etc. for 144 minutes (approx. 10%). Major agenda
are as follows.
Resolved matters

Reported matters● Important human resources and organization of Avant

Group● New mid-term management plan
● Report on institutional design● Approval of compensation plan for officers and●compensation amount● Change in institutional design

Role of the board of directors for resolution ofmateriality● Consideration of implementation of share● Investment to VC funds

compensation for employees● Purchase of source code of Empower Japan●

Progress report of new mid-term management plan
formulation and core KGI “human resources value
improvement rate”●

How to increase software~Improvement of product planning skills in the midterm management plan~●

Report on improvement to startups and alignment● Policy on outside director candidates in FY24
● Remaining issues and resolution of reorganization of

the group● Report on share value trends

25【Reference】 Directors’ skill matrix
The Company’s board of directors appoint directors among the candidates who have diverse andprofessional experiences and insights including leadership (experience as management), experience in
IT industry/SaaS, insights of corporate value, experience in global business, insights of organizations
and human resources, finance/accounting, legal and compliance with improvement of the corporate
value as the purpose, and “Proposal 2: Election of four directors (except directors who are audit
committee members)” is approved and passes as the original proposal, the Company’s board of
directors shall be composed of the following skill matrix. In addition, the Company’s board of directors
shall consist of 4 directors who are not audit committee members (2 outside and independent directors,
1 foreign resident) and 3 directors who are audit committee members. (2 outside and independent
directors, 1 female), where the board of directors believe that diversity and balance of knowledge,
experiences and skills of the human resources are fully considered and at the level to have advanced
decision-making skill.

Directors who are audit
committee members.

Directors
TetsujiNaoyoshi
Morikawa Kasuga
Insights offinance/accounting

Jon
Robertson

Tatsuya
Kamoi●

Insights of legal andcompliance
Leadership●

IT industry /SaaS
experience●

Insights of corporate value●

Experience of lobal
business
Insights oforganizations/humanresources

●

●

●

●

●

●

●

●

●

●

●

26

Tsuyoshi
NoshiroChie
Goto

MakotoNakano

●

●

●

●

●

●

●

●

●

●

●

【Reference】 Standards of independence of outside directors
When not falling under any of the following as a result of investigating to a reasonably possible extent
by the Company, outside directors shall be determined to have independence.
① Those who are or were persons who execute(d) business (executive directors, executives, executive
officers, employees, staff) of the Company or its subsidiary or affiliate (hereafter collectively “OurGroup” currently and for the past 10 years② Those who directly or indirectly hold more than 10% of total voting rights of the Company or persons
who execute such business③ Persons whose major business partner (Note 1) is Our Group or persons who are the major
business partners (Note 1) of Our Group or persons who execute such business④ Those who gain great amount (Note 2) of monetary or other property profit besides thecompensation for officers in compensation of providing professional services by a consultant,lawyer, certified accountant, tax accountant, etc. to Our Group, or persons who execute suchbusiness⑤ Those who receive donation or grant of annually over 15,000,000 yen from Our Group or persons
who execute such business⑥ Those who belong to the audit firm which is the audit firm of Our Group⑦ Persons who execute the business of the company for which a person who executes the businessof Our Group is appointed as the officer⑧ Those who fall under above ②~⑦ in the past three years⑨ The spouse or relative within the second degree of consanguinity of those falling under above ①~⑧(Note 1) Major transaction is a transaction with provision or receipt of amount exceeding 2% of the annual consolidated
sales amount or loan of amount exceeding 2% of the consolidated gross asset.
(Note 2) Great amount is where such profit excluding the compensation for officers received from Our Group exceeds
annually 15,000,000 yen in the latest fiscal year if those who provide professional services are individuals, andif those who provide professional services are groups including legal entities or unions, etc., it is where suchprofit received from Our Group exceeds the higher amount between 2% of the annual gross revenue of suchgroup and 15,000,000 yen in the latest fiscal year.

27

【Reference】 Evaluation of effectivity of the board of directors
The Company has recognized the issue concerning duties, structure and operation, etc. of the board of
directors and has been working on continuous improvement for the purpose of achieving improvementof continuous corporate value. The board of directors conducts analysis and evaluation every year
concerning effectivity of itself in consideration of self-evaluations, etc. of each director.
<Evaluation method>
We conducted evaluations by a third-party institution in view of enhancing independence and objectivity of
the analysis and evaluation for the term ending June 2018 and the term ending June 2019, but there wasan input from the board of directors that such evaluations focused on quantitative evaluation which makes
the issues unclear. Therefore, we decided to conduct interviews for directors and auditors by a third-party
institution as necessary mainly by our original surveys after the term ending June 2020.
Since June 2021, we have conducted the evaluations by independently preparing the survey form where
evaluations of issues and opinions about the responding measures can be described in order to moreclearly understand the issues. The survey was conducted for all directors including the audit committee
members. in June 2023 and such result was reported to the board of directors on July 19, 2023.
<Overview of evaluation result>
To summarize the survey responses, most of them mentioned that the monitoring function was enhanced
by transforming to the company with the committee of audit, etc., and also that sufficient discussion washeld on the management strategies and mid-term management plan which were the issues in the previous
survey, resulting in high evaluation overall on effectivity of the board of directions, mentioning proper
operation thereof. On the other hand, the timing to provide information to the outside directors andnecessity of prior opinion exchange were pointed out, where we consider the need of specific measures.
(1) Organization of the board of directors
As organization of the board of directors, the following opinions and issues were pointed out.
・A committee of nomination is not necessary, but succession of Group CEO should be discussed at
the board of directors’ meeting.
・Information for discussion of KPI, etc. to be monitored in view of mid-and long term should bestraightened for improvement of the corporate value.
・Training for the outside directors should be further enhanced.
(2) Issues of the board of directors
There was an input that the case (succession plan of Group CEO) said to be necessary to becontinuously discussed for a long time needs to be further discussed. Necessity of discussion onhuman investment and exploration and development of human resources was also pointed out.
(3) Operation of the board of directors
As for the reporting system, insufficiency in prior distribution and prior explanation was also pointed out
as mentioned in the previous suggestion. There was some improvement in regard to the previous
suggestion that there should be an opportunity to more deeply understand the strategies and actual
situations of the company operating the business due to the offsite meeting.
<Future response>
In consideration of the above suggestions, we have reported that we shall promote the following measuresfor operation of the board of directors in the term ending June 2024.
(1) Reconsideration of the scheduled time in consideration of reorganization of the annual agenda andimportance of the agenda(2) Thorough distribution of the materials with sufficient lead time or streamlining of discussion time byprior explanation(3) Understanding the needs of the outside directors to enhance the training contents for them(4) Straightening of information for discussion on KPI to be monitored in view of mid-and long term

28

Officers’ compensation plan
1. Policy and manner of decision concerning determination of amount of compensation, etc. forofficers and such calculation method(1) Compensation system and decision process of compensation amount
Policy and calculation method concerning determination of the Company’s officer compensation andthe standards of compensation system/compensation amount, etc. for directors/executive officers
were determined at the board of directors held on September 27, 2022 (Such overview is as
described in below “(2) Director (except directors who are audit committee members) compensation”
and below “2. Purpose, ground of index and specific calculation method of performance-based
compensations and performance-based share compensation”).
The Company passed a resolution at the board of directors’ meeting held on March 17, 2021 to install
the compensation advisory committee as a voluntary advisory body to enhance independence,
objectivity and accountability of the decision process at the board of directors’ meeting held on March
17, 2021. The compensation advisory committee consists of three people; two independent offices
and the director as Group CEO, where the chairperson is to be appointed from the independent
outside directors. We endeavor to secure objectivity including considering the levels of the entire
market or the entire industry by obtaining advice from external intellectuals. Matters to be discussed
at the compensation advisory committee shall be as follows.
(a) The policy of determining the compensation, etc. for directors/executive officers(b) The draft of the bill concerning the compensation, etc. for directors/executive officers to bebrought into the general shareholders’ meeting(c) The draft of the policy concerning determination of details of the compensation, etc. for
directors/executive officers by individual to be brought into the board of directors’ meeting(d) The draft of details including the compensation, etc. for directors/executive officers by individual
to be brought into the board of directors’ meeting(e) Other matters considered by the board of directors as necessary incidental in regard to theabove(2) Director (except directors who are audit committee members) compensation
The compensation for the Company’s directors (except directors who are audit committee members;
hereafter the same in this “Director (except directors who are audit committee members)
compensation”) is separated into the fixed compensation provided every month (fixed amountperiodical compensation) and performance-based compensation provided in the consistent timing
every year. Ratio of each compensation is determined by generally considering significance, etc. ofstable revenue and incentive compensation.

29

The fixed compensation is provided every month in the standard amount by position in considerationof the levels meeting the required skills and responsibilities. The amount limit of the fixedcompensation for the Company’s directors was approved as annually within 150,000,000 yen at the26th Annual General Shareholders’ Meeting held on September 27, 2022 (the number of directors
immediately after such General Shareholders’ Meeting was four (including two outside directors)).
The performance-based compensation is for the directors who are audit committee members anddirectors except outside directors (hereafter “Subject Director”) and consists of (1) bonus to provide
money according to performance, etc. per fiscal year as the short-term performance-based
compensation (performance-based bonus) and (2) performance-based share compensationaccording to change of index during the Subject Period (Note) of three years as the mid-term
performance-based compensation. The mid-term performance-based compensation is sharecompensation where the Company’s ordinary shares are issued for the purpose of further promoting
value sharing between the Subject Directors and shareholders by providing the Subject Directors withincentive to improve the Company’s corporate value through a longer term. As for the performancebased bonus, its amount limit was approved as annually within 41,250,000 yen per Subject Director
at the 26th Annual General Shareholders’ Meeting held on September 27, 2022 (the number of
Subject Directors immediately after such General Shareholders’ Meeting was two (excluding outside
directors)). In addition, as for the mid-term performance-based compensation, its amount limit wasapproved as within 100,000,000 yen per Subject Period and the number of shares to be issued by
the Company to the Subject Directors under this plan was approved as annually within 60,000 shares
per director and annually within 100,000 shares in total for all directors at the 26th Annual General
Shareholders’ Meeting held on September 27, 2022 (the number of Subject Directors immediately
after such General Shareholders’ Meeting was two (excluding outside directors)).
Since the outside directors are in the position independent from execution of operation, theperformance-based compensation is not applied but the above fixed compensation is provided.
(Note) For three years from the month when the Company’s ordinary shareholders’ meeting of eachyear is held and the Subject Period for the payment made as the compensation for this fiscal year isfrom September 2022 to September 2025.
(3) Compensation for directors who are audit committee members
As for amount of the compensation for the directors who are audit committee members, the fixedcompensation shall be provided and determined by discussion of the directors who are audit
committee members. in consideration of whether full-time or part-time, internal directors or outside
directors, and allocation of operations within the scope of amount limit of the compensation
determined at the general shareholders’ meeting. Amount limit of the compensation was determined
as annually within 55,000,000 yen at the 26th Annual General Shareholders’ Meeting held on
September 27, 2022 (the number of directors who are audit committee members. immediately after
such General Shareholders’ Meeting was three).

30

2. Purpose, ground of index and specific calculation method of
performance-based compensations and performance-based sharecompensation(1) Short-term performance-based compensation
The short-term performance-based compensation provided to directors (except outside directors anddirectors who are committed members of audit, etc.; hereafter “Subject Directors” in this “2. Purpose,ground of index and specific calculation method of performance-based compensations andperformance-based share compensation”) is the compensation plan to provide in money according
to change compared to the previous year in the consolidated operating profit consistently
emphasized among the Company’s mid-and long-term management strategies, mid-term
management plan and fiscal year performance. The amount is calculated by multiplying thestandard amount defined according to the positions by the short-term incentive factors set from 0%
to 200% according to fluctuation compared to the previous year in the consolidated operating profit.
Short-term performance-based compensation= Standard amount of short-term performance-based compensation x Short-term incentive factor
Calculation method of the factors is as follows.
When the current consolidated operating profit is (a) and the previous term’s consolidated
operating profit is (b), the value calculated in the following calculation formula shall be the factor.
① (a) is less than (b) :0② (a) exceeds (b) and under (b) x 112%： 0.5 x {1＋((a)-(b)) ÷ ((b) x 12%)}③ (a) is more than 112% of (b): 1 + 0.5 x ((a) - (b) x 112%) ÷ ((b) x 6%)
The current consolidated operating profit in the current fiscal year as the performance index is3,289,000,000 yen and the volatility from the previous term’s consolidated operating profit(3,247,000,000 yen) became 1.30%. When this is applied to the calculation formula of ②, the shortterm incentive factor became 0.55 as follows, and therefore, 55% of the standard amount of shortterm performance-based compensation was provided as the short-term performance-based
compensation.
Short-term incentive factor = 0.5 x (1 + ((Current consolidated operating profit: 3,289,000,000 yen –Previous term’s consolidated operating profit: 3,247,000,000 yen) ÷ (Previous term’s consolidated
operating profit: 3,247,000,000 yen x 12%)) = 0.55

31

(2) Mid-and long-term performance-based compensation
It is implemented for the purpose of providing the Subject Directors with incentive to improve theCompany’s corporate value through a longer term and further promoting value sharing between the
Subject Directors and shareholders, and is the performance-based share compensation plan using
performance share unit to issue the Company’s ordinary shares according to achievement rate of theperformance goals.
The Company’s ordinary shares shall be issued in the number calculated by multiplying the number ofshares to be issued which is determined by the Company’s board of directors (standard number ofshares to be issued) by the share issuance ratio determined according to the Company’s share growthrate which is the representative index to show the Company’s corporate value. The Company’s share
growth rate shall be calculated by dividing the Company’s TSR (Total Shareholder Return) during the
Subject Period by TOPIX growth rate during the Subject Period.
The Company’s shares shall be issued by providing monetary compensation receivables to the Subject
Directors after ending of the Subject Period and having all of such monetary compensation receivables
contributed in kind for issuance of the Company’s shares or appropriation of own shares.
Middle and long-term performance-based compensation (the number of shares to be issued)= Standard number of shares to be issued x Share issuance ratio

Share issuance ratio①If the Company’s share growth rate (A) is under 100%: 0②If A is more than 100% and under 112%: 33% x (A-100%) / 12%③If A is more than 112% and under 150%: 33% + 67% x (A-112%) / 38%④If A is over 150%: 100%

A: The Company’s share growth rate

The Company’s TSR during
the Subject Period
TOPIX growth rate during
the Subject Period

The Company’s TSR (Total Shareholder Return)Simple average of closing share value of the Company in the monthwhen the Subject Period is ending (September after 3 years) + Total
dividend amount per share for divided of surplus during the Subject
PeriodSimple average of closing share value of the Company in the monthwhen the Subject Period is starting (September)
TOPIX growth rate
Simple average of TOPIX in the month when the Subject Period is
ending (September after 3 years)
Simple average of TOPIX in the month when the Subject Period isstarting (September)

For the share compensation for the president as the representative director, it was approved at the 26th
Annual General Shareholders’ Meeting held on September 27, 2022 that such provision shall be limited
if the average annual growth rate (CAGR) of the current term’s net profit per share after adjustment forthree years until ending of the Subject Period falls under 18% since the Company upholds annual
growth rate of 18% for operating profit in the mid-and long-term management strategies.
The Company’s TSR for the Subject Period from September 2019 to September 2022 was 147.0%,
TOPIX growth rate was 121.7%, and the Company’s share growth rate in above A was 120.7%. Since
this is applied to above share issuance ratio ③: If A is more than 112% and under 150%, 48.3% of 8,726
shares, which is the standard number of shares to be issued.

32

(3) Compensation, etc. for directors
Ratio of the fixed compensation and performance-based compensation for directors (except directors
who are audit committee members) shall be as follows with the time when the performance goal wasachieved as a rough indication (short-term performance incentive factor 100% is the standard).
Composition ratio of compensations for directors (except directors who are audit committee members)
Fixed compensation
Directors(except for directors who are audit
committee members)

Short-term performance- Long-term performancebased compensation
based compensation

50~55%

15%~20%30%

Amont of the compensations, etc. for directors in the current fiscal year shall be as follows. For thecompensations, etc. for directors (except directors who are audit committee members) by individuals,
the manner of decision on details of the compensations, etc. and determined details of thecompensations, etc. are considered by the board of directors to be consistent with the decision policy ofthe compensations, etc. for directors by individuals through explanation on the calculation processes
described in above (1) and (2), etc.
Amount of the compensations, etc. for directors

Category

Total amount ofcompensation, etc.

Directors(except for directors who are audit
committee members)(No. of outside directors)

Total amount of compensation,etc. by typeNo. of the subject
officers

Basiccompensation

Performancebased
compensation

136mil. yen(30mil. yen)

116mil. yen(30mil. yen)

19mil. yen(-)

5 persons(3 persons)

Directors(audit committee members)(No. of outside directors)

29mil. yen(16mil. yen)

29mil. yen(16mil. yen)(-)

3 persons(2 persons)Auditor(No. of independent auditors)

5mil. yen
(2mil. yen)

5mil. yen
(2mil. yen)(-)

3 persons(2 persons)

Total(No. of external officers)

170mil. yen(48mil. yen)

150mil. yen(48mil. yen)

19mil. yen(-)

11 persons(7 persons)(Note)
1. Payment amount for directors do not include salary for staff of staff who work as a director.
2. The Company transformed to the company with the committee of audit, etc. as of September 27, 2022 under the
resolution of the 26th Annual General Shareholders’ Meeting held on the same date.
3. Above includes one director and one auditor who retired at ending of the 26th Annual General Shareholders’ Meeting
held on September 27, 2022.

33

3. Reference
The Company will partially revise the composition ratio of the compensations for directors and theperformance index, etc. in the short-term performance-based compensation and mid-term
performance-based compensation from the term ending June 2024, as well as the policy ofdetermining the compensations, etc. for directors. Revision in the mid-term performance-based
compensation requires approval of all shareholders for Proposal 3 (p.17~19 of notice ofconvocation). Please see such bill for revisions.

34

Compliance and risk management
System to ensure appropriateness of operations and implementation status of such system
Overview of implementation status of the system to ensure that execution of duties by the directors
complies with the laws and Articles of Incorporation and the system to otherwise ensure
appropriateness of operations is as follows.
<Overview of determined details>
1) System to ensure that execution of duties by the directors and staff complies with the laws
and Articles of Incorporation
・The directors shall comply with the Group’s standards of conduct, conform to the laws/Articles ofIncorporation and rules of board of directors and other internal rules, etc., appropriately execute theoperations by taking the initiative as the model and thoroughly have the staff informed.
・Those who are in charge of compliance and risk management of each company of Our Group
designated by the chairperson of compliance risk management (CRM) committee shall discuss andconsider such important issues and measures at CRM committee and immediately report to theboard of directors thereof.
・For breach of the laws and other legally doubtful conducts, etc., the whistle-blowing system of whichcontact is an external lawyer and the director who is committee member of audit, etc. shall beestablished and operated.
・The audit committee members shall audit execution of duties by the directors through attendance forthe board of directors as well as important meetings and investigation, etc. of status of execution ofoperations under the audit policy stipulated by the committee of audit, etc.
2) System in regard to storage and management of information related to execution of duties bydirectors
・Information concerning execution of duties by the directors shall be appropriately stored andmanaged under the laws, rules of board of directors, document management rules and other related
rules.
3) Rules concerning management of risk of loss and other system
・Properly manage the operations and funds as well as preventing risks from occurring by assessing
the performance status by rolling forecast management in the cycle suitable to the management
environment for performance progress and thorough expense management.
・Manage the risks of compliance, information asset and matters concerning the business by
preparing rules and manuals, etc. and announcing the same.
・Enhance management and responses of compliance at the CRM committee for thoroughcompliance.
・Enhance management and responses of information asset at the information security committee formanagement thereof.
・Consult and receive advices and instructions from a layer, accounting auditor, tax accountant, etc.
as necessary for performance of the operations.
4) System to ensure efficient execution of duties by directors
・The Company’s board of directors’ meetings shall basically hold ordinary board of directors’
meetings monthly, and shall hold the extraordinary board of directors’ meetings as necessary to
make decisions and promptly execute operations as well as supervising important decisions by the
directors in management and the status of execution of the operations.
・The meeting bodies and committees of which responsible persons or members are the directors
shall have discussions and make decisions, etc. of executive of operations within the scope of
authorities stipulated in the rules.
・Promote decentralization of management by organization according to the management policy andbusiness plans.
・Term of directors who are not audit committee members shall be one year to clarify the
management responsibilities and respond to change in the management environment.

355) System to ensure appropriateness of operations in corporate groups consisting of theCompany and subsidiaries
・The Company respects autonomy of the subsidiaries as well as supporting preparation andimprovement of the internal control system and promoting the same in cooperation with thesubsidiaries.
・The Company’s subsidiaries shall enter into management instruction and management control
agreements for the system where we receive reports on important matters concerning execution ofoperations by directors, etc. Although the board of directors of the Company’s subsidiaries decide
on important matters, they shall obtain the Company’s approval for three matters of (i) investment,(ii) officer allocation and (iii) capital policy which have an important impact on the Group.
・The Company’s subsidiaries shall basically have the ordinary board of directors’ meetings monthly
and shall hold the extraordinary board of directors’ meetings as necessary to make decisions andpromptly execute operations, and the Company’s Group legal department shall review the status of
how the board of directors’ meetings are held.
・Employees of the Company’s subsidiaries shall report to or consult the contact of the whistleblowing system in the event they come to know ay breach of the laws, Article or Incorporation andinternal rules or any act against the social norm.
・Compliance with the laws and other issues concerning compliance of the subsidiaries shall besupported by the CRM committee.
・Prevent risks from occurring by assessing the performance status by rolling forecast management in
the cycle suitable to the management environment for performance progress and thorough expense
management in accordance with the budget management rules and by properly managing theoperations and funds and reporting to the Company.
・Periodically conduct the internal audit by the internal audit group and report such result to theCompany’s directors and committee of audit, etc. for necessary management to ensure
appropriateness of the operations of the Company’s subsidiaries.
6) Matters concerning staff to assist the duties of audit committee members and mattersconcerning achievement of effectivity of instructions for such staff・If the committee of audit, etc. requests the board of directors for installation of the secretarial officeto assist their duties, install the secretarial office by appointing appropriate human resourcesinternally and externally. In case of staff, thoroughly make them informed to follow the instructions
and orders of the committee of audit, etc.
7) System for directors who are not audit committee members and staff to report to thecommittee of audit, etc. and system for directors, auditors or staff of the subsidiaries or
those who receive reports therefrom to report to audit committee・Committee members may attend the board of directors’ meetings and other important meetings,
browse documents necessary for audit and ask the directors and staff for such explanation.
・Directors, auditors and staff of the Company and the Company’s subsidiaries shall report to theCompany’s committee of audit, etc. the matters that cause a significant impact on the Company’s
operations and performance, etc.
・It is prohibited to treat those who have make report in a disadvantageous manner for the reason ofreporting to the committee of audit, etc.
8) Other system to ensure effectiveness of audit by audit committee
・The committee of audit, etc. shall periodically hold a meeting with the president as therepresentative director to exchange opinions on the policy of execution of operations, risks andissues to be resolved and important issues in audit, etc.
・The committee of audit, etc. shall periodically exchange opinions with the accounting auditor.
・In the case that a audit committee members claims advance payment or reimbursement of the cost
incurred for execution of the duties, such cost shall be incurred by the Company unless considered
unnecessary.

369) Basic idea for elimination of antisocial forces
Elimination of antisocial forces shall be stipulated by the basic policy concerning the internal control
system and the following system shall be prepared therefor.
①Declare elimination of antisocial forces and prohibition of antisocial acts in the Group’s standards ofconduct, and receive a letter of commitment concerning “Standards of Conduct and Management ofConfidential Information” from the officers and employees every year.
②Appoint a person(s) responsible for prevention of undue claims with the administrative department as
the responsible section for cooperation, etc. with the jurisdictional police for elimination of antisocial
forces. For business partners, confirmation on antisocial forces at closing of the basic agreement forthorough announcement and enhancement of elimination of antisocial forces.
<Overview of status of implementation>
The Company continuously investigate maintenance and implementation status of the internal control
system since the early preparation of the system to ensure appropriateness of the operations andreports the investigation result to the board of directors. Any problem discovered as a result of theinvestigation shall be corrected for building and implementation of more appropriate internal control
system. Implementation status in the current fiscal year is as follows.
・We select to be the company with committee of audit, etc. for reinforcement of supervising functionof the board of directors and further enhancement of corporate governance.
・We periodically held compliance risk management (CRM) committee to review the risks in thebusiness environments which vary across the Group and consider the measures therefor and theboard of directors endeavored to understand compliance status by receiving reports from GroupCRO.
・We held 14 board of directors’ meetings including ordinary meetings in the current term, andconducted supervision by focusing on the agenda for formulating of new mid-term management planand enhancement of governance.
・The audit committee members attended important meetings including the board of directors’
meeting, group management meetings and the subsidiaries’ board of directors’ meetings andexchanged opinions periodically with the president as the representative director and accounting
auditor to ensure effectiveness of audit.

37

Business Report(From July 1, 2022 to June 30, 2023)

Matters concerning current status of the corporate group(1) Business progress and such results
The consolidated performance in the current fiscal year is as follows.
(Unit: mil. yen)
The 26th(term ending
June 2022)

The 27th(term ending June 2023)(Current fiscal year)

Compared to the previous
fiscal year
ChangeChange rate (%)

Sales

18,703

21,424

2,721

14.5

Operating profit

3,247

3,289

42

1.3

Ordinary profit

2,988

3,265

277

9.3

Current net profit
belonging to parent
company

2,045

2,094

49

2.4

For the consolidated sales, we positively consider rising of investment needs for maintenance andenhancement of competitiveness through “Advancing of corporate management and corporate activities
leveraging data and digital technologies” which is becoming mid- and long-term trend among theJapanese companies who are our customers, and as a result of all three businesses of group
governance business, digital transformation business and outsourcing business growing in a good rate,
the consolidated sales of the current fiscal year was 21,424,000,000 yen (14.5% increase compared tothe same term of the previous year).
For improvement of stock sales (i.e., sales that continuously occurs such as software maintenance fee)ratio which we uphold as our management goal in the current mid-term management plan, outsourcing
business which constantly maintains stock sales ratio of approximately 90% shows high growth rate,
leading to its higher sales composition rate throughout the Group. In addition, since the stock sales
ratio of the other two businesses also improved, it achieved 35.3% which is 0.7 point higher than that in
the same term of the previous year. On the other hand, the total amount of stock sales also maintains
stable growth such as 16.9% compared to the same term of the previous year.
As for profit, we have promoted preparation of the systems aiming for starting of the new mid-term
management plan as the entire Group in the current term, and due to cost increase for the fixed labor
cost for increase of staff by improvement of benefits and supplemental recruitment for enhancement ofcompetitiveness for the purpose of attracting human resources, rebranding for reorganization of theGroup and straightening of products in the company operating business as well as preparation ofdevelopment environment, and increase of outsourced processing cost to respond to increase of
demands from customers, the operating profit was 3,289,000,000 yen (1.3% increase compared to thesame term of the previous year), ordinary profit was 3,265,000,000 yen (9.3% increase compared tothe same term of the previous year) and the current net profit belonging to parent company was
2,094,000,000 yen (2.4% increase compared to the same term of the previous year).

38

Status of each reporting segment shall be as follows.
①Sales(Unit: mil. yen)Compared to the previous
fiscal year

The 26th(term ending
June 2022)

The 27th(term ending June 2023)(Current fiscal year)

9,372

10,033660

7.0

Digital transformation
promotion business

7,015

8,381

1,366

19.5

Outsourcing business

3,044

3,755

711

23.4

Transaction elimination
between segments

△729

△746

△16

-

Consolidated sales

18,703

21,424

2,721

14.5

Group governancebusiness

ChangeChange rate (%)②Operating profit(Unit: mil. yen)Compared to the previous
fiscal year

The 26th(term ending
June 2022)

The 27th(term ending June 2023)(Current fiscal year)

Group governancebusiness

2,060

1,709

△350

△17.0

Digital transformation
promotion business

1,244

1,521

277

22.3

Outsourcing business

661

824

163

24.7

△718

△766

△47

-

3,247

3,289

42

1.3

All-company cost andTransaction elimination,etc. between the Company
and segments
Consolidated operating
profitChangeChange rate (%)

The group governance business increased the income with the sales of 10,033,000,000 yen (7.0%
increase compared to the same term of the previous year). While growth of the solution contributing to
the group management control was the factor of income increase, such increase was at the limited level
due to there was restriction to the sales activities due to reorganization. In addition to increase of theoutsourcing processing cost to respond to increase of demands, we straightened the products andprepared the development environment along with the reorganization. Since such costs increased,
profit rate fell under the level of the same term of the previous year and the profit amount also
decreased. As a result, the operating profit decreased to 1,709,000,000 yen (17.0% decrease
compared to the same term of the previous year).

39For the digital transformation promotion business, while the needs to leverage data for decision making
related to management and business promotion is continuously accelerating, the inquiries are shifting
to what is focused on “building of cloud data platform” in a larger scale, the conventional major field of“development related to business intelligence” also transited in a good state. As a result, the sales
increased to 8,381,000,000 yen (19.5% increase compared to the same term of the previous year).
Although there is labor cost increase due to raising the compensation level in the aim ofcompetitiveness enhancement to attract human resources, it is absorbed by income increase and theoperating profit was 1,521,000,000 yen (22.3% increase compared to the same term of the previousyear) greatly exceeded that of the previous consolidated accounting year.
The outsourcing business continuously maintained high sales growth rate and steadily accumulated
stock sales which led to the increased sales of 3,755,000,000 yen (23.4% increase compared to thesame term of the previous year). As for profitability, although there is a cost increase factor such as
promotion of recruiting and increase of office areas to achieve continuous growth in the future, the profit
amount increased thanks to the income increase effect. As a result, the operating profit increased to824,000,000 yen (24.7% increase compared to the same term of the previous year).
The number of consolidated employees is 1,389 at the end of the current fiscal year, which is 163 morecompared to that of the end of the current fiscal year.
Status of order receipt and sale in the current fiscal year is as follows.
Status of order receipt and sale
(Unit: mil. yen)

Current fiscal year
(From July 1, 2022 to June 30, 2023)
Sale results

Amount of orders
received

Balance of orders
received

Group governance business

10,033

9,839

2,938

Digital transformation promotion business

8,381

9,208

1,957

Outsourcing business

3,755

4,016

2,425

Transaction elimination between segments

△746

△688

△300

21,424

22,375

7,021

Total

(2) Status of facility investment
Total amount of facility investment in the current fiscal year: 623,000,000 yen (including software)
Details of major facility investment is purchase of office equipment and internal-use software.
(3) Status of fund procurement
There are no special matters in the current fiscal year.

40

(4) Status of properties and profit and loss
① Status of properties and profit and loss of the corporate group
Category

The 24th
The 27thThe 25thThe 26th(term ending June(term ending June(term ending June (term ending June
2020 term ending2023) (current
2021)
2022)
June 20)
fiscal year)

Sales (mil. yen)

15,691

16,236

18,703

21,424

Ordinary profit (mil. yen)

2,282

2,808

2,988

3,265

Current net profit belonging to parent
company (mil. yen)

1,537

1,888

2,045

2,094

Current net profit per share (yen)

40.92

50.24

54.37

55.65

Gross asst (mil. yen)

11,78013,956

16,617

18,705

Net asset (mil. yen)

7,194

8,787

10,597

12,328Amount of net asset per share (yen)191.42233.70281.68327.51(Note )
1. Share split is conducted with the ratio of two ordinary shares per ordinary share as of December 1, 2019. The current
net profit per share and amount of net asset is calculated per share are calculated with assumption that such share
split was conducted at the beginning of the 24th term.
2. We have applied the “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29, March 31, 2020), etc.
since the beginning of the 26th term, and each value for the period after the 26th term are the values after applying theabove accounting standard, etc.

② Status of the Company’s properties and profit and loss
Category

The 24th
The 27thThe 25thThe 26th(term ending June(term ending June(term ending June (term ending June
2020 term ending2023) (current
2021)
2022)
June 20)
fiscal year)

Operating profit (mil. yen)

2,355

2,661

2,324

3,572

Ordinary profit (mil. yen)

1,145

1,348

731

1,873

Current net profit belonging to parent
company (mil. yen)

1,252

1,464

646

2,022

Current net profit per share (yen)

33.32

38.95

17.18

53.74

Gross asst (mil. yen)

6,994

8,899

10,947

8,780

Net asset (mil. yen)

5,054

6,219

6,532

8,178

Amount of net asset per share (yen)134.49165.41173.63217.27(Note)
1. Share split is conducted with the ratio of two ordinary shares per ordinary share as of December 1, 2019. The current
net profit per share and amount of net asset is calculated per share are calculated with assumption that such share
split was conducted at the beginning of the 24th term.
2. We have applied the “Accounting Standard for Revenue Recognition” (ASBJ Statement No. 29, March 31, 2020), etc.
since the beginning of the 26th term, and each value for the period after the 26th term are the values after applying theabove accounting standard, etc.

41(5) Status of important parent company and subsidiaries①Status of the parent company
No applicable matters②Status of the important subsidiaries
Company name

Capital fund

The Company’s
voting right ratio

Major business contents

AVANT CORPORATION

100mil. yen

100.0%Development and support for sale andintroduction of software, maintenanceand other related businesses

Internet Disclosure Co.,Ltd.

39mil. yen

100.0%Development and sale of software,
information processing and providing
services

ZEAL Corporation

100mil. yen

100.0%

Designing of information system
Development and sale of software andother related business

DIVA CORPORATION

100mil. yen

100.0%Development and sale of software
Outsourcing related business100.0%IT product service surveys

DIVA CORPORATION OF
1,100,000USD
AMERICA③Status of the important affiliate
Company name

Capital fund

The Company’s
voting right ratio

Major business contents

Metapraxis Limited

143,000 GBP

19.79%Development and sale of software(Name)
1. The equity-method affiliate is one important affiliate above.
2. Our Group conducted reorganization with company split among the consolidated subsidiaries on October 1, 2022.
Therefore, we changed the name of the Company and the Company’s consolidated subsidiaries as shown below.

After change of company name

Before change of company name

AVANT GROUP CORPORATIONAVANT CORPORATIONAVANT CORPORATIONDIVA CORPORATIONDIVA CORPORATIONFIERTE CORPORATION

42

(6) Issues to be addressed
Our Group has worked on our business activities to achieve the current mid-term management plan
“BE GLOBAL 2023” with the aim “to become a successful software company in the world.” Based on
the experiences gained through this activity, we announced our new mid-term management plan “BE
GLOBAL 2028” which reveals the action plan for the next five years aligning the business strategies
and group strategies in August 2023.
Directionality of “BE GLOBAL 2028” is “to become a useful software company for improvement of thecorporate value” which is the strategic materiality. With this directionality, we are aiming to create thevalue creation spiral where each of us improves our contribution to our customers and productivity byusing software, promotes return of compensation and R&D with improved profit and improves ourown corporate value is improved through these processes.
The issues to be solved by the Company in achieving this “BE GLOBAL 2028” are as follows.
1. Create continuous demands in the growing DX market of management
As the field where we can currently be of the largest help, Our Group as a whole is positioned in the
DX market of management of the companies required for improvement of the corporate value. DIVA
and Internet Disclosure is positioned in the consolidated financial statement disclosure market, ZEAL
is positioned in BI, data platform, DX market and AVANT is positioned in the next generation
management information platform market from viewpoint of investors as subcategories thereof,
where there is 15%~30% of annual potential each.
In each market, it will be necessary to accurately understand what our customers are seeking andcontinuously maintain the potential of the growing markets.
2. Promotion of software-driven strategy to achieve contribution to customers
Our Group has set our strategic materiality as “becoming a useful software company for improvementof the corporate value” and is focusing on software as the manner to contribute to our customers.
Therefore, we will visualize growth and profitability by software, measure which software is actually
helping contribution to customers at what degree to achieve optimization. This is called the softwaredriven strategy.
We will not only optimize the existing software, but we will also enhance the lineup of software by inhouse development and procurement from other companies. Thus, we will actively procure software
which may be helpful for achievement of materiality in the global viewpoint. In specific, throughminority investment to foreign SaaS vendors and software development companies, etc., we will build
different collaborative relationship from that with normal distributors and will increase software wedeal with as well as expanding the network which will also lead to improvement of in-housedevelopment ability.

43

3. Improvement of value creation productivity
Our Group has set profit growth which exceeds the sales growth as our goal, and to achieve thisprofit growth, improvement of “sales productivity” to increase sales amount per person with the sameinvested cost (cost price and SGA) or improvement of “invested cost productivity” to reduce cost to
be invested against the same sales amount, and improvement of “value creation productivity” which
has both viewpoints will be necessary.
As a major tool to achieve the above, we are assuming procurement of software and R&B to leverage
generative AI, etc., and will newly establish “materiality achievement office” to lead the entire Groupin regard thereto and promote improvement of value creation productivity.
4. Preparation of environment to improve value of human resources
We can clarify what to aim for by above 1. through 3.,of which achievement is only possible byimprovement of value of human resources. We will make necessary human resources requirements
clear to achieve what to aim for and fill such gap by preparing the growth environment.
While focusing on development of the existing employees, we will also invite external skillful humanresources when it is difficult to achieve internally only. We will explore human resources not only innormal recruitment but also in building of the network related to procurement of software.
5. Improvement of employees’ satisfaction in work
Our Group’s great property is our employees who have advance techniques and professionality as
well as desire to take on challenges. Our Group considers “increasing quality employment” as animportant role of the management. While gradually increasing the number of employees in every
term, we endeavor to enrich our employees’ living and lives and create environment where they canfocus on achievement with satisfaction in their operations. Our Group conducts the surveys for our
employees by using “Great Place to Work ®(GPTW)” to create satisfying work environment andvisualize their satisfaction in work and engagement to conduct improvement action aiming to raise
this GPTW scores to 70 points at each company of the Group.
6. Compliance
Our Group has focused on compliance as the basic principle of the corporate control since thefoundation. On the other hand, recent social demand for compliance has been increasing where
downfall of social trust in the event of a breach is much larger than before and the period needed forrecovery of trust is considered longer. We are promoting our business activities by making sure notto breach the relevant laws including labor laws as well as corporate ethics more carefully than
before.

44

7. Sustainability
Our Group’s management philosophy “creating a company that will last for 100 years” is to consider
companies as the society’s public bodies and sustainably develop as organizations existing for thesociety. Our Group sets our mission to provide the value in our customers using management
information for creation of the future as well as contributing to the society, but since we will be
involved with different stakeholders in the course of such achievement, continuous development will
not be reached unless each person of the Group acts very carefully to keep the balance between
economic activities, environmental preservation and social fairness. Therefore, Our Group defined
the Group human rights policy and Group environmental policy on July 22, 2020, signed UN Global
Compact on August 25, 2020 by declaring that we agree with, support and exercise the essential
values in four fields of “human rights,” “labor,” “environment” and “anti-corruption.”
On July 1, 2021, we decided to use “green power” for all power to be used by Our Group every year,
and to achieve zero emission of greenhouse gas to take one step ahead for achievement ofsustainable society. We also have been involved in supporting activities sports events and culturalactivities hosted by local communities and industrial groups.

45

(7) Major business contents (as of June 30, 2023)
Segment category

Business contentsGroup governance business

Development, sale, support for introduction andmaintenance of DivaSystem (consolidated management
and consolidated accounting system)
Consulting services for dealing with IFRS, advancing ofmanagement and budget management and management
accounting
Information search service of disclosed documents

Digital transformation promotion business

Integration service for information leveraging called BI(business intelligence)
Support of introduction of cloud data platform
Sale and maintenance of software license and hardware

Outsourcing business

Operation outsourcing services of consolidated financial
closing and consolidated tax payment, etc.

(8) Main offices (as of June 30, 2023)①The Company’s main office
Tokyo Headquarters

2-15-2, Konan, Minato-ku, Tokyo②Main offices of important subsidiaries
AVANT CORPORATION(Headquarters)
Osaka Office

Minato-ku, Tokyo
Osaka City, Osaka Pref.

Internet Disclosure Co., Ltd.

Chuo-ku, TokyoZEAL Corporation(Headquarters)
Osaka Office

Shinagawa-ku, Tokyo
Osaka City, Osaka Pref.

DIVA CORPORATION(Headquarters)
Konan Office

Shinjuku-ku, Tokyo
Minato-ku, Tokyo(Note) Our Group conducted reorganization with company split among the consolidated subsidiaries on October 1, 2022.
Therefore, we changed the name of the Company and the Company’s consolidated subsidiaries as shown below.

After change of company name

Before change of company name

AVANT GROUP CORPORATIONAVANT CORPORATIONAVANT CORPORATIONDIVA CORPORATIONDIVA CORPORATIONFIERTE CORPORATION

46

(9) Status of employees (as of June 30, 2023)① Status of employees of the corporate group
Number of employees

Change from the end of the previous fisdal year

1,389

163 increase(Note)
1. The number of employees indicates the working staff.
2. The number of employees does not include temporary employees (the number of dispatched employees, part-time
employees and workers is average 22 during the term).

② Status of the Company’s employees
Number of employees

Change from the end of
the previous fiscal year

Average age

Average years in service

37

10 decrease

43.9

5.4

(Note)
1. The number of employees indicates the working staff.
2. The number of employees does not include temporary employees (the number of dispatched employees, part-time
employees and workers is average 22 during the term).

(10) Status of major loaners (as of June 30, 2023)
No loan from financial institutions.
We have entered into a loan commitment agreement (loan limit: 3,500mil. yen) with the partner
financial institution for efficient procurement of working capital.
(11) Other important matters concerning status of the corporate group
No applicable matters.

47

Matters on shares of the company (As of June 30, 2023)(1) Total number of shares issuable:

62,304,000 shares(2) Total number of shares issued:

37,645,851 shares(including 2,988 own shares)(Note) Total number of shares issued has increased by 4,216 shares according to issuance of new shares as
performance-linked stock compensation on October 28, 2022, and increased by 16,134 according to issuance of newshares as restricted stock compensation on the same day.

(3) Number of shareholders:(4) Major shareholders:

2,926(Top 10 shareholders)Number of shares held
(shares)Name of shareholders

Shareholding
ratio (%)

Tetsuji Morikawa

9,764,000

25.94

The Master Trust Bank of Japan (trust account)

3,197,300

8.49

Tsuyoshi Noshiro

1,868,800

4.96

Custody Bank of Japan (trust account)

1,801,800

4.79

Obic Business Consultants Co., Ltd.

1,600,000

4.25

Avant Group Employees' Shareholding Association

1,436,700

3.82

SSBTC CLIENT OMNIBUS ACCOUNT

1,262,502

3.35

JP MORGAN CHASE BANK

975,300

2.59

PCA CORPORATION

778,400

2.07

Tatsuru Nakayama

653,508

1.74(Note) Shareholding ratio is calculated deducting own shares (2,998 shares).

(5) Status of shares issued to the company executives as a compensation for execution ofduties in this fiscal year
Number of shares(shares)
Directors (except audit committee members andoutside directors)

Number of eligible
persons (persons)

4,216

1

Outside directors (except audit committee members)--

Directors (audit committee members)--

Auditors--(Note) Stock compensation of the company is described in the "Executive Compensation System" in the Notice of 27th
Annual General Shareholders’ Meeting.

48

(6) Other important matters concerning sharesNo applicable matters.

Matters concerning share acquisition rights, etc. of the Company(1) Status of share acquisition rights issued for consideration of execution of duties which are held by
the Company’s officers(as of June 30, 2023)
No applicable matters.
(2) Status of share acquisition rights issued to employees, etc. for consideration of execution ofduties during the current fiscal year
No applicable matters.

Matters concerning the Company’s officers(1) Names, etc. of directors
As listed in p.20.
(2) Overview of liability limitation agreement
As listed in p.20.
(3) Overview of details of liability insurance agreement of officers, etc.
As listed in p.20.
(4) Matters concerning external officers
As listed in p.21.
(5) Compensation plan for officers
As listed in p.28 through p.33.

49

Status of independent auditor(1) Name: Deloitte Touche Tomatsu LLC(2) Amount of compensation
Payment amountAmount of compensation, etc. for the operations in Clause 1, Article 2 of
the Certified Public Accountants Act

30mil. yen

Total amount of money to be paid by the Company and subsidiaries andother property benefits

31mil. yen(Note)
1. In the audit agreement between the Company and Deloitte Touche Tomatsu LLC, compensation amounts for audit
under the Companies Act and audit under the Financial Instruments and Exchange Act are not segmented orpractically cannot be segmented, the above amount includes the amount of compensation, etc. for audit under the
Financial Instruments and Exchange Act.
2. The Company’s committee of audit, etc. receives explanation of the audit plan from the accounting auditor, reviews
and considers the auditing time and staff allocation in consideration of agreement on audit compensation to makeagreement on the audit compensation in Clause 1, Article 399 of the Companies Act.

(3) Details of non-audit operations
The Company pays to the accounting auditor the consideration for advising services concerning
human right due diligence which is service outside Clause 1, Article 2 of the Certified Public
Accountant Act.
(4) Policy of determining removal or non-reappointment of the accounting auditor
The committee of audit, etc. shall set removal or non-reappointment of the accounting auditor as
the purpose of the general shareholders’ meeting if considered as necessary including the casethat there is trouble in execution of duties of the accounting auditor.
The committee of audit, etc. shall also remove the accounting auditor based on agreement of all
members of audit, etc. if the accounting auditor is considered to fall under the items stipulated in
Clause 1, Article 340 of the Companies Act. In such case, the members of audit, etc. appointed by
the committee of audit, etc. shall report removal of the accounting auditor and the reason forremoval at the first general shareholders’ meeting to be convocated after such removal.
(5) Overview of details of liability limitation agreement
No applicable matters.
The Company’s system and policy (compliance and risk management)
As described from p.34 through p.36.
〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰〰
(Note) The amount listed in this Business Report is described with the fractional point under the indicated unit rounded off.

50

Consolidated Balance Sheet（As of June 30, 2023）

Account items(Assets)
Current assets
Cash and deposit

Amount15,351,673
10,317,243

Bills receivable, accounts
receivable, and contract
assetsSecurities

2,963,130

Work-in-process

13,620Raw materials and supplies
Prepaid expenses
OthersAllowance for doubtful
accounts
Fixed assets
Tangible fixed assets
Buildings
Accumulated depreciation
VehiclesAccumulated depreciation
Tools, equipment andsupplies
Accumulated depreciation
Construction in progress
Intangible fixed assets
Software
OthersInvestments and otherassetsInvestment securities
Long-term prepaid expenses
Deposit and guarantee
deposit
Deferred tax asset
OthersTotal assets

Account items(Liabilities)
Current liabilities
Notes payable andaccounts payable
Lease obligations

500,000

Accounts payable andaccrued expenses
Accrued corporate taxes,
etc.
Contract liability
Provision for bonuses
Reserve for officers'
bonuses
Provision for loss on order
received
OthersFixed liabilities
Lease obligations
Asset retirement
obligations
Deferred tax liability

112,676
824,824
623,801△3,622
3,353,919
487,466
417,933△157,247
843△843
69,026△494,223
51,978728,532
728,306
225
2,137,920
772,046575,243590,209134,393
18,705,593

51

Amount6,122,119634,758
12,257
512,708
354,192
2,796,086
1,038,329
172,380
61,594
539,812254,956
6,039
210,900
38,016

Total liabilities

6,377,076(Net assets)
Shareholders' equity
Capital fund
Capital surplus
Retained earnings
Own shares

12,103,876
345,113
281,913
11,477,458△608

Accumulated othercomprehensive incomes
Other securities valuationdifferences
Deferred hedge gains andlossesForeign currencytranslation reserve
Total assets
Total liabilities and net
assets

66,028(Unit: thousand yen)

224,639
183,925302
40,411
12,328,516
18,705,593

Consolidated Profit and Loss Statement（From July 1, 2022 to June 30, 2023）
Unit: thousand yen

Account items
Sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating profit
Interest income
Dividend income
Gain on investments in investment partnerships
Grant income
OthersNon-operating expenses
Interest expense
Loss on investments in investment partnership
Commission paid
Exchange loss
Stock issuance fee
Compensation for damages
OthersOrdinary profit
Extraordinary loss
Impairment loss
Current net income before tax
Corporate tax, resident tax and business tax
Corporate tax adjustment amountCurrent net income
Current net profit attributable to shareholders of parent
company

52

Amount21,424,584
12,028,711
9,395,873
6,106,482
3,289,390
96
10,192
7,386
531
4,559
485
11,975
15,3884,426
228
13,377
289

186,613
1,009,937△25,087

22,766

46,1723,265,983
186,6133,079,370
984,850
2,094,520
2,094,520

Consolidated Statement of Changes in Shareholders' Equity, etc.
(From July 1, 2022 to June 30, 2023)(Unit: thousand yen)

Shareholders' equity
Capital fundInitial balance
Changes during the period
Issuance of new shares
Dividend of surplus
Current net profit
attributable toshareholders of parent
company
Changes during the period
on items except
shareholders' equity (net)Total changes of theperiodBalance at the end ofcurrent period

329,128

Capitalsurplus265,928

15,984Retainedearnings

Own shares

9,872,031△608

15,984△489,092
2,094,520

Total
shareholders'equity10,466,479
31,969△489,092
2,094,520

15,984

15,984

1,605,427－

1,637,397

345,113

281,913

11,477,458△608

12,103,876

Accumulated other comprehensive incomes

Initial balance
Changes during theperiodIssuance of new shares
Dividend of surplus
Current net profit
attributable toshareholders of parent
company
Changes during theperiod on items except
shareholders' equity (net)Total changes of theperiodBalance at the end ofcurrent period

Valuationdifferenceon othersecurities

Deferredhedge
gains andlossesForeigncurrencytranslation
reserve

103,126

236

27,820Total
accumulated
othercomprehensive
income131,183

Total net
assets

10,597,663
31,969△489,092
2,094,520

80,79866

12,591

93,45693,45680,79866

12,591

93,456

1,730,853

183,925302

40,411

224,639

12,328,516

53

Notes to consolidated financial statements
1. Notes, etc. to important matters as the base for preparation of the consolidated calculation
documents(1) Matters concerning the scope of consolidation
The number of consolidated subsidiaries and names of major consolidated subsidiaries
・Number of consolidated subsidiaries:
5・Names of major consolidated subsidiaries: AVANT CORPORATIONInternet Disclosure Co., Ltd.
ZEAL Corporation
DIVA CORPORATIONDIVA CORPORATION OF AMERICA(Note) Our Group conducted reorganization with company split among the consolidated subsidiaries on October 1, 2022.
Therefore, we changed the name of the Company and the Company’s consolidated subsidiaries as shown below.

After change of company name

Before change of company name

AVANT GROUP CORPORATIONAVANT CORPORATIONAVANT CORPORATIONDIVA CORPORATIONDIVA CORPORATIONFIERTE CORPORATION(2) Matters concerning application of equity method
The number of equity-method affiliates and names of major affiliates
・Number of equity-method affiliates:
1・Names of major affiliates:
Metapraxis Limited(3) Matters concerning fiscal years of the consolidated subsidiaries
The final days of fiscal years of all consolidated subsidiaries match the consolidated closing
date.
(4) Matters concerning accounting policy①Evaluation standard and evaluation method of important assets
1) Evaluation standard and evaluation method of securities
Amortized cost method (Straight-line method)

・Bonds held to maturity
・Other securities
Other securities than shares, etc.
without market priceMarket value method (evaluation differences
are processed by reporting as a component ofshareholders’ equity and cost of products soldis calculated by moving-average method)
Shares, etc. without market price
Cost method by moving-average method
Investment to the investment limited partnership (if considered as securities under Clause
2, Article 2 of the Financial Instruments and Exchange Act) is by taking the amountequivalent to equity in net amount with the latest financial statement available for thereporting date of financial statement stipulated the partnership agreement as the base.

542) Evaluation standard and evaluation method of inventory
・Work in progress

Cost method by specific identification method (value in the balance sheet is
calculated by writing down due to reduction of profitability)

・Raw materials

Cost method by first-in first-out method(value in the balance sheet is
calculated by writing down due to reduction of profitability)

・Inventory goods

Cost method by specific identification method (value in the balance sheet is
calculated by writing down due to reduction of profitability)②Depreciation method of important depreciable assets
1) Tangible fixed asset (except for lease assets)
Declining-balance method
However, the straight-line method is applied for equipment attached tobuildings obtained after April 1, 2016
(Main service life)
Building 3 years to 10 years
Tools, equipment and fixings

2 years to 8 years

2) Intangible fixed assets
Straight-line method
・Software for market sale

Depreciation based on estimated profit from sale within estimated vendible
period (3 years)

・Software for in-house use

Service life is in-house usable period (3 years to 5 years)

3) Lease assets
・Finance leases exempt from ・Lease assets for lease transaction
passage of title
Straight-line method with lease period as service life and the remaining value
as zero③Recording standard of important allowance1) Allowance for doubtful
accounts

To prepare for loss by doubtful accounts of receivables, collectability isreviewed by loan loss ratio for general accounts receivables, andindividually for specific receivables including doubtful account receivableand estimated uncollectable amount is recorded.

2) Provision for bonuses

To prepare for bonus provided to employees, obligation amount of thecurrent fiscal year is recorded based on the estimated payment amount.

3) Reserve for offisers' bonuses To prepare for bonus provided to officers, obligation amount of the current
fiscal year is recorded based on the estimated payment amount.
4) Provision for loss on order
received

Among the inquiries related to order receipt agreement, for the inquiries
expected to have future loss at the end of the current fiscal year and ofwhich loss can be reasonably estimated, such estimated amount of loss isrecorded to prepare for the future loss.

④Other important matters for preparation of consolidated calculation documents
1) Processing method ofimportant deferred charge2) Important hedge
accounting method
・Hedge accounting method

・Stock issuance fee: All amount is process at the time of expenditure・Hedging vehicle and subject
for hedging
・Hedging policy

Hedging vehicle…Foreign currency deposit
Subject for hedging…Scheduled foreign currency denominated transaction

Deferred process is applied.

Foreign currency deposit is used for the purpose of avoiding currency
exchange fluctuation risk. It is used within the scope of actual demand andtransaction for investment shall not be conducted.

55

・Evaluation method of hedge Since important conditions of hedge vehicle and subject for hedge are thesame and cash flow fluctuation after starting of hedge can be offset,
effectivenessevaluation of effectiveness on the consolidated closing date is omitted.

3) Recording standards of important revenue and cost
Our Group recognizes revenue as the amount of consideration expected to obtain the right in exchange of theproperty or service when control of such property or the service is transferred to customers by applying thefollowing five step approaches for contract with customers.
Step 1: Identify the contract with the customer
Step 2: Identify performance obligations in the agreement
Step 3: Calculate transaction price
Step 4: Distribute the transaction price to the performance obligations in the agreement
Step 5: Recognize the revenue at the point of satisfying the performance obligations (or in the course ofsatisfying)
Our Group conducts group governance business, digital transformation promotion business and outsourcing
business.
In the group governance business, we sell license of DivaSystem which is package software for consolidated
management and consolidated accounting which was developed inhouse, and consulting service for
introduction thereof, and continuous maintenance services including upgrading after starting of operation.
In license sale, we determine that the performance obligations shall be satisfied when the license is granted tocustomers and we recognize revenue as property or services transferred at one point.
In consulting service for introduction, we determine that the performance obligations shall be satisfied according
to degree of progress of introduction to DivaSystem and we recognize revenue by progress rate.
In maintenance service, we determine that the performance obligations shall be satisfied throughout theagreement period and we recognize revenue throughout such agreement period
In the digital transformation promotion business, we mainly provide system integration services called BI(business intelligence) for leveraging of information, introduction support service of cloud data platform, sale andmaintenance of software license and hardware.
In software license sale, we determine that the performance obligations shall be satisfied when the license is
granted to customers and we recognize revenue as transaction by agent in net amount when the license is
granted.
In system development services, we determine that the performance obligations shall be satisfied according todegree of progress of development and we recognize revenue by progress rate.
Additionally in maintenance services, we determine that the performance obligations shall be satisfied
throughout the agreement period and we recognize revenue throughout such agreement period.
In the outsourcing business, we mainly provide services to accept the operations mainly including consolidated
closing and consolidate tax payment through outsourcing.
Since control for services is transferred to customers by provision of services, we determine that theperformance obligations shall be satisfied throughout according to the degree of service provision and we
recognize revenue throughout such agreement period.
We receive the consideration for the transactions within one year after satisfying the performance obligations,
not including important financial elements.

4) Standard of conversion of important assets or liabilities in foreign currency to Japanese currency.
Monetary receivables and payables in foreign currency are converted to Japanese yen at spot exchange rate on
the consolidated closing date, and conversion translation adjustments (換算差額) are processed as profit or loss.

56

Assets and liabilities of the subsidiaries in foreign countries are converted to Japanese yen at spot exchange
rate on the consolidated closing date, and revenue and cost are converted to Japanese yen at average rateduring the term and the translation adjustments are recorded into foreign currency translation reserve in the net
asset section.

5) Application of group relief system
The Company and our domestic consolidated subsidiaries have applied the group relief system since thecurrent fiscal year. We conduct accounting process of corporate tax and local corporate tax or accounting
process of tax effect accounting therefor and disclosure in accordance with “Treatment of Accounting Process
and Disclosure When Applying Group Relief System” (ASBJ PITF (Practical Solutions) No.42 August 12, 2021).

2. Note to change of accounting policy
We have applied “Implementation Guidance on Accounting Starndard for Fair Value Measurement” (ASBJ
Guidance No.31 June 17, 2021, hereafter “Guidance on Accounting Starndard for Fair Value Measurement”)
since the beginning of the current fiscal year, and will apply new accounting policy stipulated by the Guidanceon Accounting Starndard for Fair Value Measurement in accodance with transitional treatment stipulatedin
accordance with Clause 27-2 of the Gouidance on Accounting Starndard for Fair Value Measurement
throughout the future. There is no impact given by such change to the consolidated calculation documents inthe current consolidted accouting year.

3. Note to accounting estimation
No applicable matters.

4. Note to the consolidated balance sheet(1) Work-in-process and provision for loss on order recveived
Work-in-process and provision for loss on order recveived related the order receipt agreement where loss isanticipated are indicated in cross order without offsetting.
At the end of the current fiscal year, amount for provision for loss on order recveived among work-in-process
related to the order receipt agreement where loss is anticipated is 61,594,000 yen.
(2) Balance of receivables arising from the contract with customers and contract assets
Balance of receivables arising from the contract with customers and balance of contract assets are listed in“Notes to consolidated financial statements 9. Note concening revenue recognition (3) Information forunderstanding of revenue amount after the current accounting year and the following consolidated
accounting year ①Balances, etc. of contract assets and contract liabilities.”(3) Loan commitment agreement
The Company has entered into the loan commitment agreement with three partner banks for efficient
procurement of woking capital.
Balance of unexecuted loans, etc. for the loan commitment at the end of the current fiscal year shall be as
follows.

Total acount of loan commitment
Balance of unexecuted loans
Balance

3,500,000,000 yen-,000 yen
3,500,000,000 yen

57

5. Note to consolidated profit and loss statement(1) Revenue arising from contract with customers
Amount of revenue arising from the contract with customers is listed in “Notes to consolidated
financial statements 9. Note concening revenue recognition (1) Information on disaggregation ofrevenue arising from the contract with customers.”(2) Impairment loss of software
Our Group recorded impairment loss for the following asset group in the current fiscal year.
①Overview of asset where impairment loss is recognized and amount of impairment loss
Location

PurposeType

Impairment loss

DIVA CORPORATION(Shinjuku-ku, Tokyo)

Idle assets

Software186,613,000 yen②Background where impairment loss was recognized
The relevent software was application development investment for the purpose of cost reduction incloud operation service of DivaSystem LCAk which is DIVA CORPORATION’s major product. Then theentire Group’s reorganization was conducted in October 2022. Since it was determined as difficult toachive the collecting plan of the relevant asset at the initial point of development in the course ofreviewing the new mid-term management strategy after the following term, we came to recognized the
impairment loss.

③Asset grouping method
Our Group conducts grouping for assets for business in principle with the business categories in the
management accounting which continuously manages income and expenditure as the base, andconducts grouping by indivisual assets for idle assets and assets to be appropriated.

④Calculation method of collectable values
Collectible values are measured by utility value.
We had recorded software suspense account as development cost of the unrelseased for the relevant
asset, but sincewe concluded that it would be impossible to continue the development by the same
method as the existing business or the method diverted from the same method, we evaluated thecollectible value as 0.

6. Note to consolidated statements of changes in equity(1) Matters concerning the total number of issued shares
Share type

Number of shares atthe beginning of thecurrent fiscal year

Number of increased
shares of the current
fiscal year

Number of
decreased shares of
the current fiscal
year

Number of shares atthe end of thecurrent fiscal year

Ordinary shares

37,625,501 shares

20,350 shares- shares37,645,851 shares(Note) The number of increased shares of the consolidated accounting year of 20,350 shares is 4,216 shares fromincrease due to issuance of new shares as performance-based share compensation and 16,134 shares fromincrease due to issuance of new shares as share compensation with limitation of transfer.

58

(2) Matters concerning the number of own shares
Number of
Number of
Number of shares at
Number of shares atincreased shares of decreased shares ofthe beginning of thethe end of thethe current fiscal
the current fiscal
current fiscal year
current fiscal year
year
year

Share type

Ordinary shares

2,998 shares- shares- shares

2,998 shares(3) Matters concerning dividend of surplus①Amount of paid dividend, etc.
Resolution

Total amount of
Dividend amountdividend
per share (yen)(thousand yen)

Share type

Annual General
Shareholders’Meeting on
Ordinary shares
September 27,
2022

489,092

13.00

Record date

Effective dateJune 30, 2022

September 28,
2022(Note) Dividend amount per share at the Annual General Shareholders’ Meeting on September 27,
2022 incudes 1.00 yen of divdend for 25th anniversary②Dividend of which effective date is in the following term among dividends of which
record date belongs to the current fiscal year in the following term
Scheduledresolution
AnnualGeneralShareholders’Meeting on
September
27, 2023

Share typeDividend
resource

Total amountof dividend(thousandyen)

Dividend
amount per
share (yen)OrdinarysharesRetainedearnings

564,64215.00

59Record date Effective dateJune 30, 2023

September
28, 2023

7. Note to financial products(1) Matters concerning status of financial products①Policy of approach for financial products
Our Group procures necessary funds (mainly bank loan and issuance of corporate bonds) basedon the management policy and business plans, etc. Temporary funds sruplus are managed withfinancial assets with high liquidity and safety in accordance with the internal rules of operations
and short-term working funds are procured by loaning from banks. We also use foreign currency
deposit for the purpose of avoiding currency exchange fluctuation risk. For evalution method,etc. of hedging vehicles, subject for hedging hedging policy and effectiveness of hedge, see theabovementioned notes, etc. to important matters as the base for preparation of the consolidated
calculation documents “(4) Matters concerning accounting policy ④Other important matters for
preparation of consolidated calculation documents 2) Important hedge accounting method.”②Details of financial products and such risk and risk management system
Notes receivable and accounts receivable which are operating receivables are exposed to credit
risk of customers, but we endeavor to early identify the concern about collection due toworsening, etc. of financial status, etc. and mitigate such risk by thoroughly managing credit ofeach partner and periodically managing the collection due date and balance.
Since held-to-matuarity bonds among investment securities aim only for high-class credits, credit
risk is very small, but there are currency exchange fluctuation risk and interst fluctuation risk.
Other securities are exposed to market price fluctuation risk and currency exchange fluctuation
risk, but we are continuously reviewing the holding status in consideration of market value, etc.
Investment to investment limited partnership is exposed to risk where the shares fall under theinvested principal due to change in the share issuer’s management status and financial status,
but we are managing the risk by periodically obtainig the partnership’s financial statemtns tograsp their financial status and operation status.
Deposit and guarantee deposit are guarantee deposit in the lease agreement of theheadquarters, branches and subsidiearies and are exposed to credit risk of the lessee, but weendeavor to mitigate such risk by reviwing the credit risk at the time of closing of the agreement.
Bills payable and trade accounts payable and other accounts payable which are operating
liabilites are due within one year. Lease liabilities related to finance lease transactions aremainly aming for fund procurement for facility investment and such due date is at longest one
year and nine months after financial closing. These are exposed to liquidity risk (risk where
payment cannot be made on the due date), but Our Group manges such risk by monthly
confirming and managing the fund schedule and balance of payment account.
③ Supplemental explanation on the matters concerning market value, etc. of financial products
Since calculation of market value of financial products include fluctuation factors, such value
may change by applying different preconditions.

60

(2) Matters concerning market value, etc. of financial products
Amount recorded in the consolidated balance sheet, market value and such differences as of June30, 2023 shall be as follows. Shares, etc. without market price is not included in the following table((Note) See 1.). “Cash and deposit,” “notes receivable, accounts receivable and contract assets,”“securities,” “notes payable and accounts payable,” “accounts payable and accrued expenses,”“accrued corporate taxes, etc.” are omitted since the market values are similar to the book values
since they are cas and paid in a short term.
Amount recordedin theconsolidatedbalance sheet(thousand yen)

Market value(thousand yen)

660,751

660,751-575,243

571,937△3,306

1,235,995

1,232,689△3,306

18,29618,3003

18,29618,3003①Investment securities
Other securities②Deposit and guarantee deposit(including those scheduled to becollected within one year)
Assets total①Lease liabilites (including thosescheduled to be collected within one
year)
Total liabilities

Difference(thousand yen)

(Note)1. Shares, etc. without market priceCategory
Amount recorded in the consolidated balance sheet
Non-listed shares

0,000 yen

These are not included in “①Investment securities.”
2. Investments to partnership recording the equity-quivalent amount in net amount and other entities similar
thereto are omitted from description. Amount recorded in the consolidated balance sheet of suchimvestment is 111,294,000 yen.

61

(3) Matters concerning breakdown, etc. by the level of market values of financial products
Market values of financials products are classified into the following three levels according toobservability and importance of inputs used for calculation of market values.
Market value of level 1:

Market value calculated by the reasonable price for the assets or
liabilites subject to calculation of such market value formed in an
active market among the inputs related to calculation of observable
makert valueMarket value of level 2:

Market value calculated by using the input related to calculation ofother market value than input of level 1 among the inputs related to
calculation of observable makert valueMarket value of level 3:

Market value calculated by using the input related to calculation of
non-observable maket value
If multiple inputs that give an important impact to calculation ofmarket value are used, the value is classified into the lowest
priority level at calculation of market value among the levels towhich those inputs respectively belong①Financial prodcuts recorded in the consolidated balance sheet by market value
Category
Investment securities
Other securities
SharesOthersAssets total

Market value (thousand yen)
Level 2
Level 3

Level 1
363,960
363,960

296,791
296,791-

Total
363,960
296,791
660,751②Other financial prodcuts than those recorded in the consolidated balance sheet by market
value
Category
Deposit and guarantee money(including those scheduled tobe collected within one year)
Assets total
Lease liabilities (including
those scheduled to becollected within one year)
Liabilities total

Market value (thousand yen)
Level 2
Level 3

Level 1

Total-

571,937-

571,937-

571,937-

571,937-

18,300-18,300-18,300-18,30062

(Note) Explanation on evaluation methodology used for calculation of market value and of inputs concering calculation ofmarket value
Investment securities
The listed shares are evaluated by using the reasonable prices. Since the listed shares are traded in an active
market, such market value is classified as market value of level 1.
On the other hand, the investment trust, etc. held by the Company is not traded with low frequency in the market andcannot be considered as a reasonable price in an active market, such market value is classified as market value oflevel 2.
Deposit and guarantee deposit
Market value of deposit and guarantee deposit are classified in a certain interval and calculated by the current value inthe calculation where the future cash flow is discounted by appropriate index including yield of national bods, etc. andclassified as market value of level 2.
Lease liabilities
Market value of lease liabilities is calculated by discount cash flow method based on the interest rate in considerationof the total amount of principal and interest and the remaining period and credit risk of the relevant liabilities, andclassified as market value of level 2.

8. Notes to recognition of revenue(1) Information on disaggregation of revenue arising from the contract with customers(Unit: thousand yen)
Reporting segment
Group
Digital
Total
Outsourcing
governancetransformation
businessbusiness
promotion business
Property or services
transferred at one point

241,547

46,870133,184

421,602

property or services
transferred througout acertain period

9,723,660

8,330,094

2,949,226

21,002,982

Revenue arising fromcontract with customers

9,965,208

8,376,964

3,082,411

21,424,584

Other revenue

-

-

-

-

Sales to externalcustomers

9,965,208

8,376,964

3,082,411

21,424,584(2) Information to be the base to understand the revenue arising from the contract with customers
Information to understand the revenue is as described in “1. Notes, etc. to important matters as
the base for preparation of the consolidated calculation documents (4) Matters concerning
accounting policy ④3) ecording standards of important revenue and cost.”

63

(3) Infromation to understand amount of revenew of the current fiscal year and after the following
consolidated accounting year
①Balance, etc of contract assets and contract liabilites(Unit: thousand yen)
The current fiscal year
Receivables arising from the contract with customers(balance at the beginning of the term)

2,512,036

Receivables arising from the contract with customers(balance at the end of the term)

2,283,659

Contract assets (balance at the beginning of the term)

512,013

Contract assets (balance at the end of the term)

679,471

Contract liabilites (balance at the beginning of the term)

2,355,344

Contract liabilites (balance at the end of the term)

2,796,086

Contract assets are mainly concerning Our Group’s rights for unclaimed consideration among therevenues recognized according to progress of satisfaction of the performance obligations.
Contract assets shall be trasfered to receivable arising from the contract with customers when Our
Group’s rights to the consideration becomes unconditional.
Cotract liabilities are mainly concerning the deferred revenew from customers. Contract liabities
shall be spent along with recogntion on revenue. The amount included in the contract liabilites asof the beginning of the term among the revenues recognized in the current fiscal year is2,093,460,000 yen.
②Transaction price distributed to the remaining performance obligations
Total amount of trasaction price destributed to the remaining performance obligations and theperiod where recognition of revenue is expected are as follows.
(Unit: thousand yen)
The current fiscal year
With in one year

6,977,186

Over one year

44,255

Total

7,021,442

9. Note to information per share
Amount of net asset per share

327.51 yen

Amount of net profit per share

55.65 yen64

10. Note to important subsequent events(Introduction of employee stock ownership plan)
The Company decided to introduce the “employee stock ownership plan” (hereafter “Plan”) as anincentive plan targeting Our Group employees at the board of directors’s meeting held on August 4,
2023.
①Purpose of introduction of the Plan
We will introduce this Plan to foster the employees’ belongingness and have them involved inmanagment by making this Plan as incentive for the employees who has contributed to theCompany’s growth and to improve the Company’s corporate value in a mid-and long term byraising awareness of the Company’s performance and rise of share price.
②Overview of the Plan
This Plan is an incentive plan to set a trust (hereafter “Trust") with money contributed by theCompany as the fund, where the Trust acquires the Company’s ordinary shares (hereafeter“Shares”) and issues the Shares to each employee. The Shares shall be issued to each employeein accordance with the rules of share issuance stipualted by the Company’s board of directors.
The fund for acquirement of the Shares by the Trust is fully contributed by the Compmay, and notincurred by employees. By introduction of this Plan, employees can receive economic benefit byrise of price of the Shares, which can be expected to promote the employee’s performance of
operations by being aware of share prices and to improve the employees’ motivation for work.
③Overview of Trust(1) Title(2) Consignor(3) Consignee:Employee stock ownerhip plan
:AVANT GROUP CORPORATION:Sumitomo Mitsui Trust Bank
(Reconsignee: Custody Bank of Japan, Ltd.)(4) Beneficiary:Employees who satisfy the beneficiary requirements(5) Trust administrator:An independent third party from the Company and the Company’s
employees to be appointed.
(6) Exercise of voting right:Beneficiaries shall exercise the voting right through the trust period
according to instruction from the trust administrator.
(7) Type of trust:Other monetary trust than cash in trust (trust of others’ benefit)(8) Date of trust agreement :August 15, 2023
(9) Date of entrusting money :August 15, 2023
(10) End date of Trust:September 30, 2028 (planned)④Details of acquirement of the Shares in this Trust(1) Type of Shares to be acquired:Ordinary shares(2) Amount to be entrusted as acquirement fund of the Shares :450,000,000 yen (upper limit)(3) Total number of Shares to be acquired:350,000 shares(4) How to acquire the Shares:Acquired from the trading market (including non-attendance
transaction).
(5) Share acquirement period:Augst 15, 2023 through September 29, 2023 (planned)
11. Other notes
The listed amounts are indicated with the figures under the unit rounded off.

65

Balance Sheet(As of June 30, 2023)

Account items(Assets)
Current assets
Cash and deposits
Accounts receivable
Securities
Supplies
Prepaid expenses
Short-term loans receivable
Advances paid
Other receivables
OthersFixed assets
Tangible fixed assets
Tools, equipment andsupplies
Accumulated depreciation
Construction in progress
Accumulated depreciation
Software
OthersInvestment and otherassetsInvestment securities
Securities of related
affiliated companies
Long-term prepaid
expenses
Deposit and guarantee
depositInsurance reserve fund
OthersTotal assets

Account items(Liabilities)
Current liabilities
Lease liabilities
Accounts payable
Accrued expenses
Accrued corporate taxes, etc.
Deposit received
Provision for bonuses
Reserve for officers' bonuses
Provision for loss on order
received
OthersFixed liabilities
Lease obligations
Asset retirement obligations
Deferred tax liability
Total liabilities(Net assets)
Shareholders' equity
Capital fund
Shareholders' equity
Capital fund
Capital surplus

Amount
6,655,702
5,119,866
83,870500,000
20,51764,338100,000
27,186
737,390
2,532
2,124,598
129,458
294,946△217,466
51,978194,117
193,892
225
1,801,022
660,751
1,043,737
18,934165
59,511
17,9208,780,300

66(Unit: thousand yen)Amount536,039
3,772
178,829
8,584
2,019
18,183
66,337
21,059200,000
37,25165,6001,458
22,30041,841
601,640
7,994,432
345,113
281,913
281,913
7,368,014
374
7,367,640

Profit reserve
Other retained earnings
Retained earnings carriedforwardOwn shares
Valuation and translation
adjustments
Valuation difference on othersecurities
Deferred hedge gains and losses
Total assets

302
8,178,660

Total liabilities and net assets

8,780,300

7,367,640△608
184,228
183,925

Profit and Loss Statement（From July 1, 2022 to June 30, 2023）
Unit: thousand yen

Account item

AmountOperating revenue
Business management fee

926,226

Dividend income of affiliates

2,636,255
516

Others3,572,998

Operating expenses

518

Sales cost

1,696,182

Selling, general and administrative expenses

1,696,700
1,876,298

Operating profit
Non-operating profit
Interest income

2,022

Dividend received

10,192Others3,216

15,431Non-operating expenses

24

Interest paid

5,791

Commission paid
Foreign exchange loss

71

Stock issuance expenses

228
11,975

Loss on investments in investment partnership

289

Others

1,881
18,373,347

Ordinary profit

18,373,347

Current net profit before tax
Corporate tax, resident tax and business tax
Corporate tax adjustment amountCurrent net profit

67△159,743△149,122

10,621

2,022,470

Statement of changes in equity（From July 1, 2022 to June 30, 2023）(Unit: thousand yen)

Shareholders' equity
Capital surplus
Capital fund

Balance at the
beginning of the period
Changes during thecurrent period
Issuance of newsharesCapital reserve

Total capitalsurplus329,128

265,928

265,928

15,984

15,984

15,984

Profit reserve

Total retained
earnings

5,834,262

5,834,637

Dividend of surplus△489,092△489,092

Current net profit
Changes during thecurrent period except
shareholders' equity(net amount)
Total changes during
the current period
Balance at the end ofcurrent period

2,022,470

2,022,470

1,533,377

1,533,377

7,367,640

7,368,014

Valuation and translation adjustments
Valuationdifference on otherTotal valuation andDeferred hedge
securities
translation
gains and losses
adjustments
Deferred hedge
gains and losses

Total net assets-

15,984

15,984

15,984345,113

281,913

281,913

Shareholders' equity
Total shareholders'equityOwn shares
Balance at the
beginning of the period
Changes during thecurrent period
Issuance of newshares374

Retained earnings
Other retained
earnings
Retained earnings
carried forward

608

6,429,085

103,126374

236

103,3636,532,448

31,09231,092

Dividend of surplus△489,092△489,092

Current net profit
Changes during thecurrent period except
shareholders' equity(net amount)
Total changes during
the current period
Balance at the end ofcurrent period

2,022,470

2,022,470
80,79866

80,86580,865

183,925302

184,228

8,178,660△608

7,994,432

68

Notes to non-consolidated financial statement
1. Matters concerning important accounting policy(1) Evaluation standard and evaluation method of assets①Evaluation standard and evaluation method of securities
・Bonds held to maturity

Amortized cost method (Straight-line method)
Cost method by moving-average method

・Subsidiaries’ shares and affiliates’ shares
・Other securities
Other securities than shares, etc. without market price

Shares, etc. without market priceMarket value method (evaluation differences areprocessed by reporting as a component ofshareholders’ equity and cost of products sold is
calculated by moving-average method)
Cost method by moving-average method②Evaluation standard and evaluation method of inventory
Cost method by specific identification method (value in the balance
sheet is calculated by writing down due to reduction of profitability)

・Inventory goods(2) Processing method of important deferred charge
All amount is process at the time of expenditure

・Stock issuance fee(3) Depriciation method of fixed asset①Tangible fixed asset

Declining-balance method
However, the straight-line method is applied for equipment attached tobuildings obtained after April 1, 2016
(Main service life)
uilding 3 years to 10 years
Tools, equipment and fixings
2 years to 8 years②Intangible fixed assets

Straight-line method

・Software for in-house use

Service life is in-house usable period (5 years)(4) Recording standard of allowance①Provision for bonuses

To prepare for bonus provided to employees, obligation amount of thecurrent fiscal year is recorded based on the estimated payment amount.

②Reserve for officers’ bonuses

To prepare for bonus provided to officers, obligation amount of the current
fiscal year is recorded based on the estimated payment amount.

(5) Recording standards of revenue and cost
The Company’s revenue shall be management instruction fee and operation consignment fee from the subsidiaries.
The performance obligations are to provide to the subsidiaries with the consigned operations according to content
of the agreement, and since the Company’s peformance obligations are satificied when the operations areprovided, we have recognized the revenue and cost at such point.

69

(6) Important matters as the base for preparation of other calculation documents①Important hedge accounting method
・Hedge accounting method
・Hedging vehicle and subject for hedging

Deferred process is applied.
Hedging vehicle…Foreign currency deposit
Subject for hedging…Scheduled foreign currency denominatedtransaction

・Hedging policy

Foreign currency deposit is used for the purpose of avoiding
currency exchange fluctuation risk. It is used within the scope of
actual demand and transaction for investment shall not be
conducted.

・Evaluation method of hedge
effectivenessSince important conditions of hedge vehicle and subject forhedge are the same and cash flow fluctuation after starting ofhedge can be offset, evaluation of effectiveness on the closing
date is omitted.

②Standard of conversion of important assets or liabilities in foreign currency to Japanese currency
Monetary receivables and payables in foreign currency are converted to Japanese yen at spot exchange rate on
the closing date, and conversion translation adjustments are processed as profit or loss.
③Application of group relief system
The Company has applied the group relief system since the current fiscal year. We conduct accounting processof corporate tax and local corporate tax or accounting process of tax effect accounting therefor and disclosure inaccordance with “Treatment of Accounting Process and Disclosure When Applying Group Relief System” (ASBJ
PITF (Practical Solutions) No.42 August 12, 2021).

70

2. Note to change of accounting policy
We have applied “Implementation Guidance on Accounting Starndard for Fair Value Measurement” (ASBJ Guidance
No.31 June 17, 2021, hereafter “Guidance on Accounting Starndard for Fair Value Measurement”) since the beginningof the current accounting year, and will apply new accounting policy stipulated by the Guidance on AccountingStarndard for Fair Value Measurement in accodance with transitional treatment stipulatedin accordance with Clause27-2 of the Gouidance on Accounting Starndard for Fair Value Measurement throughout the future. There is no impact
given by such change to the calculation documents in the current consolidted accouting year.
3. Note to accounting estimation
No applicable matters.
4. Note to balance sheet(1) Monetary claims and monetary obligations for the affiliates (except for those indicated in category)
Short-term monetary claims
384,047,000 yen
Short-term monetary obligations

114,703,000 yen

Long-term monteary claims

17,920,000 yen(2) Loan commitment agreement
The Company has entered into the loan commitment agreement with three partner banks for efficient procurementof woking capital.
Balance of unexecuted loans, etc. for the loan commitment at the end of the current fiscal year shall be as follows.
Total acount of loan commitment
Balance of unexecuted loans

3,500,000,000 yen

Balance

3,500,000,000 yen-,000 yen

5. Note to profit and loss statement
Trade volume with the affiliates (except for those indicated in category)
Trade volume by operating transactions
1,237,180,000 yen
Trade volume by other than operating transactions
398,371,000 yen
6. Note to statements of changes in equity
Matters concerning the number of own shares
Share type

Number of shares atthe beginning of thecurrent fiscal year

Number of increased
shares of the current
fiscal year

Ordinary shares

2,998 shares- shares71

Number of decreased Number of shares atshares of the current the end of the current
fiscal year
fiscal year
- shares

2,998 shares7. Note to tax effect accounting
Breakdown by major causes of occurrence of deferred tax assets and deferred tax liabilities
Deferred tax assets
Loss carried forward in taxation
Accrued business tax
Accrued office tax
Provision for bonuses
Reserve for officers’ bonuses
Depreciation cost
Loss on valuation of investment securities
Loss on valuation of shares of affiliates
Asseet retirement obligations
Other valuation difference on available-for-sale securities
OthersDeferred tax assets subtotal
Valuation allowance for loss carried forward in taxation
Valuation allowance for total of deductible temporary difference
Deferred tax assets total
Deferred tax liabilities
Equipment attached to buildings (asset retirement cost)
Other valuation difference on available-for-sale securities
OthersDeferred tax liabilities Total
Net amount of deferred tax assets

139,045,000 yen
426,000 yen
407,000 yen
15,850,000 yen
782,000 yen
16,357,000 yen
3,062,000 yen
84,635,000 yen
5,497,000 yen
6,401,000 yen
2,374,000 yen
274,839,000 yen△139,045,000 yen△87,697,000 yen
48,097,000 yen-,000 yen
89,805,000 yen
133,000 yen
89,938,000 yen△41,841,000 yen(2) Breakdown by items of cause of difference between legal effective tax rate and burden rate ofcorporate tax, etc. after application of legal effective tax rate
Legal effective tax rate
30.6％
(Adjustment)
Items not parmanently calculated into loss including entertainment expenses, etc. - %Items not parmanently calculated into revenue including received dividend, etc. △43.0%
Valuation allowance
0.5%
Others4.0%
Burden rate of corporate tax, etc. after application of legal effective tax rate
△7.9%(3) Accounting process of corporate tax and local corporate tax or accounting process of tax effectaccounting therefor
The Company has applied the group relief system since the current fiscal year. We conduct
accounting process of corporate tax and local corporate tax or accounting process of tax effectaccounting therefor and disclosure in accordance with “Treatment of Accounting Process andDisclosure When Applying Group Relief System” (ASBJ PITF (Practical Solutions) No.42 August
12, 2021).

72

8. Note to transactions with the related parites(1) Subsidiaries(Unit: thousand yen)
Names ofcompanies, etc.

AVANT
CORPORATION

Ownership
ratio ofvoting right,
etc.

Relationship withrelated parties

Consigned withmanagement instruction
and administration work
Fund management
Direct 100% Guarantee of liabilities
Working also as officers
Consignment ofaccounting work

Details of transactions

Amount oftransaction

Consigned with management
work (Note 1)
Consignment of accounting
work (Note 1)
Fund repayment (Note 2)

374,346

2,576,000

Interest payment (Note 2)
Fund loan (Note 2)
Collection of fund (Note2)151,450,000
1,350,000

73,726

Receipt of interest (Note 2)
Sellout of fixed asset (Note 3)
Consigned with management
work (Note 1)
Interest payment (Note 2)
Management instruction
Internet Disclosure,
Direct 100% Fund management
Co., Ltd.
Working also as officers

1,953
389,4422,000

Consigned with management
work (Note 1)
Deposited fund (Note2)

309,277

ZEAL CorporationDIVA
CORPORATION

Consigned withmanagement instruction
and administration work
Direct 100%Fund management
Fund loan
Working also as officers

Fund repayment (Note 2)
Interest payment (Note 2)

Acquirement of fixed asset(Note 3)
Consigned with management
work (Note 1)
Consigned with
Consignment of accounting
management instruction
work (Note 1)
and administration work
Direct 100%
Sellout of fixed asset (Note 3)
Consignment ofaccounting work
Working also as officers

3

Item

Accounts receivable
Short-term loan
receivable
Prepaid expenses

Balance at theend of the term
31,909100,000
462

Other receivables
Advances paid
Long-term accounts
receivable
Accounts receivable

57,671
5,946

Accounts receivable

550

Prepaid expenses
Other receivables
Long-term accounts
receivable
Deposit from affiliate

8,521
2,200
200,000

5,102
43,231539

Accounts receivable

27,95671,000

Other receivables

57,838971,000
4

Advances paid
Long-term accounts
receivable

640
5,263

Accrued expenses

789

Accounts receivable

23,454

Advances paid

13,171Other receivables

56,3701,322
250,602
180,073
5,629

Long-term accounts
receivable
Accrued expenses

69,264
5,354*1. Transaction amounts do not include consumption tax and term-end balance includes consumptiontax.
2. Our Group conducted reorganization with company split among the consolidated subsidiaries on
October 1, 2022. Therefore, we changed the name of the Company and the Company’s
consolidated subsidiaries as shown below.

After change of company name

Before change of company name

AVANT GROUP CORPORATIONAVANT CORPORATIONAVANT CORPORATIONDIVA CORPORATIONDIVA CORPORATIONFIERTE CORPORATION73

Conditions and policy of determination, etc. of trading conditions(Note)
1. Trading conditions of accepting management work and consigning accounting work are appropriately determined inconsideration of arising cost, etc.
2. Interest rates of fund loan and deposit in the Group fund management are reasonably determined in considerationof the market interest.
3. Trading conditions of prices are determined upon discussion and negotiation between both parites.
(2) Officers and major individual shareholders, etc.
No applicable matters.
9. Note to recognition of revenue
Information as the base to understand revenue, the note is omitted since the same is described in “Notes toconsolidated financial statements 1. Matters concerning important accounting policy (5) Recording standards ofrevenue and cost.”
10. Note to information per share
Amount of net asset per share217.27 yen

The current net profit per share

53.74 yen

11. Note to important subsequetn events
The note is omitted since the same is described in “Notes to consolidated financial statements 11. Note to important
subsequetn events.”
12. Other Notes
The indicated amount is with the figure under the unit rounded off.

74

Audit Report on Consolidated Financial Statements

Independent Auditor's ReportAugust 25, 2023
AVANT GROUP CORPORATION
To the Board of Directors
Deloitte Touche Tohmatsu LLC Tokyo Office
Designated Limited Liability Partner Engagement Partner Certified Public Accountant Jun Kagawa
Designated Limited Liability Partner Engagement Partner Certified Public Accountant Kenji Oyama
Audit Opinion
Pursuant to Article 444, Paragraph 4 of the Companies Act, we have audited the consolidated financial statements ofAbanto Group Corporation for the fiscal year from July 1, 2022, to June 30, 2023, comprising the consolidated balance
sheet, consolidated income statement, consolidated statement of changes in Shareholders' equity, and accompanying
notes to the consolidated financial statements.
In our opinion, the aforementioned consolidated financial statements adhere to the generally accepted accounting
principles in Japan and present, in all material respects, an accurate portrayal of the financial condition and operating
results of the corporate group consisting of AVANT GROUP CORPORATION and its consolidated subsidiaries for theperiod in question.
Basis for Audit Opinion
Our audit was conducted in accordance with auditing standards generally accepted in Japan. Our responsibilities
under these standards are described in "Auditor's Responsibilities for the Audit of the Financial Statements andRelated Schedules." We are independent from the Company in accordance with ethical requirements in Japan andhave fulfilled our other ethical responsibilities as auditors. We believe that we have obtained sufficient and appropriate
audit evidence to provide a basis for our audit opinion.
Other Matters
Other matters are described in the management report and its accompanying notes. Management is responsible forthe preparation and presentation of this other information. The Audit Committee is responsible for overseeing thedirectors' execution of their duties concerning the preparation and presentation process of this other information.
Our audit opinion on the consolidated financial statements does not encompass these other matters, and we express
no opinion on them.
Our responsibilities during the audit of the consolidated financial statements include reading the other matters and, in
doing so, consider whether there are any material inconsistencies with the consolidated financial statements or theknowledge we obtained during our audit, and to pay attention to indications of material errors in the other matters
Based on the work we have carried out; we are required to report any other material errors in the statements.
With regards to disclosures, we have no other matters to report.
Responsibilities of Management and the Audit Committee for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements inaccordance with generally accepted accounting principles in Japan. This includes establishing and maintaining
internal controls deemed necessary by management for the preparation and fair presentation of consolidated financial
statements that are free from material misstatements, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as agoing concern and disclosing, as applicable, matters related to going concern.
The Audit Committee is responsible for overseeing the Board of Directors in the establishment and operation of thefinancial reporting process.

75

Auditor's Responsibilities in the Audit of Consolidated Financial Statements
The auditor's primary responsibility is to gain reasonable assurance that the consolidated financial statements andassociated documents are devoid of significant misrepresentations arising from fraud or error. Based on the audit
performed, the auditor is obligated to articulate an independent opinion on the financial statements and related
documents in the auditor's report. A misrepresentation is deemed significant when it has arisen due to either fraud or
error, and when viewed individually or in aggregate, it could reasonably be expected to impact the decision-making of
the users of the consolidated financial statements.
In adherence to auditing standards generally recognized as fair and reasonable within our country (Japan), the auditor
maintains professional skepticism and exercises professional judgment throughout the audit process to undertake toachieve the following:
•

•

•
•

•

•

Identify and assess risks of material misstatements due to fraud or error. Design and implement audit
procedures to address these risks. The selection and application of audit procedures are at the auditor's
discretion. Moreover, the auditor gathers sufficient and appropriate audit evidence as the basis for their opinion.
While the primary objective of the consolidated financial statements' audit is not to express an opinion on theeffectiveness of internal controls, the auditor reviews relevant internal controls during risk assessment. This is todesign audit procedures that are appropriate under the given circumstances.
Evaluate the appropriateness of accounting policies and their application methods employed by management, as
well as the reasonableness of accounting estimates and the adequacy of related disclosures.
Conclude whether it is appropriate for management to prepare the consolidated financial statements on a goingconcern basis. Based on the audit evidence obtained, assess whether there are material uncertainties relating toevents or conditions that may cast significant doubt on the entity's ability to continue as a going concern. Shouldmaterial uncertainties exist regarding the going-concern assumption, the auditor is required to either draw
attention to the related notes in the audit report or, if the notes are inappropriate, to issue a qualified opinion on
the consolidated financial statements. The auditor's conclusion is grounded on the audit evidence available up to
the date of the audit report; however, future events or conditions may subsequently challenge the entity's ability
to continue as a going concern.
Assess whether the presentation and disclosure notes of the consolidated financial statements are in compliancewith generally accepted accounting principles in Japan. This includes evaluating the presentation, structure, andcontent of the consolidated financial statements, along with the related disclosure notes, to ascertain if they fairly
represent the underlying transactions and accounting events.
Obtain sufficient and appropriate audit evidence concerning the financial information of both the company and its
consolidated subsidiaries to form an opinion on the consolidated financial statements. The auditor is responsiblefor directing, supervising, and conducting the audit of the consolidated financial statements. The auditor bears
sole responsibility for the audit opinion.

The auditor communicates with the Audit and Supervisory Committee concerning the planned scope and timing of theaudit, key audit findings that include material weaknesses in internal controls identified during the execution of theaudit, as well as other matters as mandated by the auditing standards.
Furthermore, the auditor reports to the Audit and Supervisory Committee on adherence to Japan's professional ethicalguidelines concerning independence. This includes any factors that could reasonably be considered to impact theauditor's independence, and if applicable, the measures implemented to mitigate or eliminate such hindrances.
Conflict of Interest
Neither the company nor its consolidated subsidiaries have conflicts of interest that are mandated to be disclosed
under the provisions of the Certified Public Accountants Act.
End of statement

76

Auditor's Report on Non-Consolidated Financial Statements

Independent Auditor's ReportAugust 25, 2023
AVANT GROUP CORPORATION
To the Board of Directors
Deloitte Touche Tohmatsu LLC Tokyo Office
Designated Limited Liability Partner Engagement Partner Certified Public Accountant
Designated Limited Liability Partner Engagement Partner Certified Public Accountant

Jun Kagawa
Kenji Oyama

Audit Opinion
Pursuant to Article 436, Paragraph 2, Item 1 of the Companies Act, we have audited the financial statements of
AVANT GROUP CORPORATION for the 27th fiscal year spanning from July 1, 2022, to June 30, 2023. These
financial statements include the balance sheet, income statement, statement of changes in equity, notes to thefinancial statements, and accompanying schedules (hereinafter collectively referred to as "financial statements andrelated schedules").
In our opinion, these financial statements and related schedules are prepared in conformity with accounting principles
generally accepted in Japan and present fairly, in all material respects, the financial position and results of operationsof the Company for the fiscal year under review.
Basis for Audit Opinion
Our audit was conducted in accordance with auditing standards generally accepted in Japan. Our responsibilities
under these standards are described in "Auditor's Responsibilities for the Audit of the Financial Statements andRelated Schedules." We are independent from the Company in accordance with ethical requirements in Japan andhave fulfilled our other ethical responsibilities as auditors. We believe that we have obtained sufficient and appropriate
audit evidence to provide a basis for our audit opinion.
Other Matters
Other matters are described in the management report and its accompanying notes. Management is responsible forthe preparation and presentation of this other information. The Audit Committee is responsible for overseeing thedirectors' execution of their duties concerning the preparation and presentation process of this other information.
Our audit opinion on the financial statements does not encompass these other matters, and we express no opinion onthem.
In connection with our audit of the financial statements and related schedules, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent with the financial
statements and related schedules or our knowledge obtained during the audit, or otherwise appears to be materially
misstated.
Based on the work we have carried out, we are required to report any other material errors in the statements.
With regards to disclosures, we have no other matters to report.
Responsibilities of Management and the Audit Committee for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements inaccordance with generally accepted accounting principles in Japan. This includes establishing and maintaining
internal controls deemed necessary by management for the preparation and fair presentation of financial statementsthat are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as agoing concern and disclosing, as applicable, matters related to going concern.
The Audit Committee is responsible for overseeing the Board of Directors in the establishment and operation of thefinancial reporting process.

77

Auditor's Responsibilities in the Audit of Non-Consolidated Financial Statements
The auditor's primary responsibility is to gain reasonable assurance that the financial statements and associateddocuments are devoid of significant misrepresentations arising from fraud or error. Based on the audit performed, theauditor is obligated to articulate an independent opinion on the financial statements and related documents in theauditor's report. A misrepresentation is deemed significant when it has arisen due to either fraud or error, and whenviewed individually or in aggregate, it could reasonably be expected to impact the decision-making of the users of thefinancial statements.
In adherence to auditing standards generally recognized as fair and reasonable within our country (Japan), the auditor
maintains professional skepticism and exercises professional judgment throughout the audit process to undertake toachieve the following:
•

•

•
•

•

Identify and assess risks of material misstatements due to fraud or error. Design and implement audit
procedures to address these risks. The selection and application of audit procedures are at the auditor's
discretion. Moreover, the auditor gathers sufficient and appropriate audit evidence as the basis for their opinion.
While the primary objective of the financial statements' audit is not to express an opinion on the effectiveness ofinternal controls, the auditor reviews relevant internal controls during risk assessment. This is to design audit
procedures that are appropriate under the given circumstances.
Evaluate the appropriateness of accounting policies and their application methods employed by management, as
well as the reasonableness of accounting estimates and the adequacy of related disclosures.
Conclude whether it is appropriate for management to prepare the financial statements on a going-concern
basis. Based on the audit evidence obtained, assess whether there are material uncertainties relating to events
or conditions that may cast significant doubt on the entity's ability to continue as a going concern. Shouldmaterial uncertainties exist regarding the going-concern assumption, the auditor is required to either draw
attention to the related notes in the audit report or, if the notes are inappropriate, to issue a qualified opinion on
the financial statements. The auditor's conclusion is grounded on the audit evidence available up to the date of
the audit report; however, future events or conditions may subsequently challenge the entity's ability to continue
as a going concern.
Assess whether the presentation and disclosure notes of the consolidated financial statements are in compliancewith generally accepted accounting principles in Japan. This includes evaluating the presentation, structure, andcontent of the consolidated financial statements, along with the related disclosure notes, to ascertain if they fairly
represent the underlying transactions and accounting events.

The auditor communicates with the Audit and Supervisory Committee concerning the planned scope and timing of theaudit, key audit findings that include material weaknesses in internal controls identified during the execution of theaudit, as well as other matters as mandated by the auditing standards.
Furthermore, the auditor reports to the Audit and Supervisory Committee on adherence to Japan's professional ethicalguidelines concerning independence. This includes any factors that could reasonably be considered to impact theauditor's independence, and if applicable, the measures implemented to mitigate or eliminate such hindrances.
Conflict of Interest
Neither the company nor its consolidated subsidiaries have conflicts of interest that are mandated to be disclosed
under the provisions of the Certified Public Accountants Act.

End of statement

78

Audit Committee's Audit Report

Audit Report
The Audit Committee conducted an audit of the directors' execution of duties for the 27th fiscal year, spanning from July 1,
2022, to June 30, 2023. We hereby report on the methods and results of this audit. It is worth noting that the company
transitioned from being a company with a Board of Auditors to a company with an Audit Committee as decided at the 26th
General Shareholders’ Meeting held last year. The audit activities from July 1, 2022, to the conclusion of the General
Shareholders’ Meeting on September 27, 2022, were based on the information handed over from the previous Board ofAuditors.
1. Methodology and Scope of the Audit
The Audit Committee systematically received reports from the directors, staff, and others concerning the Board of Directors'
resolutions on matters stipulated in Article 399-13, Section 1, Sub-sections (a) and (b) of the Companies Act, as well as theestablishment and operational status of the systems (internal control systems) maintained pursuant to such resolutions. The
Committee sought clarifications when necessary, expressed its opinions, and conducted the audit using the following
methodology:①In accordance with the audit policies and division of responsibilities defined by the Audit Committee, we collaborated withthe company's internal control department. We attended key meetings, received reports from the directors and employees
about the performance of their duties, sought clarifications as required, reviewed significant decision-making documents,
and investigated the status of operations and assets at the headquarters and major business locations. For subsidiaries,
we coordinated and exchanged information with their respective directors and auditors and received business reports fromthe subsidiaries as needed.
② We monitored and verified the independence and appropriateness of the independent auditors' activities. We received
reports on the execution of their duties, and when necessary, sought additional explanations. We also received notificationthat the systems for ensuring the proper execution of duties, as outlined in Article 131 of the Corporate Accounting Rules,
were maintained in accordance with the "Audit Quality Control Standards" prescribed by the Business Accounting Council.
After employing these methods, we carefully examined the business report and its attached supplementary documents, theconsolidated financial statements (consolidated balance sheet, consolidated income statement, consolidated statement ofchanges in equity, and related notes), and the non-consolidated financial statements (balance sheet, income statement,
statement of changes in equity, and individual notes) along with their corresponding supplementary documents.
2. Audit Results(1) Audit Results of the Business Report and Supplementary Documents①We find that the business report and its attached supplementary documents accurately represent the company's conditionin compliance with laws and the Articles of Incorporation.
②No acts of misconduct or significant violations of laws or the Articles of Incorporation were found concerning the directors'
execution of their duties.
③We find the contents of the Board of Directors' resolutions concerning the internal control systems to be reasonable.
Furthermore, there are no issues to note regarding the description of the internal control systems in the business report orthe execution of duties by the directors.
(2) Audit Results of the Consolidated Financial Statements
We consider the audit methodology and results employed by Deloitte Touche Tohmatsu LLC, the independent auditors, tobe reasonable.
(3) Audit Results of the Non-consolidated Financial Statements and Supplementary Documents
We consider the audit methods and results of Deloitte Touche Tohmatsu LLC, the independent auditors, to be reasonable.
August 25, 2023

AVANT GROUP CORPORATION Audit Committee
Full-Time Audit Committee Member Tsuyoshi Noshiro (Seal)
Audit Committee Member (Outside Director) Chie Goto (Seal)
Audit Committee Member (Outside Director) Makoto Nakano (Seal)

79

Guide Map to the Venue of Annual General Shareholders’ MeetingVenue
1-3-2 Otemachi, Chiyoda-ku, Tokyo
Keidanren Kaikan 2F Keidanren Hall
Transportation
Subway: Otemachi Sta.
(Chiyoda Line, Marunouchi Line, Hanzomon Line, Tozai Line, or Toei-Mita Line)
Directly connected from C2b exit.

Parking: Shared parking lot available on B2 floor (300 yen/30 min)MITSUI & CO., LTD.

KDDI Otemachi
Bldg.

Chiyoda Line Otemachi Sta.

PalaceHotel

SMBC

Uchibori-doriAve.
Wadakura
Fountain Park

Moat

Subway Hanzomon Line

Otemachi Bldg.

Otemachi First
SquareOtemachiNomura Bldg.

Otemachi Tower

Tozai Line Otemachi Sta.

Toei Mita Line Otemachi Sta.

Moat

Hanzomon Line Otemachi Sta.

NTT Communications Otemachi
Bldg.

Japanese
Bankers
Association

Tokio Marine& Nichido Fire
Insurance

Marunouchi
Eiraku Bldg.

ShinMarunou
chi Bldg.

Marunouchi
Center Bldg.
Marunouchi OAZO
Nippon Life
Insurance
Marunouchi Bldg.
Marunouchi North
Exit
Tokyo
StationTo Yurakuch

Otemon Tower
JX Bldg.

Tokyo Sankei
Bldg.

Subway Marunouchi Line

Otemachi Center Bldg.

Toei Mita Line

Imperial
PalaceOtemachi Park Bldg.

Yomiuri Shimbun
Bldg.

Hibiya-dori Ave.

Subway Tozai Line

Otemachi One Tower

Otemachi Financial
City

Marunouchi Line Otemachi Sta.

KEIDANREN KAIKAN

Nikkei JA
Bldg. Bldg.

Marunouchi Line Tokyo
Sta.

Tokyo Fire
Department

To Kanda

Meteorological Agency

To Takebashi

We contribute to
renewable energy
promotion of 1.5
million kWh/year
through GreenPower Certificate.

80