This document has been translated from a portion of the Japanese original for reference purposes only. In theevent any discrepancy arises between this translated document and the Japanese original, the original shallprevail. The Company assumes no responsibility for this translation, or for direct, indirect, or any other form ofdamages that may arise from using this translation.
Securities Code: 8804
March 7, 2023
Date of commencement of electronic provision:
February 28, 2023
To Our Shareholders:Hitoshi Nomura
Representative Director,
President and Chief Executive Officer
Tokyo Tatemono Co., Ltd.
Head Office (commercial registration):
9-9 Yaesu 1-Chome, Chuo-ku, Tokyo
Head Office:4-16 Yaesu 1-Chome, Chuo-ku, TokyoNOTICE OF THE 205th ORDINARY GENERAL MEETING OF SHAREHOLDERS
The 205th Ordinary General Meeting of Shareholders of Tokyo Tatemono Co., Ltd. (hereinafter “theCompany”) will be held as described below.
In convening the General Meeting of Shareholders, the Company electronically provides information containedin the Reference Documents for the General Meeting of Shareholders (matters to be provided electronically), andsuch matters to be provided electronically are posted on the Company’s website on the Internet. Please access thewebsite indicated below and refer to the information.
The Company’s website
https://tatemono.com/english/ir/stock/meeting.html
Matters to be provided electronically are also posted on the website of the Tokyo Stock Exchange (TSE) in
addition to the Company’s website. Please access the TSE website (TSE Listed Company Search) indicated below,
enter the issue name (Tokyo Tatemono) or the securities code (8804) and click “Search,” select “Basic
information,” then “Documents for public inspection/PR information,” and refer to the information.
TSE website (TSE Listed Company Search)https://www2.jpx.co.jp/tseHpFront/JJK020010Action.do?Show=Show
From the standpoint of preventing the spread of COVID-19, we respectfully ask you, the shareholders, to checkthe infection status and your own health condition by the day of the General Meeting of Shareholders and make acareful judgement as to whether you will attend the meeting. Please review the Reference Documents for the
General Meeting of Shareholders and exercise your voting rights by 5:30 p.m., Tuesday, March 28, 2023, either
through “Exercise of voting rights by electromagnetic means (via the Internet, etc.)” or “Exercise of voting rights
in writing (by postal mail)” as described on page 3.
Date and Time:

10:00 a.m., Wednesday, March 29, 2023 (Reception starts at 9:00 a.m.)

Place:

Tokyo Convention Hall, 5F Tokyo Square Garden
1-1 Kyobashi 3-Chome, Chuo-ku, Tokyo

Agenda of the Meeting:
Matters to be reported:

The Business Report, the Consolidated Financial Statements and the NonConsolidated Financial Statements for the 205th Fiscal Term (from January 1,
2022 to December 31, 2022), as well as the results of audits by the Accounting
Auditor and Audit and Supervisory Board of the Consolidated Financial
Statements-1-

Proposals to be resolved:
Proposal No. 1
Appropriation of Surplus
Proposal No. 2
Election of Twelve (12) Directors
Proposal No. 3
Election of Two (2) Audit and Supervisory Board Members
 Any major changes to the administration of the General Meeting of Shareholders due to future
circumstances will be announced on our website (https://tatemono.com/english/ir/stock/meeting.html).

-2-

Guide to Exercise of Voting Rights
Exercise of voting rights by electromagnetic means (via the Internet, etc.)
If you wish to exercise your voting rights via the Internet, please refer to the next page, follow the instructions on
the screen, and indicate your approval or rejection of the proposal.
Exercise deadline

5:30 p.m., Tuesday, March 28, 2023

Exercise of voting rights in writing (by postal mail)Please return the enclosed Voting Rights Exercise Form indicating your approval or rejection of the proposals to
be made at the above meeting, so that the Company receives it by the exercise deadline. In the event that yourapproval or rejection of a proposal is not indicated on the Voting Rights Exercise Form, it shall be treated as if
you approved the proposal.
Exercise deadline

Form must arrive by 5:30 p.m., Tuesday, March 28, 2023

If you are attending the General Meeting of Shareholders
Please present the enclosed Voting Rights Exercise Form at the reception desk of the venue.
Please bring this booklet with you for your reference.
Date/time of convocation of the General Meeting of Shareholders

10:00 a.m., Wednesday, March 29, 2023

If you wish to exercise your voting rights by proxy, you may appoint one other shareholder who owns theCompany’s voting shares as your proxy; in such case, however, the submission of a document proving yourauthorization of said shareholder as your proxy is required.
The meeting will be held in Japanese. Please be informed that the Company will not be arranging for aninterpreter to be present.
“Net de Shoshu” (Japanese only)
The main content of this Notice is available on your PC/smartphone.
Access the website below or scan the QR code to access the website to read the Notice.
https://s.srdb.jp/8804/
In the event that you exercise your voting rights both by electromagnetic means (via the Internet, etc.) and by
returning the Voting Rights Exercise Form, only those votes cast via the Internet, etc., shall be deemed effective.
In the event that you exercise your voting rights more than once via the Internet, etc., only the last cast vote shallbe deemed effective.
Notice (https://www.tatemono.com/english/ir/)- The paper copy of the matters to be provided electronically will also be sent to the shareholders who haverequested it. The paper copy does not include the following matters in accordance with the provisions of laws
and regulations and Article 16 of the Articles of Incorporation of the Company:
1) Matters Related to Subscription Rights to Shares and Overview of the Structures to Ensure Appropriatenessof Business Operations and Operational Status in the Business Report2) Consolidated Statements of Changes in Shareholders’ Equity and Notes to Consolidated Financial
Statements in the Consolidated Financial Statements
3) Statements of Changes in Shareholders’ Equity and Notes to Non-Consolidated Financial Statements in the
Non-Consolidated Financial Statements
The Business Report, Consolidated Financial Statements, and Non-Consolidated Financial Statements
included in the paper copy are part of the documents that were audited by the Accounting Auditor and by the
Audit and Supervisory Board Members when the Accounting Auditor prepared the Accounting Audit Report
and the Audit and Supervisory Board Members prepared the Audit Report.
- In the event that changes are made to matters to be provided electronically, the amendments will be posted oneach website mentioned above.
- The voting results on the resolutions of this General Meeting of Shareholders shall be posted on our website
on the Internet (https://tatemono.com/english/ir/).
-3-

Exercise of Voting Rights via the Internet
1. Using “Smart Exercise” by scanning the QR code
“Smart Exercise”
No need to enter the code for exercising voting rights (ID) or the password
Voting Rights Exercise Form (front)
Please scan the QR Code* printed on the right-hand side of the enclosed Voting Rights Exercise Form with yoursmartphone etc., access the “Smart Exercise” website designated by the Company, follow the instructions on thescreen, and indicate your approval or rejection of the proposal.
You can confirm the details of each proposal on the voting rights exercise screen.
If you wish to change your vote after exercising your voting rights by “Smart Exercise,” follow the method describedin 2. below and change your vote.

2. Entering the code for exercising voting rights (ID) and the password
https://soukai.mizuho-tb.co.jp/
1. Access the designated website for exercising voting rights (URL indicated above).
Click “Proceed.”
2. Log in.
Enter the code for exercising voting rights (ID) and the password printed on the right-hand side of the reverse sideof the enclosed Voting Rights Exercise Form.
You will be asked to change your password when you log in for the first time.
Then, follow the instructions on the screen, and indicate your approval or rejection of the proposal.
 The code for exercising voting rights (ID) and password (including your chosen password) shall be effective
only for this General Meeting of Shareholders. At the time of the next General Meeting of Shareholders, a newcode and password will be issued.
 Since the password is a means to confirm that the person exercising voting rights is the relevant shareholder,please handle it with care. The Company or the shareholder register administrator will not contact you to ask foryour password.
 If you enter your password incorrectly a certain number of times, you will no longer be able to use it. If thisoccurs, please complete the procedures indicated in the guidance on the screen.
Inquiries
If you have any inquiries, please contact the Securities Agent Department of Mizuho Trust & Banking Co., Ltd.,
which is the Company’s shareholder register administrator, as shown below.
 Inquiries regarding operation of Smart Exercise and the website for exercising voting rights:
Tel: 0120-768-524 (toll free only from Japan) (Business hours: 9:00 a.m. to 9:00 p.m. excluding year
end and new-year holidays) Inquiries regarding share procedures other than the above:Tel: 0120-288-324 (toll free only from Japan) (Business hours: 9:00 a.m. to 5:00 p.m. on weekdays)*“QR Code” is a registered trademark of DENSO WAVE INCORPORATED.
(Reference) Institutional investors may use the platform operated by ICJ, Inc. to electronically exercise the voting rights for this
General Meeting of Shareholders.

-4-Reference Documents for the General Meeting of Shareholders
Proposals and matters for reference
Proposal No. 1:
Appropriation of Surplus
The Company’s basic policy regarding profit distribution is to steadily maintain and improve its dividend payout
ratio while comprehensively accounting for future operations, business expansion, and business outlook, as wellas to enhance retained earnings to be used for reinvestment for improving its corporate value. Also, theCompany’s baseline dividend payout ratio for the period covered by the Group medium-term business plan (thefiscal years 2020 through 2024) is at least 30%.
The business environment is expected to remain unpredictable moving forward. However, the following yearend dividends for this fiscal term are proposed in consideration of the above policy and the business performancefor the term.
Year-end dividends:(1)
Type of dividend property: Cash
(2)
Details of the allotment of dividend property: ¥36 per share of the Company’s common stock
Total amount: ¥7,528,692,384
The Company paid an interim dividend of ¥29 per share. As a result, the annual dividend for the term
shall be ¥65 per share.
(3)
Date on which dividends from surplus become effective: March 30, 2023

-5-

Proposal No. 2:
Election of Twelve (12) Directors
The term of office of all twelve (12) Directors of the Company will expire upon the conclusion of this Ordinary
General Meeting of Shareholders.
Accordingly, it is proposed that the following twelve (12) nominees be appointed as Directors.
The nominees for Directors are as follows.
No.

Name

Title and responsibility at theCompany

Attendance ofmeetings of Boardof Directors in thefiscal term

Representative Director and Chairman
14 out of 14
7 yearsof the Board
meetings (100%)
Representative Director, President and14 out of 14
2 For reappointment
Hitoshi Nomura
15 years
Chief Executive Officer
meetings (100%)
Katsuhito
Representative Director, Senior
14 out of 14
3 For reappointment
6 years
Ozawa
Managing Executive Officer
meetings (100%)
Representative Director, Senior
14 out of 14
4 For reappointment
Akira Izumi
6 years
Managing Executive Officer
meetings (100%)
Senior Managing Executive Officer
14 out of 14
5 For reappointment
Hideshi Akita
4 years
and Director
meetings (100%)
Managing Executive Officer and
14 out of 14
6 For reappointment
Takeshi Jinbo
2 years
Director
meetings (100%)
Shinjiro
7 To be newly appointed
Managing Executive Officer
Kobayashi
8 To be newly appointed Fumio Tajima
Managing Executive Officer
For reappointment
13 out of 14
9 External
Shuichi Hattori External Director
4 years
meetings (92.8%)
Independent
For reappointment
14 out of 14
10 External
Yoshimitsu Onji External Director
5 years
meetings (100%)
Independent
To be newly appointed
14 out of 14
11 External
Takeo Nakano External Director
2 years
meetings (100%)
Independent
To be newly appointed
External
Yumiko14 out of 1412
External Director
2 years
Independent
Kinoshita
meetings (100%)
FemaleNotes: 1. No special relationships of interest exist between the Company and each nominee for Director.
2. The Company has entered into a Directors and Officers Liability Insurance contract with an insurancecompany pursuant to Paragraph 1, Article 430-3 of the Companies Act. The purpose of the insurance
contract is to cover any damage that may arise as a result of an insured officer’s liability in relation to
the execution of his or her duties or an insured officer’s being subject to a claim in relation to the pursuitof said liability. If a nominee is appointed, he or she will be included as an insured party. The Company
intends to renew the insurance contract with the same content at the time of next renewal.
1 For reappointment

Makio
Tanehashi

Numberof years
served as
Director

-6-

No.

1

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1979
Joined The Fuji Bank, Limited
Makio Tanehashi
March 2006
Executive Officer, General Manager of Internal Audit Division of Mizuho(March 13, 1957)
Corporate Bank, Ltd.
April 2008
Managing Executive Officer and Officer in charge of Sales of Mizuho
For reappointment
Corporate Bank, Ltd.
June 2011
Deputy President & Executive Officer, in charge of Branches Department
Number of theof Mizuho Bank, Ltd.
Company’s shares held:
June 2011
Representative Director, Deputy President & Executive Officer, in charge
26,145of Branches Department of Mizuho Bank, Ltd.
March 2013
President & Chief Executive Officer of Tokyo Tatemono Real Estate Sales
Served as Director for 7
Co., Ltd.
years to dateJuly 2015
Senior Managing Executive Officer and Division Director of Real Estate
Attended 14 out of 14
Solution Service Division of the Company
meetings of Board of
March 2016
Senior Managing Executive Officer, Director, Division Director of RealDirectors in fiscal term
Estate Solution Service Division, and Division Director of International
ended Dec. 31, 2022
Business Division of the Company(100%)
January 2017
Representative Director, Chairman and Executive Officer of the Company
Director and Chairman of Tokyo Tatemono Real Estate Sales Co., Ltd.
March 2019
Representative Director and Chairman of the Board of the Company (tothe present)
January 2021
Director of Tokyo Tatemono Real Estate Sales Co., Ltd. (to the present)
Reasons for selection as a nominee for Director:
Mr. Makio Tanehashi was selected as a nominee for Director, on the basis of his considerable management experience andwide-ranging insight into the Tokyo Tatemono Group’s business gained from his term of office as Representative Director,
President and Chairman of the Board of Tokyo Tatemono Group companies, in the expectation that he will leverage thesequalities to continue to contribute to the enhancement of the Tokyo Tatemono Group’s corporate value on a long-term basis
and the strengthening of the governance system.
Important concurrent positions with companies other than the Company:
Outside Director of Sapporo Holdings Limited (scheduled to assume office on March 30, 2023)

No.

Name
(Date of birth)2

Hitoshi Nomura(October 10, 1958)
For reappointment
Number of theCompany’s shares held:
18,200Served as Director for
15 years to date
Attended 14 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(100%)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1981
Joined the Company
March 2005
General Manager of Property Management Department of the Company
March 2008
Director, and General Manager of Property Planning Department of theCompany
March 2011
Managing Director, and Division Director of Commercial Properties
Division responsible for Kansai Branch and Kyushu Branch of theCompany
March 2013
Managing Executive Officer and Director; and Division Director ofCommercial Properties Division responsible for Kansai Branch, Sapporo
Branch, Kyushu Branch and Nagoya Branch of the Company
March 2015
Senior Managing Executive Officer and Director responsible for
Personnel Department, Corporate Planning Department and General
Affairs Department of the Company
January 2017
Representative Director, President and Chief Executive Officer of theCompany (to the present)

Reasons for selection as a nominee for Director:
Mr. Hitoshi Nomura was selected as a nominee for Director, on the basis of his considerable management experience andwide-ranging insight into the Tokyo Tatemono Group’s business, in the expectation that he will leverage these qualities tocontinue to lead the Tokyo Tatemono Group’s management and to contribute to the enhancement of the Tokyo TatemonoGroup’s corporate value on a long-term basis and the promotion of its growth strategies.

-7-

No.

3

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1987
Joined the Company
Katsuhito Ozawa
March 2007
General Manager of Residential Management Business Department of the(February 1, 1964)
Company
July 2009
Director and General Manager of Finance Department of Tokyo Realty
For reappointment
Investment Management, Inc.
March 2015
Managing Officer and General Manager of Corporate Planning
Number of the
Department of the Company
Company’s shares held:
January 2017Managing Executive Officer; Division Director of International Business
14,900
Division and Leisure Business Division responsible for Corporate
Communications Department, Finance Department, AccountingServed as Director for 6
Department and Appraisal Department; and General Manager of Financeyears to date
Department and International Business Department of the Company
March 2017Managing Executive Officer and Director; Division Director of
Attended 14 out of 14
International Business Division and Leisure Business Division responsible
meetings of Board of
for Corporate Communications Department, Finance Department,
Directors in fiscal term
Accounting Department and Appraisal Department; and General Manager
ended Dec. 31, 2022
of Finance Department and International Business Department of the(100%)
Company
August 2017Managing Executive Officer and Director; Division Director ofInternational Business Division and Leisure Business Division responsible
for Corporate Communications Department, Finance Department,
Accounting Department and Appraisal Department; and General Manager
of International Business Department of the Company
January 2019
Managing Executive Officer and Director; Division Director ofInternational Business Division responsible for Corporate
Communications Department, Finance Department and Accounting
Department; and General Manager of International Business Departmentof the Company
January 2020
Managing Executive Officer and Director; Division Director ofInternational Business Division responsible for Corporate
Communications Department, Finance Department and Accounting
Department; and General Manager of International Business Departmentof the Company
January 2021
Senior Managing Executive Officer and Director; Division Director ofInternational Business Division; Division Director of Commercial
Properties Division responsible for Acquisitions & Sales Department(joint responsibility), Kansai Branch, Sapporo Branch, Kyushu Branch
and Nagoya Branch of the Company
April 2021
Senior Managing Executive Officer and Director; Division Director ofCommercial Properties Division responsible for Acquisitions & Sales
Department (joint responsibility), Kansai Branch, Kyushu Branch andNagoya Branch of the Company
January 2022
Senior Managing Executive Officer and Director; Division Director ofCommercial Properties Division responsible for International Business,
Acquisitions & Sales Department (joint responsibility), Kansai Branch,
Kyushu Branch and Nagoya Branch of the Company
January 2023
Representative Director, Senior Managing Executive Officer; Division
Director of Commercial Properties Division responsible for International
Business, Acquisitions & Sales Department (joint responsibility), Kansai
Branch, Kyushu Branch and Nagoya Branch of the Company (to thepresent)
Reasons for selection as a nominee for Director:
Mr. Katsuhito Ozawa was selected as a nominee for Director, on the basis of his considerable management experience andwide-ranging insight into the Tokyo Tatemono Group’s business, in the expectation that he will leverage these qualities tocontinue to contribute to the enhancement of the Tokyo Tatemono Group’s business performance.

-8-

No.

4

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1987
Joined the Company
Akira Izumi
March 2009
General Manager of Retail Management Department of the Company(March 6, 1965)
March 2015
Managing Officer and General Manager of Urban Development
Department of the Company
For reappointment
January 2017Managing Executive Officer responsible for Personnel Department,
Corporate Planning Department and General Affairs Department; andNumber of theGeneral Manager of Corporate Planning Department of the Company
Company’s shares held:
4,500
March 2017Managing Executive Officer and Director responsible for Personnel
Department, Corporate Planning Department, and General Affairs
Served as Director for 6
Department; and General Manager of Corporate Planning Department ofyears to date
the Company
January 2019
Managing Executive Officer and Director responsible for Personnel
Attended 14 out of 14
Department, Corporate Planning Department, General Affairs Department,
meetings of Board ofand Appraisal Department; and General Manager of Corporate Planning
Directors in fiscal term
Department of the Company
ended Dec. 31, 2022
July 2019
Managing Executive Officer and Director responsible for Personnel(100%)
Department, Corporate Planning Department, General Affairs Department,
and Market Research Department; and General Manager of Corporate
Planning Department of the Company
January 2020
Managing Executive Officer and Director responsible for Personnel
Department, Corporate Planning Department, General Affairs Department,
Market Research Department, Solution Service Department (joint
responsibility) and ICT and Digital Strategy Promotion Department of theCompany
January 2021
Senior Managing Executive Officer and Director responsible for
Corporate Communications Department, Personnel Department,
Corporate Planning Department, General Affairs Department, Finance
Department, Accounting Department, Market Research Department, ICT
and Digital Strategy Promotion Department and Acquisitions & Sales
Department (joint responsibility) of the Company
January 2022
Senior Managing Executive Officer and Director responsible for
Corporate Communications Department, Personnel Department,
Corporate Planning Department, Sustainability Management Department,
General Affairs Department, Finance Department, Accounting
Department, Market & Policy Research Department, DX Promotion
Department and Acquisitions & Sales Department (joint responsibility) of
the Company
January 2023
Representative Director, Senior Managing Executive Officer responsible
for Corporate Communications Department, Personnel Department,
Corporate Planning Department, Sustainability Management Department,
General Affairs Department, Legal & Compliance Department, Finance
Department, Accounting Department, Market & Policy Research
Department, DX Promotion Department and Acquisitions & Sales
Department (joint responsibility) of the Company (to the present)
Reasons for selection as a nominee for Director:
Mr. Akira Izumi was selected as a nominee for Director, on the basis of his considerable management experience and wideranging insight into the Tokyo Tatemono Group’s business, in the expectation that he will leverage these qualities tocontinue to contribute to the enhancement of the Tokyo Tatemono Group’s business performance.

-9-

No.

5

Name
(Date of birth)

Hideshi Akita(May 18, 1964)
For reappointment
Number of theCompany’s shares held:
4,800
Served as Director for 4
years to date
Attended 14 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(100%)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1987
Joined the Company
March 2006
General Manager of Residential Management Department of the Company
January 2016
Managing Officer and General Manager of Personnel Department of theCompany
January 2017Managing Officer and Vice Division Director of Residential Development
Division of the Company
January 2019
Managing Executive Officer and Division Director of Residential
Development Division of the Company
March 2019
Managing Executive Officer and Director; Division Director of
Residential Development Division of the Company
January 2023
Senior Managing Executive Officer and Director; Division Director of
Residential Development Division and Division Director of Real Estate
Solution Service Division of the Company (to the present)

Reasons for selection as a nominee for Director:
Mr. Hideshi Akita was selected as a nominee for Director, on the basis of his considerable management experience andwide-ranging insight into the Tokyo Tatemono Group’s business, in the expectation that he will leverage these qualities tocontinue to contribute to the enhancement of the Tokyo Tatemono Group’s business performance.
No.

6

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1988
Joined the Company
Takeshi Jinbo
January 2015
General Manager of Acquisitions Department of the Company(February 27, 1965)
January 2018
Managing Officer and General Manager of Acquisitions Department of theCompany
For reappointment
January 2019
Managing Officer; Vice Division Director of Residential Development
Division; and General Manager of Acquisitions Department of the
Number of theCompany
Company’s shares held:
January 2021
Managing Executive Officer; Vice Division Director of Residential
5,100
Development Division responsible for Solution Service Department (joint
responsibility), Acquisitions Department and Project Development
Served as Director for 2
Department
years to date
March 2021
Managing Executive Officer and Director; Vice Division Director of
Residential Development Division responsible for Solution Service
Attended 14 out of 14
Department (joint responsibility), Acquisitions Department and Project
meetings of Board ofDevelopment Department
Directors in fiscal term
ended Dec. 31, 2022
January 2022
Managing Executive Officer and Director; Vice Division Director of(100%)
Residential Development Division responsible for Business Development
Department, Acquisitions Department and Project Development
Department (to the present)
Reasons for selection as a nominee for Director:
Mr. Takeshi Jinbo was selected as a nominee for Director, on the basis of his considerable management experience andwide-ranging insight into the Tokyo Tatemono Group’s business, in the expectation that he will leverage these qualities tocontinue to contribute to the enhancement of the Tokyo Tatemono Group’s business performance.

-10-

No.

7

No.

8

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1988
Joined the Company
Shinjiro Kobayashi
March 2015
General Manager of Business Planning Department of Commercial(August 23, 1965)
Properties Division of the Company
January 2018
Managing Officer and General Manager of Urban Development
To be newly appointed
Department of the Company
January 2022
Managing Officer; Responsible for Urban Development Department (2);
Number of theGeneral Manager of Urban Development Department (1) of the Company
Company’s shares held:
January 2023
Managing Executive Officer; Vice Division Director of Commercial
6,100
Properties Division; Responsible for Urban Development Department (2);General Manager of Urban Development Department (1) of the Company(to the present)
Reasons for selection as a nominee for Director:
Mr. Shinjiro Kobayashi was selected as a nominee for new Director, on the basis of his considerable experience in various
fields since joining the Company and wide-ranging insight into the Tokyo Tatemono Group’s business, in the expectationthat he will leverage these qualities to contribute to the enhancement of the Tokyo Tatemono Group’s businessperformance.
Name(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1990
Joined The Fuji Bank, Limited
Fumio Tajima
April 2014
General Manager of Sales Department No. 17 of Mizuho Bank, Ltd.
(September 9, 1967)
April 2014
General Manager of Corporate Coverage Department VII of Mizuho
Securities Co., Ltd. (retired in April 2019)
To be newly appointed
April 2018
Executive Officer, General Manager of Sales Department No. 17 ofMizuho Bank, Ltd.
Number of theApril 2019
Executive Officer, General Manager of Global Products Coordination
Company’s shares held:
Department of Mizuho Financial Group, Inc.
2,100
April 2019
Executive Officer, General Manager of Global Products Coordination
Department of Mizuho Bank, Ltd.
April 2021
Managing Officer; Division Director of International Business Division of
the Company
January 2023
Managing Executive Officer; Division Director of International Business
Division of the Company (to the present)
Reasons for selection as a nominee for Director:
Mr. Fumio Tajima was selected as a nominee for new Director, on the basis of his considerable experience in various fields
at the Company and other companies and wide-ranging insight, in the expectation that he will leverage these qualities tocontribute to the enhancement of the Tokyo Tatemono Group’s business performance.

-11-

No.

9

Name
(Date of birth)

Shuichi Hattori(November 25, 1953)
For reappointment
External
Independent
Number of theCompany’s shares held:
3,000
Served as Director for 4
years to date
Attended 13 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(92.8%)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1984
Registered as a lawyer
July 1988
Established Hattori Law Firm (currently Hattori General Law Firm) (tothe present)
June 2004
External Audit and Supervisory Board Member of USHIO INC. (retired inJune 2016)
April 2007
Lecturer (in charge of Financial Instruments and Exchange Act) at Keio
University Law School (to the present)
March 2009
External Audit and Supervisory Board Member of LOOKINCORPORATED (currently LOOK HOLDINGS INCORPORATED)(retired in March 2019)
January 2013
External Audit and Supervisory Board Member of POKKA SAPPORO
Food & Beverage Ltd.
(retired in March 2016)
March 2015
External Audit and Supervisory Board Member of the Company (retired in
March 2019)
June 2016
External Director of USHIO INC. (retired in June 2018)
March 2019
External Director of the Company (to the present)

Reasons for selection as a nominee for External Director:
Mr. Shuichi Hattori was selected as a nominee for External Director, on the basis of his specialized knowledge andexperience as a lawyer, in the expectation that he will leverage these qualities to continue to contribute to the strengtheningof the Company’s governance system through the enhancement of supervisory functions over the execution of the duties of
Directors from an independent point of view.
Mr. Shuichi Hattori satisfies the Criteria for Independence stipulated by the Company and the Company deems him to be asuitable person as an Independent Director with no possibility of conflict of interest with general shareholders.
Important concurrent positions with companies other than the Company:
Lawyer of Hattori General Law Firm
Notes:
1. Mr. Shuichi Hattori is a nominee for External Director.
2. Mr. Shuichi Hattori is scheduled to retire from his position as a lecturer (in charge of Financial Instruments and Exchange Act)at Keio University Law School on March 31, 2023.
3. The Company has concluded a contract with Mr. Shuichi Hattori to limit his liability for damages specified in Article 423,
Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of the Companies Act. The
amount of the limit for the liability for damages under this contract shall be the amount specified by laws and regulations. If Mr.
Shuichi Hattori is reappointed as proposed, the Company plans to continue the above-mentioned contract with him.
4. Although Mr. Shuichi Hattori has never been involved in corporate management other than serving as an external officer, theCompany judges that his specialized knowledge and experience as a lawyer make him a suitable person for the position ofExternal Director.
5. Mr. Shuichi Hattori is currently an External Director of the Company and he will have served for four (4) years since his
appointment at the time of conclusion of this Ordinary General Meeting of Shareholders.
6. The Company has notified the Tokyo Stock Exchange (TSE) of the status of Mr. Shuichi Hattori as an Independent Director incompliance with TSE provisions.

-12-

No.

Name
(Date of birth)10

Yoshimitsu Onji
(November 1, 1954)
For reappointment
External
Independent
Number of theCompany’s shares held:
0Served as Director for 5
years to date
Attended 14 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(100%)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1977
Joined The Daiei, Inc.
April 1994
General Manager of Corporate Planning Division of The Daiei, Inc.
September 1998
Director and Vice President of R.E. Partners, Co., Ltd. (retired in April
2000)
December 1999
CEO of OZ Corporation (to the present)
March 2000
Managing Executive Officer of RECOF Office (currently RECOF
Corporation)
June 2007
Director and Chief Corporate Officer of RECOF Corporation
June 2010
President and Chief Executive Officer of RECOF Corporation
October 2016
Chairman and Representative Director of RECOF Corporation (retired in
September 2017)
December 2016
Director of M&A Capital Partners Co., Ltd. (retired in September 2017)
March 2018
External Director of the Company (to the present)
April 2018
Chairman and Director of Hongo Tsuji Business Consulting Co., Ltd.
(retired in November 2018)
June 2018
Outside Director of NIHON CHOUZAI Co., Ltd. (to the present)
December 2019
Outside Audit and Supervisory Board Member of United Foods
International Co., Ltd. (to the present)
June 2020
Outside Director of Sotetsu Holdings Co., Ltd. (to the present)
December 2021
Outside Director of Sanyu Appraisal Corporation (to the present)

Reasons for selection as a nominee for External Director:
Mr. Yoshimitsu Onji was selected as a nominee for External Director, on the basis of his considerable management
experience and wide-ranging insight, in the expectation that he will leverage these qualities to continue to contribute to thestrengthening of the Company’s governance system through the enhancement of supervisory functions over the executionof the duties of Directors from an independent point of view.
Mr. Yoshimitsu Onji satisfies the Criteria for Independence stipulated by the Company and the Company deems him to be asuitable person as an Independent Director with no possibility of conflict of interest with general shareholders.
Important concurrent positions with companies other than the Company:
CEO of OZ Corporation
Outside Director of NIHON CHOUZAI Co., Ltd.
Outside Audit and Supervisory Board Member of United Foods International Co., Ltd.
Outside Director of Sotetsu Holdings Co., Ltd.
Outside Director of Sanyu Appraisal Corporation
Notes:
1. Mr. Yoshimitsu Onji is a nominee for External Director.
2. The Company and Sanyu Appraisal Corporation have real estate research transactions, and the amount of transactions with Sanyu
Appraisal Corporation in the fiscal year ended December 31, 2022 was less than ¥1 million.
3. The Company has concluded a contract with Mr. Yoshimitsu Onji to limit his liability for damages specified in Article 423,
Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of the Companies Act. The
amount of the limit for the liability for damages under this contract shall be the amount specified by laws and regulations. If Mr.
Yoshimitsu Onji is reappointed as proposed, the Company plans to continue the above-mentioned contract with him.
4. Mr. Yoshimitsu Onji is currently an External Director of the Company and he will have served for five (5) years since his
appointment at the time of conclusion of this Ordinary General Meeting of Shareholders.
5. The Company has notified the Tokyo Stock Exchange (TSE) of the status of Mr. Yoshimitsu Onji as an Independent Director incompliance with TSE provisions.

-13-

No.

11

Name
(Date of birth)

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1980
Joined The Fuji Bank, Limited
Takeo Nakano
April 2007
Executive Officer and General Manager of Kobunacho Branch of Mizuho(June 28, 1956)
Bank, Ltd.
April 2009Managing Executive Officer of Mizuho Financial Group, Inc.
For reappointment
April 2010
President and Representative Director of Mizuho Financial Strategy Co.,
ExternalLtd. (retired in April 2012)
Independent
June 2010
Managing Director of Mizuho Financial Group, Inc.
April 2012
Member of the Board of Directors of Mizuho Financial Group, Inc.
Number of the(retired in June 2012)
Company’s shares held:
Deputy President and Representative Director of Mizuho Bank, Ltd.
0
(retired in April 2013)
President & CEO and Representative Director of Mizuho Trust & Banking
Served as Director for 2 April 2013
Co., Ltd.
years to date
April 2017
Director and Chairman of Mizuho Trust & Banking Co., Ltd.
June 2018
External Audit & Supervisory Board Member of Sompo Japan Nipponkoa
Attended 14 out of 14
Insurance Inc. (currently Sompo Japan Insurance Inc.) (retired in June
meetings of Board of2022)
Directors in fiscal term
March 2019
External Director of FUJIYA CO., LTD. (to the present)
ended Dec. 31, 2022
(100%)
April 2019
Senior Adviser of Mizuho Trust & Banking Co., Ltd. (to the present)
June 2020
Chairman of Shouohkai Foundation (to the present)
March 2021
External Director of the Company (to the present)
Reasons for selection as a nominee for External Director:
Mr. Takeo Nakano was selected as a nominee for External Director, on the basis of his considerable management
experience and wide-ranging insight, in the expectation that he will leverage these qualities to continue to contribute to thestrengthening of the Company’s governance system through the enhancement of supervisory functions over the executionof the duties of Directors from an independent point of view.
Mr. Takeo Nakano satisfies the Criteria for Independence stipulated by the Company and the Company deems him to be asuitable person as an Independent Director with no possibility of conflict of interest with general shareholders.
Important concurrent positions with companies other than the Company:
External Director of FUJIYA CO., LTD.
Chairman of Shouohkai Foundation

Notes:
1. Mr. Takeo Nakano is a nominee for External Director.
2. Shouohkai Foundation is the entrusted provider of medical examination services, etc. to the Company, and the annual amount of
payment was less than ¥11 million in the fiscal year ended December 31, 2022. The Company donates to Shouohkai Foundation,and the annual donation amount for the fiscal year ended December 31, 2022 was less than ¥1 million.
3. The Company has concluded a contract with Mr. Takeo Nakano to limit his liability for damages specified in Article 423,
Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of the Companies Act. The
amount of the limit for the liability for damages under this contract shall be the amount specified by laws and regulations. If Mr.
Takeo Nakano is reappointed as proposed, the Company plans to continue the above-mentioned contract with him.
4. Mr. Takeo Nakano is currently an External Director of the Company and he will have served for two (2) years since his
appointment at the time of conclusion of this Ordinary General Meeting of Shareholders.
5. The Company has notified the Tokyo Stock Exchange (TSE) of the status of Mr. Takeo Nakano as an Independent Director incompliance with TSE provisions.

-14-

No.

Name
(Date of birth)

12

Yumiko Kinoshita(July 13, 1961)
For reappointment
External
Independent
FemaleNumber of theCompany’s shares held:
0Served as Director for 2
years to date

Brief personal profile, title, responsibility and important concurrent positions with companies
other than the Company
April 1984
Joined Bank of Japan
September 1991
Joined McKinsey & Company
April 2004
Joined The National Museum of Emerging Science and Innovation ofJapan Science and Technology Agency
June 2011
General Manager, Corporate Planning Department of KCJ GROUP INC.
February 2016
Director of JAPAN PROFESSIONAL FOOTBALL LEAGUE (retired in
March 2018)
March 2018
Chairperson responsible for extraordinary diplomacy of JAPANPROFESSIONAL FOOTBALL LEAGUE (retired in March 2020)
July 2020
Director of Tokyo Football Association (to the present)
March 2021
External Director of the Company (to the present)
April 2022

Member of Administrative Council of Hitotsubashi University (to thepresent)

Attended 14 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(100%)
Reasons for selection as a nominee for External Director:
Ms. Yumiko Kinoshita was selected as a nominee for External Director, on the basis of her international perspective gainedby working overseas, and her extensive management and work experience at public-service corporations, in the expectationthat she will leverage these qualities to continue to contribute to the strengthening of the Company’s governance systemthrough the enhancement of supervisory functions over the execution of the duties of Directors from an independent pointof view.
Ms. Yumiko Kinoshita satisfies the Criteria for Independence stipulated by the Company and the Company deems her to bea suitable person as an Independent Director with no possibility of conflict of interest with general shareholders.
Notes:
1. Ms. Yumiko Kinoshita is a nominee for External Director.
2. The Company sponsors an event held by Tokyo Football Association but the annual amount of payment was less than ¥1 million
in the fiscal year ended December 31, 2022.
3. The Company has concluded a contract with Ms. Yumiko Kinoshita to limit her liability for damages specified in Article 423,
Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of the Companies Act. The
amount of the limit for the liability for damages under this contract shall be the amount specified by laws and regulations. If Ms.
Yumiko Kinoshita is reappointed as proposed, the Company plans to continue the above-mentioned contract with her.
4. Ms. Yumiko Kinoshita is currently an External Director of the Company and she will have served for two (2) years since her
appointment at the time of conclusion of this Ordinary General Meeting of Shareholders.
5. The Company has notified the Tokyo Stock Exchange (TSE) of the status of Ms. Yumiko Kinoshita as an Independent Director
in compliance with TSE provisions.

(Reference: Policy and procedure for the appointment of nominees for Directors and Audit and Supervisory
Board Members)
The Company endeavors to ensure the diversity and balance of the Board of Directors as a whole, including
knowledge, experience and ability, so that the Board of Directors may engage in useful and multifaceted
discussions, and maintains an appropriate scale in order that the Board of Directors functions effectively andefficiently.
By comprehensively judging their character, ability, knowledge and experience, the Company selects persons as
executives capable of contributing to improving the corporate value of the Tokyo Tatemono Group over the
medium to long term, and nominates them as candidates for Directors and Audit and Supervisory Board Members.
Appointment and dismissal of Representative Directors and nomination of candidates for Directors and Audit andSupervisory Board Members are subject to the resolution of the Board of Directors based on the deliberation of
the Nomination/Compensation Advisory Committee which mainly consists of independent external directors.
(Reference: Criteria for Independence of External Directors)
The Company has in place the Criteria for Independence to ensure the substantial independence of External
Directors to be appointed. The Company deems External Directors to be independent when, in addition to meetingthe criteria for independence stipulated by the Tokyo Stock Exchange, they do not fall under any of the following
items.
• A business partner of the Company that constitutes 2% or more of the Company’s consolidated net sales in themost recent fiscal term or a person executing business of such partner• A shareholder of the Company which owns more than 10% or more of the total voting rights of the Company
or a person executing business of such shareholder• A representative, member or employee of an auditing firm employed as Accounting Auditor for the Company• A consultant, accounting professional, or legal professional who receives remuneration of more than ¥10
million (excluding officer remuneration) from the Company in the most recent fiscal term-15-

(Reference) Expertise and experience of nominees for Directors (skills matrix)

Name

Makio
Tanehashi
Hitoshi
NomuraKatsuhito
Ozawa

Akira
Izumi

HideshiAkita
Takeshi
Jinbo
Shinjiro
Kobayashi
Fumio
TajimaShuichi
Hattori
Yoshimitsu
Onji
Takeo
NakanoYumikoKinoshita

Position at
the Company
Representative
Director andChairman of
the Board
Representative
Director,
President and
Chief
Executive
Officer
Representative
Director,
SeniorManaging
Executive
Officer
Representative
Director,
SeniorManaging
Executive
Officer
SeniorManaging
Executive
Officer andDirector
Managing
Executive
Officer andDirector
Managing
Executive
OfficerManaging
Executive
OfficerIndependent
External
Director
Independent
External
Director
Independent
External
Director
Independent
External
Director

GenderCorporate
management

Financeandaccounting

Male

〇

〇

Male

〇

〇

Male

〇

〇

Male

〇

〇

Legal,
complianceand riskmanagement

Sustainability〇

Real estatebusiness andurban
development

Overseasbusiness

〇

〇

〇

〇

〇

〇

〇

Male

〇

〇

Male

〇

〇

Male

〇

〇

〇

Male

〇

Male

〇

〇

Personnel
affairs andhumanresource
development

〇

〇

〇

〇

〇

〇

〇

Male

〇

〇

〇

Male

〇

〇

〇

FemaleICT/
digital〇*The above list does not represent all of the expertise and experience that each director possesses.

-16-

〇
〇

〇

〇

Proposal No. 3:
Election of Two (2) Audit and Supervisory Board Members
The term of office of Audit and Supervisory Board Members Mr. Kouji Kawakubo and Mr. Takao Yamaguchi
will expire upon the conclusion of this Ordinary General Meeting of Shareholders. Accordingly, it is proposed thatthe following two (2) nominees be appointed as Audit and Supervisory Board Members.
The nominees for Audit and Supervisory Board Members are as follows.
The Audit and Supervisory Board has consented to this proposal.
No.

1

Name
(Date of birth)

Brief personal profile, title and important concurrent positions with companies other than the
Company
April 1988
Joined The Yasuda Trust and Banking Co., Ltd.
Isao Jinno
October 2010
General Manager of Kawagoe Branch of Mizuho Trust & Banking Co.,(March 1, 1965)
Ltd.
January 2013
General Manager of Real Estate Sales Department No. 3 of Mizuho Trust
To be newly appointed& Banking Co., Ltd.
April 2016
Executive Officer, General Manager of Trust Sales Department No. 8 of
Number of theMizuho Trust & Banking Co., Ltd.
Company’s shares held:
April 2018
Director and Senior Managing Executive Officer of Heisei Building Co.,
0Ltd.
April 2018
President and Representative Director of Nihonbashi Building Service
Co., Ltd. (to the present)
April 2020
Senior Managing Executive Officer of Heisei Building Co., Ltd. (to thepresent)
Reasons for selection as a nominee for Audit and Supervisory Board Member:
Mr. Isao Jinno was selected as a nominee for new Audit and Supervisory Board Member, on the basis of his considerable
management experience and wide-ranging insight, in the expectation that he will leverage these qualities to contribute to
the strengthening of the audit system.

Notes:
1. Mr. Isao Jinno is scheduled to retire from his positions as Senior Managing Executive Officer of Heisei Building Co., Ltd., withwhich the Company has transactions, on March 28, 2023, and as President and Representative Director of Nihonbashi Building
Service Co., Ltd. on the same date.
2. If Mr. Isao Jinno is appointed as proposed, the Company plans to conclude a contract with him to limit his liability for damages
specified in Article 423, Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of theCompanies Act. The amount of the limit for the liability for damages under this contract shall be the amount specified by laws
and regulations.
3. The Company has entered into a Directors and Officers Liability Insurance contract with an insurance company pursuant toParagraph 1, Article 430-3 of the Companies Act. The purpose of the insurance contract is to cover any damage that may arise asa result of an insured officer’s liability in relation to the execution of his or her duties or an insured officer’s being subject to aclaim in relation to the pursuit of said liability. If Mr. Isao Jinno is appointed, he will be included as an insured party. The
Company intends to renew the insurance contract with the same content at the time of next renewal.

-17-

No.

Name
(Date of birth)

2

Takao Yamaguchi(September 13, 1954)
For reappointment
External
Independent
Number of theCompany’s shares held:
2,600

Brief personal profile, title and important concurrent positions with companies other than the
Company
February 1985
Registered as a certified public accountant
September 1987
Joined Yamaguchi Certified Public Accountant Office
January 1996
Head of Yamaguchi Certified Public Accountant Office (to the present)
June 2013
External Audit and Supervisory Board Member of SATO HOLDINGSCORPORATION (retired in June 2021)
June 2015
Outside Corporate Auditor of KYORIN Holdings, Inc. (to the present)
March 2016
External Audit and Supervisory Board Member of the Company (to thepresent)
March 2019
External Audit & Supervisory Board Member of Lion Corporation (to thepresent)

Served as Audit andSupervisory Board
Member for 7 years todate
Attended 14 out of 14
meetings of Board of
Directors in fiscal term
ended Dec. 31, 2022
(100%)
Attended 14 out of 14
meetings of Audit andSupervisory Board in
fiscal term ended Dec.
31, 2022 (100%)
Reasons for selection as a nominee for Audit and Supervisory Board Member:
Mr. Takao Yamaguchi was selected as a nominee for Audit and Supervisory Board Member, on the basis of his specialized
knowledge and experience as a certified public accountant, in the expectation that he will leverage these qualities tocontinue to contribute to the strengthening of the audit system from an independent point of view.
Mr. Takao Yamaguchi satisfies the Criteria for Independence stipulated by the Company and the Company deems him to bea suitable person as an Independent Audit and Supervisory Board Member with no possibility of conflict of interest withgeneral shareholders.
Important concurrent positions with companies other than the Company:
Certified Public Accountant, Head of Yamaguchi Certified Public Accountant OfficeOutside Corporate Auditor of KYORIN Holdings, Inc.
External Audit & Supervisory Board Member of Lion Corporation
Notes:
1. No special relationships of interest exist between the Company and Mr. Takao Yamaguchi.
2. Mr. Takao Yamaguchi is a nominee for External Audit and Supervisory Board Member.
3. Mr. Takao Yamaguchi is scheduled to retire from the position of External Audit & Supervisory Board Member of Lion
Corporation on March 30, 2023.
4. The Company has concluded a contract with Mr. Takao Yamaguchi to limit his liability for damages specified in Article 423,
Paragraph 1 of the Companies Act, in accordance with the provision in Article 427, Paragraph 1 of the Companies Act. The
amount of the limit for the liability for damages under this contract shall be the amount specified by laws and regulations. If Mr.
Takao Yamaguchi is reappointed as proposed, the Company plans to continue the above-mentioned contract with him.
5. The Company has entered into a Directors and Officers Liability Insurance contract with an insurance company pursuant toParagraph 1, Article 430-3 of the Companies Act. The purpose of the insurance contract is to cover any damage that may arise asa result of an insured officer’s liability in relation to the execution of his or her duties or an insured officer’s being subject to aclaim in relation to the pursuit of said liability. If Mr. Takao Yamaguchi is appointed, he will be included as an insured party. The
Company intends to renew the insurance contract with the same content at the time of next renewal.
6. Although Mr. Takao Yamaguchi has never been involved in corporate management other than serving as an external officer, theCompany judges that his specialized knowledge and experience as a certified public accountant make him a suitable person forthe position of External Audit and Supervisory Board Member.
7. Mr. Takao Yamaguchi is currently an External Audit and Supervisory Board Member of the Company and he will have served
for seven (7) years since his appointment at the time of conclusion of this Ordinary General Meeting of Shareholders.
8. The Company has notified the Tokyo Stock Exchange (TSE) of the status of Mr. Takao Yamaguchi as an Independent Audit andSupervisory Board Member in compliance with TSE provisions.

-18-* This is an excerpt translation of the Business Report (Japanese original).

Business Report (from January 1, 2022 to December 31, 2022)
1. Shares of the Company(1) The number of shares
Total number of shares authorized to be issued

400,000,000 shares

Total number of shares outstanding

209,167,674 shares(including 37,330 sharesof treasury stock)(Note) The number of shares of treasury stock does not include 241,100 shares owned by the Board Benefit Trust.

(2) Number of shareholders
Number of shareholders

14,351 persons(3) Major shareholders
Shareholder name

Number of shares

Shareholding ratio

thousand shares%

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

36,476

17.44

Custody Bank of Japan, Ltd. (Trust Account)

20,292

9.70

JPMorgan Securities Japan Co., Ltd.

6,141

2.94

SMBC Nikko Securities Inc.

4,812

2.30

Sompo Japan Insurance Inc.

4,744

2.27

Meiji Yasuda Life Insurance Company

4,729

2.26

Morgan Stanley MUFG Securities Co., Ltd.

3,871

1.85

THE BANK OF NEW YORK MELLON 140051

3,853

1.84

JAPAN SECURITIES FINANCE CO., LTD.

3,825

1.83

STATE STREET BANK WEST CLIENT – TREATY
505234

2,779

1.33

(Note) The Company’s treasury shares (37,330 shares) were excluded in the calculation of the shareholding ratio.

(4) Status of shares provided to Company officers as consideration for the execution of duties during the fiscal
year under review
Not applicable.

-19-2. Company Officers(1) Directors and Audit and Supervisory Board Members (as of December 31, 2022)
Areas of responsibility and important
PositionName
concurrent positions
Representative Director andMakio Tanehashi
Chairman of the Board
Representative Director,
President and Chief
Executive Officer

Hitoshi Nomura

Kengo Fukui

Assistant to President; Division Director ofReal Estate Solution Service Division
President & Chief Executive Officer ofTokyo Tatemono Real Estate Sales Co.,
Ltd.

Katsuhito Ozawa

Division Director of Commercial
Properties Division responsible forInternational Business, Acquisitions &Sales Department (joint responsibility),
Kansai Branch, Kyushu Branch andNagoya Branch

Akira Izumi

Responsible for Corporate
Communications Department, Personnel
Department, Corporate Planning
Department, Sustainability Management
Department, General Affairs Department,
Finance Department, Accounting
Department, Market and Policy Research
Department, DX Promotion Department
and Acquisitions & Sales Department (joint
responsibility)

Managing Executive Officer
and Director

Hisatoshi Kato

Division Director of Leisure, Child Care &Staffing Business Division
President & Chief Executive Officer ofTokyo Tatemono Resort Co., Ltd.

Managing Executive Officer
and Director

Hideshi Akita

Division Director of Residential
Development Division

Managing Executive Officer
and Director

Takeshi Jinbo

Vice Division Director of Residential
Development Division responsible for
Business Development Department,
Acquisitions Department and Project
Development Department

Director

Shuichi Hattori

Director

Yoshimitsu Onji

Director

Takeo Nakano

Director

Yumiko Kinoshita

Audit and Supervisory
Board Member(full-time)

Kouji Kawakubo

Audit and Supervisory
Board Member(full-time)

Takashi Yoshino

Audit and Supervisory
Board Member

Takao Yamaguchi

Representative Director,
Executive Vice President
and Executive Officer

Senior Managing Executive
Officer and Director

Senior Managing Executive
Officer and Director-20-

Position
Audit and Supervisory
Board Member(Notes)Areas of responsibility and importantconcurrent positions

Name
Sayaka Hieda

1.

Mr. Shuichi Hattori, Mr. Yoshimitsu Onji, Mr. Takeo Nakano, and Ms. Yumiko Kinoshita are External Directors
stipulated in Article 2, Item 15 of the Companies Act. The Company has notified the TSE of their status as
Independent Directors in compliance with TSE provisions.
2. Mr. Takao Yamaguchi and Ms. Sayaka Hieda are External Audit and Supervisory Board Members stipulated in
Article 2, Item 16 of the Companies Act. The Company has notified the TSE of their status as Independent Audit
and Supervisory Board Members in compliance with TSE provisions.
3. Important concurrent positions held by External Directors and External Audit and Supervisory Board Members
are described in “(5) External Officers” below.
4. Mr. Takao Yamaguchi is a certified public accountant and has considerable financial and accounting knowledge.
5. The term of office of each Director shall be from the conclusion of the 203rd Ordinary General Meeting of
Shareholders held on March 25, 2021 to the conclusion of the Ordinary General Meeting of Shareholders for the
205th Fiscal Term from January 1, 2022 to December 31, 2022.
6. The term of office of Audit and Supervisory Board Members Mr. Kouji Kawakubo and Mr. Takao Yamaguchi
shall be from the conclusion of the 201st Ordinary General Meeting of Shareholders held on March 27, 2019 tothe conclusion of the Ordinary General Meeting of Shareholders for the 205th Fiscal Term from January 1, 2022
to December 31, 2022.
7. The term of office of Audit and Supervisory Board Members Mr. Takashi Yoshino and Ms. Sayaka Hieda shallbe from the conclusion of the 202nd Ordinary General Meeting of Shareholders held on March 25, 2020 to theconclusion of the Ordinary General Meeting of Shareholders for the 206th Fiscal Term from January 1, 2023 to
December 31, 2023.
8. The name of Ms. Sayaka Hieda on the family register is Sayaka Kimura.
9. On December 31, 2022, Mr. Kengo Fukui retired from the position of Representative Director, Executive Vice
President and Executive Officer, and Mr. Hisatoshi Kato retired from the position of Managing Executive Officer,
and, on January 1, 2023, Mr. Katsuhito Ozawa and Mr. Akira Izumi assumed office as Representative Director,
and Mr. Hideshi Akita assumed office as Senior Managing Executive Officer.
10. The Company has introduced the managing officer system. The Directors (excluding External Directors) andManaging Officers of the Company as of January 1, 2023, are as follows.

Directors (excluding External Directors) and Managing Officers (as of January 1, 2023)
Position
Representative Director andChairman of the Board

Makio Tanehashi

Representative Director,
President and Chief
Executive Officer

Hitoshi Nomura

Representative Director,
Senior Managing Executive
Officer

Representative Director,
Senior Managing Executive
Officer

Areas of responsibility and importantconcurrent positions

Name

Katsuhito Ozawa

Division Director of Commercial
Properties Division responsible forInternational Business, Acquisitions &Sales Department (joint responsibility),
Kansai Branch, Kyushu Branch andNagoya Branch

Akira Izumi

Responsible for Corporate
Communications Department, Personnel
Department, Corporate Planning
Department, Sustainability Management
Department, General Affairs Department,
Legal & Compliance Department, Finance
Department, Accounting Department,
Market & Policy Research Department,
DX Promotion Department andAcquisitions & Sales Department (joint
responsibility)-21-Position
Senior Managing Executive
Officer and Director

Areas of responsibility and importantconcurrent positions
Division Director of Residential
Development Division and Division
Director of Real Estate Solution Service
Division

Name
Hideshi Akita

Takeshi Jinbo

Vice Division Director of Residential
Development Division responsible for
Business Development Department,
Acquisitions Department and Project
Development Department

Kengo Fukui

President & Chief Executive Officer ofTokyo Tatemono Real Estate Sales Co.,
Ltd.
Chairman of Nihon Parking Corporation

Director

Hisatoshi Kato

President & Chief Executive Officer ofTokyo Tatemono Resort Co., Ltd.
Chairman and Director of Tokyo Tatemono
Kids Co., Ltd.

Senior Managing Executive
Officer

Hisayoshi Kato

In charge of Policy & Environment

Shinjiro Kobayashi

Vice Division Director of Commercial
Properties Division; Responsible for Urban
Development Department (2); General
Manager of Urban Development
Department (1)Managing Executive Officer

Hiroshi Takahashi

Division Director of Leisure, Child Care &Staffing Business Division; Responsible
for Logistics Properties Development &Management Department and Retail
Properties Development & Management
Department; General Manager of Hotel
Development & Management Department

Managing Executive Officer

Fumio Tajima

Division Director of International Business
DivisionManaging Officer

Satoshi Eida

President & Chief Executive Officer andRepresentative Director of Tokyo
Tatemono Amenity Support Co., Ltd.

Managing Officer

Nobuyoshi Takahashi

General Manager of Kansai BranchManaging Officer

Masayuki Okubo

General Manager of Project Management
Department (1) of Residential
Development Division

Managing Officer

Kazuki Sugise

President and Representative Director ofTokyo Tatemono Investment Advisors Co.,Ltd.

Managing Officer

Yusuke Mishima

General Manager of Accounting
Department

Managing Officer

Katsuhiko Tamai

President and Representative Director of
Nihon Parking Corporation

Managing Officer

Shigeru Sabayashi

General Manager of Project Management
Department (2) of Residential
Development Division

Managing Officer

Hiroto Fukui

President and Representative Director ofTokyo Fudosan Kanri Co., Ltd.

Managing Executive Officer
and Director

Director

Managing Executive Officer-22-

Areas of responsibility and importantconcurrent positions
Managing Executive Officer and Directorof Tokyo Tatemono Real Estate Sales Co.,
Ltd.

Position

Name

Managing Officer

Kenji Sugaya

Managing Officer

Yuichi Kawazoe

General Manager of Logistics Properties
Development & Management Department

Managing Officer

Yutaka Onuma

General Manager of Corporate Planning
Department and Sustainability
Management Department

Managing Officer

Yuji Araki

General Manager of Finance Department

Managing Officer

Satoru Kondou

General Manager of Residential
Management Department-23-

(2) Summary of the Liability Limitation Contract
In accordance with the provisions in Article 427, Paragraph 1 of the Companies Act, the Company has
concluded a contract with each Director (excluding Executive Directors, etc.) and each Audit and Supervisory
Board Member to limit their liability for damages specified in Article 423, Paragraph 1 of the Companies Act.
The amount of the limit for the liability for damages under this contract shall be the amount specified by laws
and regulations.
(3) Summary of the Directors and Officers Liability Insurance Contract
The Company has entered into a Directors and Officers Liability Insurance contract with an insurancecompany pursuant to Paragraph 1, Article 430-3 of the Companies Act. The insurance covers litigation expenses
and legal damages to be borne by the insured arising from the execution of his or her duties. As a measure toprevent impairment of the appropriateness of the execution of the duties of the insured, the insurance contract
does not cover damage, etc. arising from the insured’s criminal acts.
The parties insured under the Directors and Officers Liability Insurance contract are Directors, Audit andSupervisory Board Members, and Executive Officers of the Company, and the premiums for all insured shall beborne by the Company.
(4) Compensation to Directors and Audit and Supervisory Board Members pertaining to the fiscal year underreview
1) Policy, etc. on determining details of compensation for officers
At the meeting of the Board of Directors held on March 10, 2021, the Company passed a resolution on thedecision policy pertaining to details of compensation for individual Directors (hereinafter, “the decisionmaking policy”). Compensation for Audit and Supervisory Board Members is determined by deliberation
among Audit and Supervisory Board Members.
Based on its corporate philosophy, “Trust beyond the era,” the Company aims to achieve sustainable growth
and the enhancement of corporate value over the medium to long term. Regarding compensation for
Directors (excluding External Directors), we have created a compensation system that links a certain ratio ofcompensation with the business performance and stock price with the aim of raising awareness with respect
to increasing corporate value not only in the short term but also in the medium to long term.
Compensation for Directors (excluding External Directors) consists of fixed compensation, performancelinked compensation, and share-based compensation, and the payment ratios are set appropriately based on
the policy shown below. Compensation for External Directors and Audit and Supervisory Board Members
consists solely of fixed compensation in consideration of their duties.
The amount of compensation for each Director is determined by the Board of Directors following
consultation with the Nomination/Compensation Advisory Committee. Determination of details ofcompensation for individual Directors is delegated by resolution of the Board of Directors, as described in(3) below.

Policy regarding the determination of payment ratios by type of compensation for Directors (excluding
External Directors)
Performance-linked
compensation
Short-term incentives
Linked to single-year
performance

Share-based
compensation
Long-term incentives

50-60%

30-40%

5-10%

MonthlyMonthly

In principle, uponretirement

Category

Fixed compensation

Positioning

Basic compensation

Variability-

Ratio to compensation(target)Timing of compensation
payment-24-

Linked to stock priceWith regard to the details of compensation for individual Directors pertaining to the fiscal year under review,
a compensation plan was prepared based on the decision-making policy and the resolution of the General
Meeting of Shareholders as described in (2) below, and compensation was determined following consultation
with the Nomination/Compensation Advisory Committee. Therefore, the Board of Directors has deemed thatthe details of compensation for individual Directors pertaining to the fiscal year under review are inaccordance with the decision-making policy.
2) Matters regarding resolutions of the General Meeting of Shareholders concerning details of compensation for
Directors and Audit and Supervisory Board Members
1. Fixed compensation
The 190th Ordinary General Meeting of Shareholders held on March 28, 2008 passed a resolution to limit
compensation for Directors to not more than ¥35 million a month, and to limit compensation for Audit andSupervisory Board Members to not more than ¥8 million a month. At the conclusion of said Ordinary
General Meeting of Shareholders, the number of Directors was eighteen and the number of Audit andSupervisory Board Members was four.
2. Performance-linked compensation
The 195th Ordinary General Meeting of Shareholders held on March 28, 2013 passed a resolution to
introduce a performance-linked compensation system for Directors (excluding External Directors) toincrease motivation and morale of Directors for improving business performance for each fiscal year, and tolimit performance-linked compensation to not more than 1% of consolidated ordinary income and not morethan 2% of consolidated net income (net income attributable to owners of the parent) for the previous fiscal
year. This index was selected for the reason that the Company believes that it appropriately represents theCompany’s business performance in light of the characteristics and description of the Company’s business.
The number of Directors (excluding External Directors) at the conclusion of said Ordinary General Meetingof Shareholders was seven.
3. Share-based compensation
The 200th Ordinary General Meeting of Shareholders held on March 28, 2018 passed a resolution to
introduce the Board Benefit Trust (BBT), a share-based compensation plan for the Company’s Directors(excluding External Directors) with the aim of more strongly motivating Directors, etc. to contribute toenhancing the Company’s corporate value in the medium to long term. The number of Directors (excluding
External Directors) at the conclusion of said Ordinary General Meeting of Shareholders was eight.
The summary of the share-based compensation plan is as follows.
 The share-based compensation plan is one in which shares of the Company are acquired through atrust, funded by money to be contributed by the Company; and shares of the Company and money
equivalent in value to the market value of the shares of the Company are delivered through the trust
pursuant to the Rules for Share Delivery to Officers. The establishment of these Rules has been
resolved by the Board of Directors following consultation with the Nomination/Compensation
Advisory Committee.
 Specifically, a number of points are granted to each Director (excluding External Directors) eachfiscal year, determined in consideration of the position held, to a maximum of 40,000 shares (40,000
points) for each fiscal year, and shares of the Company and money equivalent in value to the market
value of the shares of the Company are delivered in accordance with the number of points
accumulated at the time of retirement from office.
3) Matters regarding delegation pertaining to determining the details of compensation for individual Directors
Based on delegation by resolution of the Board of Directors, the person in the office of Representative Director,
President and Chief Executive Officer, compiles a draft for fixed compensation and performance-linked
compensation for individual Directors in accordance with their positions and responsibilities each fiscal term
based on the decision-making policy and the resolutions of the General Meeting of Shareholders described in(2) above, and determines specific details of compensation for individual Directors following consultation with
the Nomination/Compensation Advisory Committee (consisting of seven members, the majority of whom (4)-25-are External Directors and the remainder of whom (3) are Directors (excluding External Directors). The reason
for delegation to the Representative Director, President and Chief Executive Officer is that the person in theoffice is the most suitable person to conduct an evaluation that comprehensively takes into account the businessperformance of the Company and the responsibilities, etc. of Directors.
The person to whom the Board of Directors delegated the determination of specific details of compensation for
individual Directors for the fiscal year under review is Representative Director, President and Chief Executive
Officer, Mr. Hitoshi Nomura. Specific details of the amounts of compensation for individual Directors for the
fiscal year ended December 31, 2022 were determined, following the procedures described above.
4) Total amount of compensation to Directors and Audit and Supervisory Board Members

Category of officers

Number ofpayeespersons

Total amount by
category of compensation, etc.
Fixed
PerformanceShare-based
compensation
linkedcompensationcompensation(Nonmillion yen
monetary
million yen compensation)

Total amount
paid
million yen

million yen

Directors
12
309
171
37
518
[External, inclusive]
[4]
[38]
[-]
[-]
[38]
Audit and Supervisory
4
67
[-]
[-]
67
Board Members
[2]
[15]
[-]
[-]
[15]
[External, inclusive]
Total
16
377
171
37
586
[External, inclusive]
[6]
[54]
[-]
[-]
[54]
(Notes) 1. Performance-linked compensation for the fiscal year under review is limited to not more than 1% ofconsolidated ordinary income and not more than 2% of consolidated net income (net income
attributable to owners of the parent) for the previous fiscal year. The actual results of these indicators
were consolidated ordinary income of ¥46,270 million and consolidated net income of ¥34,965 million.
2. Share-based compensation falls under “non-monetary compensation.”
3. The amount of share-based compensation is the provision for share awards for directors (and otherofficers) based on the Board Benefit Trust (BBT) for the fiscal year under review. The basis forcalculating the provision for share awards for directors (and other officers) is the book value of theCompany’s shares acquired through a trust, funded by money to be contributed by the Company.

-26-

(5) External Officers
1. Important concurrent positions
Category
NameExternal Director
Shuichi Hattori

External Director

Concurrent office
Hattori General Law Firm
OZ Corporation
NIHON CHOUZAI Co.,
Ltd.
United Foods International
Co., Ltd.

Yoshimitsu Onji

Sotetsu Holdings Co., Ltd.
Sanyu Appraisal
Corporation

External Director

External Audit andSupervisory Board Member

Takeo Nakano

Outside Audit andSupervisory Board
MemberOutside Director
Outside Director

Shouohkai Foundation

Chairman

OMOTESANDO SOGOLAW OFFICE
Institution for a Global
Society Corporation

Sayaka Hieda

Outside Director

External Director

Lion Corporation
External Audit andSupervisory Board Member

LawyerCEO

FUJIYA CO., LTD.

Yamaguchi Certified Public
Accountant Office
KYORIN Holdings, Inc.

Takao Yamaguchi

Title

Certified public accountant
Outside Corporate Auditor
External Audit &Supervisory Board
MemberLawyerAudit & Supervisory Board
Member (Independent)(Notes) 1. The Company and Sanyu Appraisal Corporation have real estate research transactions, and the amount of transactions with
Sanyu Appraisal Corporation in the fiscal year ended December 31, 2022 was less than ¥1 million.
2. Shouohkai Foundation is the entrusted provider of medical examination services, etc. to the Company, and the annual
amount of payment was less than ¥11 million in the fiscal year ended December 31, 2022. The Company donates toShouohkai Foundation, and the annual donation amount for the fiscal year ended December 31, 2022 was less than ¥1
million.
3. There are no special relationships of interest between the Company and the concurrent offices listed above.

2. Main activities in the fiscal year under review
Category

NameExternal Director

Shuichi
Hattori

External Director

Yoshimitsu
Onji

Summary of attendance of meetings, remarks, and duties
performed regarding expected roles
Participated in 13 out of 14 meetings of the Board of Directors held
during the fiscal year under review. He is expected to contribute to
the strengthening of the Company’s governance system through theenhancement of supervisory functions over the execution of duties byDirectors from an independent point of view, leveraging his
specialized knowledge and experience as a lawyer. He provided
opinions on agendas and issues at meetings of the Board of Directors
by harnessing his knowledge and experience as necessary. In
addition, he served as a member of the Nomination/Compensation
Advisory Committee.
Participated in all 14 meetings of the Board of Directors held during
the fiscal year under review. He is expected to contribute to thestrengthening of the Company’s governance system through theenhancement of supervisory functions over the execution of duties byDirectors from an independent point of view, leveraging his
considerable management experience and wide-ranging insight. He
provided opinions on agendas and issues at meetings of the Board of
Directors by harnessing his knowledge and experience as necessary.
In addition, he served as a member of the Nomination/Compensation
Advisory Committee.

-27-

Category

Name

External Director

Takeo
NakanoExternal Director

YumikoKinoshita

Category

Summary of attendance of meetings, remarks, and duties
performed regarding expected roles
Participated in all 14 meetings of the Board of Directors held during
the fiscal year under review. He is expected to contribute to thestrengthening of the Company’s governance system through theenhancement of supervisory functions over the execution of duties byDirectors from an independent point of view, leveraging his
considerable management experience and wide-ranging insight. He
provided opinions on agendas and issues at meetings of the Board of
Directors by harnessing his knowledge and experience as necessary.
In addition, he served as a member of the Nomination/Compensation
Advisory Committee.
Participated in all 14 meetings of the Board of Directors held during
the fiscal year under review. She is expected to contribute to thestrengthening of the Company’s governance system through theenhancement of supervisory functions over the execution of duties byDirectors from an independent point of view, leveraging herinternational perspective gained by working overseas, and her
extensive management and work experience at public-service
corporations. She provided opinions on agendas and issues atmeetings of the Board of Directors by harnessing her knowledge andexperience as necessary. In addition, she served as a member of theNomination/Compensation Advisory Committee.

Name

External Audit and Supervisory Takao
Board Member
Yamaguchi

External Audit and Supervisory
Sayaka Hieda
Board Member

Main activities
Participated in all 14 meetings of the Board of Directors and all 14
meetings of the Audit and Supervisory Board held during the fiscal
year under review. He provided opinions on agendas and issues byharnessing his specialized knowledge and experience as a certified
public accountant for the auditing duties of the Company asnecessary from an independent point of view.
Participated in all 14 meetings of the Board of Directors and all 14
meetings of the Audit and Supervisory Board held during the fiscal
year under review. She provided opinions on agendas and issues byharnessing her specialized knowledge and experience as a lawyer forthe auditing duties of the Company as necessary from an independent
point of view.

-28-Consolidated Balance Sheets
Item
AssetsCurrent assets
Cash and deposits
Notes and operating accounts receivable
Notes, operating accounts receivable, and contract assets
Real estate for sale
Real estate for sale in progress
Real estate for development
Other current assets
Allowance for doubtful accounts
Fixed assets
Property and equipment
Buildings and structures
Land
Construction in progress
Other property and equipment
Intangible assets
Leaseholds
Other intangible assets
Investments and other assets
Investment securities
Investments in silent partnerships
Long-term loans
Deferred income taxes
Lease and guarantee deposits
Net defined benefit asset
Other investments and other assets
Allowance for doubtful accounts
Total Assets
Note: Figures less than a million are rounded down.

-29-(Millions of yen)
As of December 31, 2022 As of December 31, 2021
552,531
82,44014,334
173,836
160,009
81,06940,934(93)
1,167,603
814,963
221,754
537,397
44,903
10,907
132,646
130,0422,604
219,993
128,701
3,638
458
2,001
21,4691,151
62,673(100)
1,720,134

481,21787,01014,041
133,251
139,389
71,57936,004(58)
1,169,553
813,251
223,618
539,786
38,536
11,309130,880
128,730
2,149
225,421
128,586
8,128
8
2,148
21,261
2,215
63,170(97)
1,650,770

(Millions of yen)
As of December 31, 2022 As of December 31, 2021

Item
Liabilities
Current liabilities
Short-term borrowings
Commercial papers
Current portion of bonds
Accounts payable, trade
Accrued income taxes
Provision for compensation for completed construction
Provision for bonuses
Provision for bonuses to directors
Provision for loss on guarantees
Provision for environmental measures
Deposits received under Real Estate Specified Joint
Enterprise Act
Other current liabilities
Long-term liabilities
Bonds
Long-term borrowings
Deferred income taxes
Deferred income taxes on land revaluation
Provision for board benefit trust
Provision for retirement benefits for directors
Guarantee deposits received
Net defined benefit liability
Deposits received under Real Estate Specified Joint
Enterprise Act
Other long-term liabilities
Total Liabilities
Net Assets
Shareholders’ equity
Capital stock
Capital surplus
Retained earnings
Treasury stock
Accumulated other comprehensive income
Valuation difference on available-for-sale securities
Deferred gains or losses on hedges
Revaluation reserve for land
Foreign currency translation adjustments
Remeasurements of defined benefit plans
Non-controlling interests
Total Net Assets
Total Liabilities and Net Assets
Note: Figures less than a million are rounded down.

-30-

199,461
52,04750,00010,00013,781
4,811
11
950
2
0

212,50283,72640,00013,849
11,094
10
945
2
30
26

-

4,500

67,856
1,063,834
245,000
630,520
17,64727,274259
98
78,08813,02358,316
1,010,607
255,000
575,676
19,861
23,663190
94
78,381
12,955

21,684

19,07630,236
1,263,296

25,7081,223,109

348,048
92,451
66,539189,501(443)
97,94550,332
43,187
4,604(179)
10,843456,838
1,720,134

324,955
92,451
66,587
166,356(439)
92,09954,276(17)
34,9592,144
736
10,605
427,661
1,650,770

Consolidated Statement of Income
From January 1, 2022 to
December 31, 2022
349,940

Item
Revenue from operations(Millions of yen)
From January 1, 2021 to
December 31, 2021
340,477

Cost of revenue

248,452

247,933

Gross profit

101,488

92,54337,00933,759Operating income

64,47858,784Non-operating income

6,307

6,881

Interest and dividend income

3,650

5,358

Equity in earnings of affiliated companies

1,825

-

830

1,523

Non-operating expenses

7,254

19,395Interest expenses

6,094

6,667

Borrowing fee

862

1,012

Share of loss of entities accounted for using equity method-

10,804

Bond issuance cost
Dividends paid under Real Estate Specified Joint
Enterprise Act
Provision for loss on guarantees

-

443

94

75

-

30

Other non-operating expenses

202

361

Ordinary income

63,531

46,270Extraordinary income

1,659

10,719Gain on sale of fixed assets

726

7

Gain on sale of investment securities

50

8,804

Gain on bargain purchase

870-

Gain on step acquisitions

12-

Gain on sale of investments in subsidiaries and affiliates

-

1,538

Gain on liquidation of subsidiaries and affiliates

-

367

2,440

754

9

3

Loss on disposal of fixed assets

139

208

Impairment loss

462

273

1,772

-

Loss on sale of investment securities-

2

Loss on valuation of investment securities

50

138

Loss on liquidation of subsidiaries and affiliates

6-

Loss on COVID-19 outbreak-

129

62,75015,5803,086
44,084
1,021
43,062

56,234
20,23164
35,938972
34,965

Selling, general and administrative expenses

Other non-operating income

Extraordinary loss
Loss on sale of fixed assets

Loss on reconstruction

Income before income taxes
Current income taxes
Deferred income taxes
Net income
Net income attributable to non-controlling interests
Net income attributable to owners of the parent
Note: Figures less than a million are rounded down.

-31-Consolidated Statement of Changes in Shareholders’ Equity(From January 1, 2022 to December 31, 2022)(Millions of yen)
Shareholders’ equity
Capital stock

Capital surplus

Balance at beginning of thecurrent term
Cumulative effects ofchanges in accounting
policies

92,451

66,587

Restated balance

92,451

Changes in items during
the term
Dividends from surplus
Net income attributable toowners of the parent
Reversal of revaluation
reserve for land
Acquisition of treasury
stock
Disposal of treasury stock
Change in ownershipinterest of parent due totransactions with noncontrolling interests
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes
during the term
Balance at end of thecurrent term

Retainedearnings

Treasury stock

Total
shareholders’equity(439)

324,955

166,356
22

66,587

22

166,378(439)

324,978(11,711)(11,711)43,06243,062(8,228)(8,228)

0

(4)

(4)

0

0

(48)

(48)

-

(47)

23,123(4)

23,07092,451

66,539189,501(443)

348,048

Accumulated other comprehensive income
Valuation difference on
available-forsale securities

Deferred
gains orlosses onhedgesBalance at beginning of the54,276(17)
current term
Cumulative effects ofchanges in accounting
policies(17)
54,276
Restated balance
Changes in items during
the term
Dividends from surplus
Net income attributable toowners of the parent
Reversal of revaluation
reserve for land
Acquisition of treasury
stock
Disposal of treasury stock
Change in ownershipinterest of parent due totransactions with noncontrolling interests
Net amount of changes in
items other than
(3,944)17
shareholders’ equity
Total amount of changes(3,944)17during the term
Balance at end of the50,332current term
Note: Figures less than a million are rounded down.

Revaluation
reserve for land

34,959Foreign currencytranslation
adjustments

2,144

Remeasurementsof defined benefit
plans

736

Total
accumulated
othercomprehensive
incomeNoncontrollinginterests

Total net
assets

92,09910,605

427,661
22

34,9592,144

736

92,09910,605

427,683(11,711)43,062(8,228)
(4)
0
(48)

8,228

2,460

(915)

5,846

238

6,084

8,228

2,460

(915)

5,846

238

29,15543,187

4,604

(179)

97,945

10,843456,838-32-

(From January 1, 2021 to December 31, 2021)(Millions of yen)
Shareholders’ equity

Balance at beginning of thecurrent term
Changes in items during
the term
Dividends from surplus
Net income attributable toowners of the parent
Reversal of revaluation
reserve for land
Acquisition of treasury
stock
Disposal of treasury stock
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes
during the term
Balance at end of thecurrent term

Capital stock

Capital surplus

92,451

66,587Retainedearnings

Treasury stock

Total
shareholders’equity(219)

300,242

141,422(10,038)(10,038)

34,96534,965

6

6

0

(234)

(234)

15

15

-

0

24,933(219)

24,71392,451

66,587

166,356(439)

324,955

Accumulated other comprehensive income
Valuation difference on
available-forsale securities

Deferred
gains orlosses onhedges

Revaluation
reserve for land

Balance at beginning of the54,928(42)
34,965current term
Changes in items during
the term
Dividends from surplus
Net income attributable toowners of the parent
Reversal of revaluation
reserve for land
Acquisition of treasury
stock
Disposal of treasury stock
Net amount of changes in
items other than
(652)
(6)
24
shareholders’ equity
Total amount of changes
(652)
(6)
24
during the term
Balance at end of the(17)
54,276
34,959current term
Note: Figures less than a million are rounded down.

-33-

Foreign currencytranslation
adjustments(850)

Remeasurementsof defined benefit
plans

120

Total
accumulated
othercomprehensive
incomeNoncontrollinginterests

Total net
assets89,122

9,765

399,129(10,038)
34,965
6
(234)
15
2,994

616

2,977

840

3,818

2,994

616

2,977

840

28,531

2,144

736

92,09910,605

427,661Non-Consolidated Balance Sheets(Millions of yen)
As of December 31, 2022 As of December 31, 2021

Item
AssetsCurrent assets
Cash and deposits
Accounts receivable, trade
Investments in leases
Real estate for sale
Real estate for sale in progress
Real estate for development
Advance payments, trade
Advance expenses
Short-term loans receivable
Other current assets
Allowance for doubtful accounts
Fixed assets
Property and equipment
Buildings
Structures
Machinery and equipment
VehiclesFurniture and equipment
Land
Leased assets
Construction in progress
Other property and equipment
Intangible assets
Leaseholds
Other intangible assets
Investments and other assets
Investment securities
Shares and investments in subsidiaries and affiliates
Investments in other securities of affiliated companies
Investments in silent partnerships
Investments in silent partnerships of subsidiaries andaffiliates
Long-term loans to subsidiaries and affiliates
Lease and guarantee deposits
Other investments and other assets
Allowance for doubtful accounts
Allowance for investment loss
Total Assets
Note: Figures less than a million are rounded down.

-34-

483,195
58,954
7,499
3,568
117,096
159,806
80,8991,227
2,555
24,19027,465(68)
1,060,317
700,887
136,762
2,364
997
92
1,427
512,726
1
44,0842,429
39,30339,262
40
320,126
94,39584,226
14,6691,242

413,320
66,547
7,718
3,625
80,514
139,384
71,7382,084
2,292
17,66821,776(30)
1,061,664
699,109
139,514
2,295
1,056
113
1,152
514,2582
38,2902,425
37,89037,84842324,664
94,75582,176
14,246
1,277

60,113

63,77824,326
11,95730,012(77)(738)
1,543,513

27,697
11,944
28,867(80)
1,474,985

(Millions of yen)
As of December 31, 2022 As of December 31, 2021

Item
Liabilities
Current liabilities
Short-term borrowings
Commercial papers
Current portion of bonds
Lease obligations
Accounts payable, trade
Accrued expenses
Accrued income taxes
Contract liabilities
Advances received
Deposits received
Provision for bonuses
Provision for loss on guarantees
Provision for environmental measures
Deposits received under Real Estate Specified Joint
Enterprise Act
Other current liabilities
Long-term liabilities
Bonds
Long-term borrowings
Lease obligations
Deferred income taxes
Deferred income taxes on land revaluation
Accrued severance indemnities
Provision for board benefit trust
Provision for loss on guarantees
Guarantee deposits received
Deposits received under Real Estate Specified Joint
Enterprise Act
Asset retirement obligations
Other long-term liabilities
Total Liabilities
Net Assets
Shareholders’ equity
Capital stock
Capital surplus
Legal capital reserve
Other capital surplus
Retained earnings
Other retained earnings(Reserve for reduction entry of property replacement)(Reserve for open innovation promotion)(Retained earnings brought forward)
Treasury stock
Valuation and translation adjustments
Valuation difference on available-for-sale securities
Revaluation reserve for land
Total Net Assets
Total Liabilities and Net Assets
Note: Figures less than a million are rounded down.

-35-

200,232
74,57550,00010,00012
9,423
11,565
1,206
24,2573,504
14,130299
0198,957
89,82840,000
14
7,619
9,648
8,826
23,051
13,820
280
30
26

1,257
917,573
245,000
504,12920
13,64927,274
8,283
259
3,293
72,5414,500
1,312
869,071
255,000
452,824
39
14,677
23,663
8,286
190
2,228
74,107

21,684

19,076

2,338
19,097
1,117,805

2,333
16,642
1,068,029

337,461
92,451
63,72963,7290
181,728
181,7285,802
75
175,850(448)
88,24745,05943,187425,708
1,543,513

325,381
92,451
63,72963,7290
169,644
169,644
5,817
75
163,751(443)
81,574
46,61434,959406,956
1,474,985

Non-Consolidated Statement of Income
Item
Revenue from operations
Revenue from building business
Revenue from residential business
Revenue from other businesses
Cost of revenue
Cost of building business
Cost of residential business
Cost of other businesses
Gross profit
Selling, general and administrative expenses
Operating income
Non-operating income
Interest and dividend income
Other non-operating income
Non-operating expenses
Interest expenses
Borrowing fee
Bond issuance cost
Dividends paid under Real Estate Specified Joint
Enterprise Act
Provision for loss on guarantees
Provision of allowance for doubtful accounts
Other non-operating expenses
Ordinary income
Extraordinary income
Gain on sale of fixed assets
Gain on sale of investment securities
Gain on sale of investments in capital of subsidiaries
and associates
Gain on liquidation of subsidiaries and affiliates
Extraordinary loss
Loss on sale of fixed assets
Loss on disposal of fixed assets
Impairment loss
Loss on reconstruction
Loss on sale of investment securities
Loss on liquidation of subsidiaries and affiliates
Loss on valuation of investment securities
Loss on valuation of shares of subsidiaries andaffiliates
Provision of allowance for investment loss
Provision for loss on guarantees
Loss on COVID-19 outbreak
Income before income taxes
Current income taxes
Deferred income taxes
Net income-36-

From January 1, 2022 to
December 31, 2022
217,383
104,627
111,318
1,437
146,242
68,412
76,208
1,621
71,141
23,17847,962
5,680
5,265
414
6,133
5,369
629
-

(Millions of yen)
From January 1, 2021 to
December 31, 2021
219,005
117,376
100,194
1,434
151,107
77,21072,742
1,154
67,897
21,113
46,784
8,037
7,115
921
7,370
5,868
757
443

94

75

0
39
47,509
681
630
50

30
194
47,45010,931
2
8,729

-

1,816

2,495
9
62
22
547
50

383
16,239
0
95
29
2
0
110

-

13,757738
1,065
45,694
10,2803,390
32,0232,228
15
42,142
16,511
66
25,564

Note: Figures less than a million are rounded down.

-37-Non-Consolidated Statement of Changes in Shareholders’ Equity(From January 1, 2022 to December 31, 2022)(Millions of yen)
Shareholders’ equity
Capital surplus

Retained earnings
Other retained earnings

Balance at beginning of thecurrent term
Changes in items during theterm
Dividends from surplus
Net income
Reversal of revaluation
reserve for land
Reversal of reserve for
reduction entry of property
replacement
Acquisition of treasury
stock
Disposal of treasury stock
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes
during the term
Balance at end of the current
term

Capital
stock

Legal
capitalreserve

Other
Capitalsurplus

Total
Capitalsurplus92,451

63,729063,729Reserveforreduction entryofproperty
replacementReservefor openinnovationpromotion

Retainedearnings
brought
forwardTotal
retainedearnings

5,817

75

163,751

169,644(11,711)32,023(8,228)(11,711)32,023(8,228)

15

-

(15)

0

0

-

-

0

0

(15)

-

12,09912,08392,451

63,729063,7295,802

75

175,850

181,728

Shareholders’ equity
Total
Treasury shareholders’stockequityValuation and translation adjustments
Valuation difference on
available-forsale securities

Balance at beginning of the(443)
325,381current term
Changes in items during theterm
Dividends from surplus(11,711)Net income
32,023
Reversal of revaluation(8,228)reserve for land
Reversal of reserve for
reduction entry of property
replacement
Acquisition of treasury
(4)
(4)
stock
Disposal of treasury stock00
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes(4)12,079during the term
Balance at end of the current(448)
337,461
term
Note: Figures less than a million are rounded down.

46,614

Revaluation Total valuation
reserve for and translation
land
adjustments

34,95981,574

Total net
assets406,956(11,711)32,023(8,228)
(4)
0

-38-

(1,555)

8,228

6,673

6,673

(1,555)

8,228

6,673

18,75245,05943,187

88,247425,708

(From January 1, 2021 to December 31, 2021)(Millions of yen)
Shareholders’ equity
Capital surplus

Retained earnings
Other retained earnings

Balance at beginning of thecurrent term
Changes in items during theterm
Dividends from surplus
Net income
Reversal of revaluation
reserve for land
Reversal of reserve for
reduction entry of property
replacement
Provision of reserve foropen innovation promotion
Acquisition of treasury
stock
Disposal of treasury stock
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes
during the term
Balance at end of the current
term

Capital
stock

Legal
capitalreserve

92,451

63,729Other
Capitalsurplus

Total
Capitalsurplus-Reserveforreduction entryofproperty
replacementReservefor openinnovationpromotion

Retainedearnings
brought
forwardTotal
retainedearnings

5,833-

148,278

154,112(10,038)
25,564
6(10,038)
25,564
6

15

-

75

(75)

-

63,729

(15)

0

0

-

-

0

0

(15)

75

15,472

15,532

92,451

63,729063,7295,817

75

163,751

169,644

Shareholders’ equity
Total
Treasury shareholders’stockequityValuation and translation adjustments
Valuation difference on
available-forsale securities

Balance at beginning of the(223)
310,069
current term
Changes in items during theterm
Dividends from surplus(10,038)
Net income
25,564
Reversal of revaluation
6
reserve for land
Reversal of reserve for
reduction entry of property
replacement
Provision of reserve foropen innovation promotion
Acquisition of treasury
(234)
(234)
stock
Disposal of treasury stock
15
15
Net amount of changes in
items other thanshareholders’ equity
Total amount of changes(219)
15,312during the term
Balance at end of the current(443)
325,381term
Note: Figures less than a million are rounded down.

47,282

Revaluation Total valuation
reserve for and translation
land
adjustments

34,96582,248

Total net
assets392,317(10,038)
25,564
6
(234)
15

-39-

(667)

(6)

(673)

(673)

(667)

(6)

(673)

14,63846,61434,95981,574

406,956