Note: This document has been translated from the Japanese original, for reference purposes only. In the event ofany discrepancy between this translated document and the Japanese original, the original shall prevail. The
Company assumes no responsibility for this translation or for direct, indirect, or any other forms of damages
arising from the translation.

Annual Securities Report
From April 1, 2022, to March 31, 2023
(The 79th Fiscal Year)

1. This document is an English translation of the Annual Securities Report (“Yukashoken Hokokusho”) filed via theElectronic Disclosure for Investors’ Network (“EDINET”) system as outlined in Article 27-30-2 of the Financial
Instruments and Exchange Act of Japan on June 28th, 2023. The translation includes a table of contents and paginationthat are not included in the electronic filing.

2. Appended to the back of this document, are English translations of the auditors’ report that was attached to the Annual
Securities Report when it was filed using the aforementioned method, and the internal control report that was filed at
the same time as the Annual Securities Report.

Japan Airport Terminal Co., Ltd.
(E03863)

Certain References and Information
This report is prepared for overseas investors and is based on the contents of the Annual Securities Report (“Yukashoken
Hokokusho”) of Japan Airport Terminal Co., Ltd. filed with the Director-General of the Kanto Local Finance Bureau ofJapan on June 28, 2023.
In this report, Japan Airport Terminal Co., Ltd. is hereinafter referred to as the “Company” and together with its
consolidated subsidiaries as the “Group.”
The accompanying consolidated financial statements of the Company and the Group have been prepared by accounting
principles generally accepted in Japan, which differ in certain respects from International Financial Reporting Standards(IFRS) in the application and disclosure requirements.
Amounts less than one million yen have been rounded down in the presentation of the accompanying consolidated
financial statements. In addition, certain amounts have been reclassified from the previous year’s financial statements toconform to the current year’s presentation.

Cautionary Statement concerning forward-looking statements:
This report contains forward-looking statements that reflect management’s views and assumptions in light of theinformation currently available concerning certain future events, including expected financial position, operating results,
and business strategies. These statements can be identified by the use of terms such as “will,” “believes,” “should,”“projects,” “plans,” “expects” and similar terms and expressions that identify future events or expectations. Actual results
may differ materially from those projected, and the events and results of such forward-looking assumptions cannot be
assured. Any forward-looking statements speak only as of the date of this report, and the Company assumes no duty to
update such statements.

Contents
CoverPart I. Company Information ……………………………………………………………………………......

1

Item 1. Overview of the Company and Its Consolidated Subsidiaries ………………………………....

1

1. Summary of Business Results ……………………………………………………………............

1

2. History ……………………………………………………………………………………….......

3

3. Description of Business ………………………………………………………………………….

4

4. Overview of Subsidiaries and Affiliates ………………………………………………….............

5

5. Employees ……………………………………………………………………………………….

7

Item 2. Business Overview ……………………………………………………………………………...

9

1. Management Policy, Business Environment and Tasks Ahead, etc. ………………………………

9

2. Sustainability policy and initiatives …………………………………………………………….

12

3. Risk Factors …………………………………………………………………………………........

18

4. Analyses of Consolidated Financial Position, Operating Results, and Cash Flows
from the management’s perspective …………………………………………….……………….

21

5. Material Agreements, etc. ………………………………………………………………………...

28

6. Research and Development Activities ……………………………………………………………

28

Item 3. Property, Plants, and Equipment …………………………………………………………………

29

1. Overview of Capital Investments ……………………………………………………….……….

29

2. Major Facilities ………………………………………………………………………………….

29

3. Plans for Capital Investment, Disposal of Property, Plants, and Equipment, etc. ………………….

30

Item 4. Information on the Company ……………………………………………………………………

31

1. Information on the Company’s Share, etc. ……………………………………………………….

31

2. Acquisitions, etc. of Treasury Stock ……………………………………………………………...

34

3. Dividend Policy ………………………………………………………………………………….

34

4. Corporate Governance, etc. ………………………………………………………………............

35

Item 5. Financial Information …………………………………………………………………………...

63

1. Consolidated Financial Statements, etc. ………………………………………………………….

64

A. Consolidated Financial Statements …………………………………………………………...

64

B. Others ………………………………………………………………………………………...

105

2. Non-Consolidated Financial Statements, etc. …………………………………………………….

106

A. Non-Consolidated Financial Statements ……………………………………………………...

106

B. Primary assets and liabilities ………………………………………………………………….

121

C. Others ………………………………………………………………………………………...

121

Item 6. Stock-Related Administration for the Company ………………………………...........................

122

Item 7. Reference Information on the Company ………………………………………….......................

123

1. Information on the Parent Company ……………………………………………………………...

123

2. Other Reference Information …………………………………………………………..................

123

Part II. Information on Guarantors, etc., for the Company ………………………………………………...

123[Independent Auditors’ Report][Internal Control Report]

Cover【Document title】

Annual Securities Report (“Yukashoken Hokokusho”)【Clause of stipulation】

Article 24, Paragraph 1 of the Financial Instruments andExchange Act of Japan【Place of filing】

Director-General of the Kanto Local Finance Bureau【Filing date】

June 28, 2023

【Fiscal year】

The 79th Fiscal Year (from April 1, 2022 to March 31, 2023)【Company name】

Nihon Kuko Building KK.

【Company name in English】

Japan Airport Terminal Co., Ltd.

【Title and name of representative】

Nobuaki Yokota, President and COO【Address of registered head office】

3-3-2, Hanedakuko, Ohta-ku, Tokyo, Japan【Telephone number】+81 (0)3 5757-8020【Name of contact person】

Isamu Jinguji, Senior Managing Executive Officer【Nearest place of contact】

3-3-2, Hanedakuko, Ohta-ku, Tokyo, Japan【Telephone number】+81 (0)3 5757-8020【Name of contact person】

Isamu Jinguji, Senior Managing Executive Officer【Place for public inspection】

Tokyo Stock Exchange, Inc.
(2-1, Nihombashi Kabutocho, Chuo-ku, Tokyo, Japan)

Part I. Company Information
Item 1. Overview of the Company and Its Consolidated Subsidiaries
1. Summary of Business Results(1) Consolidated
Fiscal year
Year ended
Net sales
Income before income taxes and equity in earnings ofaffiliated companies
Net profit attributable to the company
Comprehensive income attributable to the company
Net assets
Total assets
shareholders’ equity per share(Yen)
Net profit attributable to the
Basic
(Yen)
company per share
Diluted (Yen)shareholders’ equity ratio(%)
Return on equity(%)
Price-earnings ratio(Times)Net cash provided by operating activities
Net cash used in investing activities
Net cash provided by (used in) financing activities
Cash and cash equivalents, end of year
Number of employees(Persons)[Separately,
averagenumberoftemporary employees]

75th
March 31,2019
273,618
20,37976th
March 31,2020
249,756
8,705

33,00436,748201,390484,654
2,011.61
406.31388.03
33.71
22.24
11.51
34,288-8,48919,15287,273
2,906[1,450]

5,012
4,119
201,899
521,3632,001.83
61.71
60.20
31.19
3.08
67.65
20,222-57,334
21,644
71,795
3,095[1,389](Millions of yen, unless otherwise stated)
77th
78th
79th
March 31, March 31, March 31,
2021
2022
2023
52,572
57,057113,050-57,320-43,861-12,064-36,578-62,212
195,544
519,193
1,910.83-445.92
34.28-4,387-25,268
78,228120,355
3,110
[708]

-25,217-39,533
156,009463,878
1,655.32-270.75
33.24-9,305-4,926-9,035
97,1282,729[399]-3,901-15,056
140,951446,955
1,613.62-41.8933.62
16,326-10,627-12,641
90,241
2,499[471]

Notes:
1) The Accounting Standard for Revenue Recognition (ASBJ Statement No. 29, March 31, 2020) and others have been applied fromthe beginning of the 78th fiscal year, and the key management indicators, etc. for the 78th fiscal year and thereafter are those after
the application of the said accounting standard and others.
2) Diluted net profit per share for the 77th fiscal year is not shown in the above table because a net loss per share was recorded, although
there are residual shares. Diluted net profit per share for the 78th and 79th fiscal years is not shown in the above table because there
are no residual shares.
3) Return on equity and price-earnings ratios for the 77th, 78th, and 79th fiscal years are not shown due to the net loss attributable toowners of the parent.

-1-(2) The Company
Fiscal year
Year ended
Net sales
Ordinary profit
Net profit
Capital stock
Number of common shares issued(Thousandsof shares)

75th
March 31,2019
188,1217,517
5,460
17,48984,47676th
March 31,2020
174,2691,250
759
17,48984,476(Millions of yen, unless otherwise stated)
77th
78th
79th
March 31, March 31, March 31,
2021
2022
2023
53,17853,166
88,212-15,827-4,4859,156-11,931-4,385
5,308
38,12638,12638,126
93,145
93,145
93,145

Net assets
105,384
100,830
142,979
139,115
143,571
Total assets
246,452
282,426
320,019
296,480
306,436
Net assets per share(Yen)
1,297.38
1,241.32
1,535.16
1,493.67
1,541.52
Cash dividend per share
(Yen)
45
32
16
[Of the above interim dividend per share] (Yen)
[23]
[22]
[-]
[-]
[-]
Net profit per share
(Yen)
67.23
9.34
-145.45-47.0957.00
Net profit per share reflecting the (Yen)
64.03
9.04
potential dilution
Total equity ratio
(%)
42.76
35.70
44.68
46.92
46.85
Return on equity
(%)
5.20
0.74
3.76
Price-earnings ratio(Times)69.54
446.78115.79Dividend payout ratio
(%)
66.94
342.4428.07
Number of employees(Persons)
295
290
264
251
272
[Separately, average number of temporary
[-]
[-]
[-]
[-]
[-]
employees]
Total shareholders return
(%)
116.1
104.6
135.7
139.4
164.6
[Of TOPIX Machine Index](%)[95.0][85.9][122.1][124.6][131.8]Highest share price of each fiscal year
(Yen)
5,790
6,240
6,920
6,280
6,960
Lowest share price of each fiscal year
(Yen)
3,480
3,450
3,600
4,310
4,900
Notes:
1) The Accounting Standard for Revenue Recognition (ASBJ Statement No. 29, March 31, 2020) and others have been applied fromthe beginning of the 78th fiscal year, and the key management indicators, etc. for the 78th fiscal year and thereafter are those after
the application of the said accounting standard and others.
2) Diluted net profit per share for the 77th fiscal year is not shown in the above table because a net loss per share was recorded,
although there are residual shares. Diluted net profit per share for the 78th and 79th fiscal years is not shown in the above tablebecause there are no residual shares.
3) Return on equity and price/earnings ratio for the 77th and 78th fiscal years are not shown due to the net loss for the period.
4) Share prices in the table are quoted from the Tokyo Stock Exchange Prime Market from April 4, 2022, and from the First Sectionof the Tokyo Stock Exchange before April 4, 2022.

-2-

2. History
July 1953
May 1955
January 1972
May 1974
March 1978
October 1979
February 1988
February 1990
September 1991
January 1993
September 1993
June 1994
March 1998
July 1999
July 2004
July 2004
December 2004
February 2005
June 2006
February 2007
April 2007
July 2009
July 2009
October 2010
October 2010
October 2010

January 2011
November 2011
April 2013
September 2014
April 2016
October 2017
April 2018
July 2018
September 2019
December 2019
March 2020
April 2020
April 2022

Japan Airport Building Co., Ltd. was established with a capital of 150 million yen for the construction of a newterminal building with private capital based on the policy of the Minister of Transport in January 1953.
The terminal building of Tokyo International Airport opened.
Nihon Kamaburo Kanko Co. (currently a consolidated subsidiary of Japan Airport Logitem Co.) was established.
Japan Airport Technical Service Corporation (renamed Airport Max Co., Ltd.) was established.
Narita Sales Office was opened with the opening of the New Tokyo International Airport (now Narita
International Airport).
Headquarters moved to Marunouchi, Chiyoda-ku, Tokyo.
Tokyo Airport Restaurant Corporation, Cosmo Enterprise Corporation, and Kokusai Kyosho Co. wereconsolidated through the purchase of additional shares.
Listed on the Second Section of the Tokyo Stock Exchange.
Listed on the First Section of the Tokyo Stock Exchange.
Big Wing Inc. (currently a consolidated subsidiary) was established.
Terminal 1 of Tokyo International Airport opens.
Osaka Sales Office opened with the opening of Kansai International Airport.
Tokyo International Airport International Passenger Terminal Building opened.
Establishment of Japan Airport Techno Corporation (now a consolidated subsidiary)
Headquarters moved to Haneda Airport Terminal 1, Ota-ku, Tokyo
Haneda Airport Enterprise Co. (currently a consolidated subsidiary) and Narita Airport Enterprise Co. were
established.
Terminal 2 of Tokyo International Airport opens
Chubu sales office opened with the opening of Chubu International Airport.
Tokyo International Air Terminal Corporation (currently a consolidated subsidiary) is established through joint
investment.
The extension of Terminal 2 (South Pier) at Tokyo International Airport begins operations.
Haneda Airport Security Co. (currently a consolidated subsidiary) and Haneda Passenger Service Co. (currently
a consolidated subsidiary) were established.
Airport Max Co., Ltd. and Japan Airport Techno Co., Ltd. merged (now Japan Airport Techno Co. (now aconsolidated subsidiary))
Integration of Haneda Airport Enterprises, Inc. and Narita Airport Enterprises, Inc. (now Haneda Airport
Enterprise Co.)
Established Japan Airport Ground Handling Co., Ltd. (now a consolidated subsidiary) as a joint venture.
Terminal 2 Extension (south side of main building) opens.
With the opening of the new international terminal (currently Terminal 3) at Tokyo International Airport, thecompany began to provide consignment and wholesale services. and wholesale services, etc., in conjunction
with the opening of the new international terminal.
Japan Airport Terminal Trading (Chengdu) Co., Ltd. establishedRenovation work completed at Tokyo International Airport’s Terminal 1 (the departure area and the roof area)
The extension of Terminal 2 (South Pier 3) at Tokyo International Airport is put into operation.
Japan Duty-Free Fa-So-La Isetan Mitsukoshi Ltd. was established as a joint venture (currently a consolidated
subsidiary)
Air BIC Inc. (currently a consolidated subsidiary) is established through joint investment.
LANI KE AKUA PACIFIC, INC. (currently a consolidated subsidiary) is established.
Tokyo International Air Terminal Corporation becomes a consolidated subsidiary through the issuance of newshares to third parties.
Establishment of Haneda Mirai Research Institute Co.
Renovation of Tokyo International Airport Terminal 1 completed (B1 and 1F)
Tokyo International Airport’s International Terminal (now Terminal 3) opens in the northern expansion area.
International flight facilities at Terminal 2 of Tokyo International Airport begin operations.
Integration of Cosmo Enterprise Corporation and C.T.T. Corporation (currently a consolidated subsidiary of
Cosmo Enterprise Corporation) (now Cosmo Enterprise Co.)
Moved from the First Section of the Tokyo Stock Exchange to the Prime Market due to a revision of the market
classification of the Tokyo Stock Exchange.

-3-3. Description of Business
The Group (the Company, its subsidiaries, and affiliates) consists of the Company (Japan Airport Terminal Co., Ltd.),
24 subsidiaries, and 14 affiliates, and is engaged in facility management and operations, including the management andoperation of passenger terminals at Haneda Airport and the provision of services to domestic and international passengers,
as well as merchandise sales and restaurant businesses. We also provide merchandise sales at Narita Airport, Kansai
Airport, Chubu Airport, and other airports.
The positioning of our Group companies and their business activities are as follows.
Facility management
The Company and its subsidiary, Tokyo International Air Terminal Corporation, are engaged in the management andoperation of passenger terminal facilities, primarily the leasing of facilities to airlines and other aviation-relatedcompanies, and the maintenance and operation business.
The Japan Airport Techno Co., Ltd. and six affiliates are engaged in the maintenance, repair, operation, security,
cleaning, passenger transportation, and ground handling of passenger terminal facilities. The BIG WING Co., Ltd. andthree other subsidiaries provide services such as advertising agency and passenger services at passenger terminals.
The Haneda Future Research Institute Inc. and one other subsidiary and four affiliates are principally engaged in the
airport management consulting business in Japan and overseas.
Merchandise sales
The Company, Tokyo International Air Terminal Corporation, 11 other subsidiaries, and 3 affiliates are engaged in themerchandise sales business, primarily selling merchandise to airline passengers at Haneda Airport, Narita Airport, andKansai Airport for domestic and international flights, and selling merchandise wholesale to airport companies, including
Chubu Airport.
The Japan Airport Logitem Co., Ltd., a subsidiary of the Company, is engaged in the transportation and warehousingof goods.
Food and beverage
The Company, Tokyo International Air Terminal Corporation, and four other subsidiaries provide food and beverage
services primarily to passengers of domestic and international flights at Haneda and Narita airports.
Cosmo Enterprise Co., Ltd. and one affiliate are engaged in the production and sale of in-flight meals and the production
and sale of frozen foods for international airlines at Haneda and Narita airports.

-4-4. Overview of Subsidiaries and Affiliates[Consolidated subsidiaries](Millions of yen, unless otherwise stated)
Commonstock,
investments

Principal
business

Ownershipof votingrights (%)

Company nameLocation

Tokyo Airport Restaurant Co., Ltd.

Ohta-ku,
Tokyo

990

Food
and
beverage

60.5

The lessee of facilities and equipment.
Directors serve concurrently.

Japan Duty-Free Fa-So-La Isetan
Mitsukoshi Co., Ltd. (Note:5)

Chuo-ku,
Tokyo

490

Merchandise
sales

67.5

The company’s products are purchased.
Directors serve concurrently.
The company provides financial support.

Haneda Future Research InstituteInc.

Ohta-ku,
Tokyo

200

Facilities
management

100.0

The Company’s business consulting services
are outsourced.
Directors serve concurrently.
The company provides financial support.

Cosmo Enterprise Co., Ltd.

Narita,
Chiba

180

Food
and
beverage

79.9

Lease of office and warehouse space to thecompany.
Directors serve concurrently.
The company provides financial support.

International Trade Inc.

Ohta-ku,
Tokyo

150

Merchandise
sales

100.0

The lessee of facilities and equipment.
Wholesale products to the company.
Directors serve concurrently.

Japan Airport Logitem Co., Ltd.

Ohta-ku,
Tokyo

150

Merchandise
sales

100.0

The lessee of facilities and equipment.
Transportation and inspection are entrusted.
Directors serve concurrently.

BIG WING Co., Ltd.

Ohta-ku,
Tokyo

150

Facilities
management

100.0

The lessee of facilities and equipment.
Advertising and other services
outsourced.
Directors serve concurrently.

Japan Airport Techno Co., Ltd.

Ohta-ku,
Tokyo

150

Facilities
management

100.0

The lessee of facilities and equipment.
Maintenance, management, cleaning, etc. ofcompany property under contract
Directors serve concurrently.

Tokyo International Air Terminal
Co., Ltd.
(Note:2,5,7)

Ohta-ku,
Tokyo

100

Facilities
management

51.0

The lessee of facilities and equipment.
The company’s products are purchased.
Outsourcing business operations to thecompany
The company provides financial support.

Air BIC Inc.
(Note:5)

Ohta-ku,
Tokyo

100

Merchandise
sales

51.0

The operation of the Company’s merchandise
sales business is entrusted.
Directors serve concurrently.
The company provides financial support.

Haneda Airport Enterprise Co., Ltd.

Ohta-ku,Tokyo

50

Merchandise
sales

100.0

The operation of the Company’s merchandise
sales business is entrusted.
Directors serve concurrently.

Haneda Airport Security Co., Ltd.

Ohta-ku,Tokyo

50

Facilities
management

100.0

Contracts for security services for thecompany’s facilities.
Directors serve concurrently.

Haneda Passenger Service Co., Ltd.

Ohta-ku,Tokyo

50

Facilities
management

100.0

The Company’s passenger services areoutsourced.
Directors serve concurrently.

Japan Airport Terminal Trading(Chengdu) Co., Ltd.

Sichuan,People's
Republic of
China

300

Merchandise
sales

100.0

Directors serve concurrently.

Lani Ke Akua Pacific Inc.

Hawaii,
UnitedStates

420 million
dollarsFood
andbeverage

100.0

n/a

-5-

RelationshipareCompany nameLocation

Commonstock,
investments

Principal
business

Ownershipof votingrights (%)

Relationship

Sakura Shokai Co., Ltd.

Ohta-ku,Tokyo

50

Facilities
management

100.0[100.0]Waste disposal at the company’s facilities iscontracted.
Directors serve concurrently.
The company provides financial support.

Hamashin Co., Ltd.

Ohta-ku,Tokyo

50

Merchandise
sales

100.0
[100.0]Wholesale products to the company.
Directors serve concurrently.

Japan Airport Ground Handling Co.,Ltd.

Ohta-ku,Tokyo

50

Facilities
management

100.0[100.0]

Directors serve concurrently.

Kaikan Kaihatu Co., Ltd. (Note:4)

Chuo-ku,
Tokyo

10

Food
and
beverage

50.0[50.0]The lessee of facilities and equipment.
Directors serve concurrently.

[Affiliated companies accounted for by the equity method](Millions of yen, unless otherwise stated)
Company nameLocation

Commonstock,
investments

Principal
business

Ownershipof votingrights (%)

Relationship

AGP CORPORATION(Note:6)

Ohta-ku,
Tokyo

2,038

Facilities
management

25.3

The lessee of facilities and equipment.

Japan Airport Delica Inc.

Ohta-ku,
Tokyo

100

Food
and
beverage

49.0

Wholesale products to the company.
Directors serve concurrently.
The company provides financial support.

Airport Transport Service Co., Ltd.
(Note:5)

Chuo-ku,
Tokyo

100

Facilities
management

28.0
[0.6]

Directors serve concurrently.
The company provides financial support.

Notes:
1) Segment names are listed in the Principal Business column.
2) Classified as a specified subsidiary.
3) The figures in brackets in the percentage of voting rights are indirect holdings and are included in the total number of voting rights.
Sakura Shokai Co., Ltd. and Japan Airport Ground Handling Co., Ltd. are owned by Japan Airport Techno Co., Hamashin Co., Ltd.
and Tokyo Airport Transportation Co., Ltd. are owned by Kokusai Kyosho, and Kaikan Kaihatsu Co., Ltd. is owned by Big Wing
Co.
4) Although the Company’s ownership interest is less than 50%, it is considered a subsidiary because the Company has significant
influence over the entity.
5) These companies had excess debt. As of March 31, 2023, Tokyo International Air Terminal Corporation had liabilities of 37,370
million-yen, Japan Duty-Free Fa-So-La Isetan Mitsukoshi Ltd. had liabilities of 7,243 million-yen, Air BIC Ltd. had liabilities of
146 million-yen, and Tokyo Airport Transport Co. had liabilities of 3,056 million-yen.
6) Filed an annual securities report.
7) Tokyo International Air Terminal Corporation accounts for more than 10% of consolidated net sales (excluding intercompany sales
between consolidated companies).

-6-5. Employees(1) Consolidated(As of March 31, 2023)
Operating segment
Number of employees
Facilities Management
915
[129]
Merchandise Sales
881
[168]
Food and Beverage
526
[167]
Segment total
2,322
[464]
Corporate
177
[7]
Total
2,499
[471]
Notes:
1) The number of employees represents the number of employees actually at work. Separate from that, the average number of
temporary employees during this fiscal year is disclosed in square brackets.
2) The number of employees under “Corporate” refers to employees working for administrative departments who cannot be classified
into specific operating segments.

(2) The Company
Number of employees
272(As of March 31, 2023)
Average annual salary (gross)
JPY 7,108,233(As of March 31, 2023)
Number of employees
57
58
115
157
272

Average age
39 years 2 months old

Average length of service
12 years 6 months

Operating segment
Facilities Management
Merchandise Sales
Segment total
Corporate
Total
Notes:
1) Average annual salary (gross) includes extra wages and bonuses.
2) The number of employees under “Corporate” refers to employees working for administrative departments who cannot be classified
into specific operating segments.

(3) Relationship with labor union
There are currently no unions in the Company or the Group.

-7-(4) Ratio of female managers, male employees who took childcare leave, and wage differences between male andfemale employees[The Company]
As of March
31, 2023

Fiscal year ended March 31, 2023

Ratio of male employees who took
Wage differences between male and female employees
childcare leave
Permanent
Fixed-term
Permanent
Fixed-term
All employees
employees
employees etc.
employees
employees etc.
41.6%
71.4%
80.8%
84.4%
51.1%
Notes: Calculated by the provisions of the “Law on the Promotion of the Active Role of Women in Professional Life” (Law No. 64,2015).
Ratio of female
managers[Consolidated subsidiaries]
As of
March
31, 2023
Company nameTokyo Airport Restaurant Co.,Ltd.
Cosmo Enterprise Co., Ltd.

Ratio offemalemanagers-

Fiscal year ended March 31, 2023
Ratio of male employees who
took childcare leave
Fixed-term
Permanent
employees
employees
etc.
-(Note:2)(Note:2)(Note:2)

-

0.0%

-

(Note:2)

Japan Airport Logitem Co., Ltd.

-

50.0%

-

(Note:2)

Japan Airport Techno Co., Ltd.
Haneda Airport Enterprise Co.,Ltd.
Haneda Airport Security Co., Ltd.

Wage differences between male and female
employees
Fixed-term
Permanent
All employees
employees
employees
etc.
72.0%
75.6%
67.0%
-

-

-

(Note:2)(Note:2)(Note:2)---(Note:2)(Note:2)(Note:2)

70.7%

79.1%

70.5%
75.6%

-

-

-

(Note:2)(Note:2)(Note:2)

76.1%

66.6%

-

83.8%

83.8%

-

-

82.6%

83.0%

(Note:2)(Note:2)

20.0%(Note:3)

Notes:
1) Calculated by the provisions of the “Law on the Promotion of the Active Role of Women in Professional Life” (Law No. 64,2015).
2) This information is omitted because the Company is not subject to disclosure requirements under the provisions of the “Law on
Promoting the Advancement of Women in Employment” (Law No. 64, 2015) and the “Law on the Welfare of Workers Who Take
Care of Children or Other Family Members, Including Childcare and Family Care Leave” (Law No. 76, 1991).
3) This information is omitted because the difference in wages between men and women cannot be calculated because the workers are
only of the same sex.

-8-

Item 2. Business Overview
1. Management Policy, Business Environment, and Issues to be Addressed
The following description contains forward-looking statements that the Company judged as of the filing date of thisAnnual Securities Report.
(1) Management Policy, Management Strategy, etc.
As a company that constructs, manages, and operates passenger terminals and other facilities at Haneda Airport, thehub of the domestic air transportation network, our basic management philosophy is to “harmonize public interest andcorporate interest.”
Based on this philosophy, we will continue to fulfill our social responsibilities by achieving absolute safety in passenger
terminals, operating passenger terminals in a customer-oriented manner, and ensuring stable and efficient passenger
terminal operations.
In addition, to continuously increase the corporate value of the entire Group, we will further enhance the convenience,
comfort, and functionality of passenger terminals through strategic and appropriate investment and asset management,
and accurately respond to the increasing sophistication and diversity of customer needs, while striving to provide
appropriate returns to airlines, airport users, business partners, shareholders, and other stakeholders. Our fundamental
management policy is to provide appropriate returns to our stakeholders, including airlines, airport users, business partners,
and shareholders.
In our management strategy, we position sustainability as the core of our strategic promotion and pursue the realizationof a sustainable society and the sustainable growth of our Group under our “Basic Sustainability Policy.”(2) Target Indicators for Judging the Achievement of Management Objectives
In the medium-term business plan for fiscal years 2022 to 2025, the Group has set the following objective indicators
based on the assumption that the number of passengers will recover to the planned level before the impact of the newcoronavirus infection in the fiscal year 2025.
［Consolidated net profit]
In the fiscal year 2025, when the number of passengers is expected to recover to the pre-coronavirus level, we will
ensure that earnings per share will exceed the fiscal year 2020 target in the previous medium-term business plan,considering the dilution from the capital increase in March 2021.
［Cost Reduction Measures]
The Company will curb cost rebound by drastically reviewing terminal operations such as the COVID-19 pandemic
and will generate an amount equivalent to 10% of the FY2020 operating profit target of the previous medium-termbusiness plan of 25 billion yen through cost reduction as a target for improving efficiency and productivity.
［ROA (EBITDA)
The Company will continue to use the latest average of the SKYTRAX Top 10 airports as a reference value, considering
the characteristics of its business, which includes owning passenger terminals and parking lots and improving facilities
as it develops its business.
［Capital Adequacy Ratio]
Although the capital adequacy ratio has declined due to the business environment of the COVID-19 pandemic, we willcontinue to aim for a recovery of 40% or more to maintain our credit rating (A+) and stabilize our financial base as soon
as possible.
［Dividend Payout Ratio]
The Company regards the return of profits to shareholders as an important issue and has a basic policy of maintaining
stable dividends while securing internal reserves in consideration of major investments and so on. From the perspectiveof emphasizing shareholder returns based on capital accumulation and business performance, the Company will use the“dividend payout ratio” as an indicator and aim for a dividend payout ratio of 30% or more.
［SKYTRAX Evaluation Ranking]
Maintain the top three of the world’s best airports, which we have maintained since 2017, and aim for even higher
quality and more efficient operations.

-9-Indicators and targets are as follows.
Classification
Profitability (Total)
Profitability

Indicator
Consolidated net profit
Cost Reduction Measures

Efficiency
Stability
Shareholder returns
Airport Rating

ROA (EBITDA) Ratio
Capital Adequacy Ratio
Dividend Payout Ratio
SKYTRAX Evaluation Ranking

Target for FY2025
16 billion yen or more
2.5 billion yen (10% of the 25-billion-yen operating profit target in theprevious medium-term business plan)
12% or more
Target recovery to 40% range
30% or more
World’s Best Airports TOP3

(3) Business Environment and Issues to be Addressed
At Haneda Airport, the number of international arrivals and departures was expanded by approximately 1.4 times inMarch 2020 as part of efforts to enhance the functions of airports in the Tokyo metropolitan area, and although the Group
constructed facilities to accommodate the expansion of arrival and departure slots, airline demand declined significantly
due to the impact of the spread of the new coronavirus infection. Three years later, airline demand has been recovering
due to the lifting of restrictions on domestic activities and the gradual easing of waterfront measures, and we expect the
number of passengers at Haneda Airport to reach the planned level after the expansion of arrival and departure slots by
FY2025.
In light of the above, the Group has set a target in its medium-term business plan, “To Be a World Best Airport 2025:
Toward an Advanced Airport 2030 that is Friendly to People and the Environment,” and has made sustainability the coreof its strategy promotion. With sustainability at the core of our strategy, we are working to expand our airport business,lay a foundation for re-growth, expand our revenue base, and strengthen our management foundation.
In terms of sustainability, in May this year, we announced our mid-term sustainability plan based on a materiality
analysis. We will set key performance indicators (KPIs) and targets for each materiality, manage progress, and work acrossthe company to address the materiality. We recognize that measures to address climate change are an important issue incontinuing our business to become an environmentally friendly airport that is compatible with social sustainability, andwe have started disclosing information on the four topics of “Governance”, “Strategy”, “Risk Management”, and“Indicators and Targets”, based on the recommendations of the TCFD (Task Force on Climate-related Financial
Information Disclosure). We will continue to take concrete actions to achieve our 2030 and 2050 CO 2 emission reduction
targets.
In terminal operations, to achieve both high quality and increased profits, we will review operations while utilizing
robotics and other technologies, reduce maintenance costs, increase rents and other revenues, and promote theimprovement of airport infrastructure functions to achieve our target for the number of inbound passengers by 2030. As
part of these efforts, we will steadily promote the construction of a connection between the main building and the satelliteof Terminal 2, and start the construction of a new satellite in the north of Terminal 1 to meet future growth in airline
demand and further improve passenger convenience. In addition, we will work to improve profitability by renovating
commercial facilities and leasing vacant land.
On the retail front, we are continuing with store reallocations, including the introduction of top brands in duty-freestores. While continuing to review the product mix, services, operations, expense ratio, and other aspects of the business,
we will strive to increase earnings through measures such as the development of showroom-type stores and original
products. In addition, to respond to changing consumption trends, we will strengthen one-to-one marketing using Haneda
Airport, the official application of Haneda Airport, to identify customer needs.
In addition, we will expand duty-free reservation services to meet increasing international passenger demand, while
expanding sales channels through e-commerce businesses, including the development of new sales channels for crossborder e-commerce, to strengthen revenues that are not dependent on passenger traffic. In addition, we will leverage
Haneda's value, network, and expertise in airport operations to improve earnings, and we will research and develop new
businesses.
As a management foundation to support these measures, we will strengthen marketing to achieve customer-centric
terminal operations, clarify our DX strategy, rapidly improve our financial soundness, and evaluate our business based on
the cost of capital. In addition, through “Plus One Promotion,” an internal branding initiative to ensure the diversity of
our human resources, we will build a corporate culture that encourages our employees to think independently and take onchallenges, and apply this to our strategy of providing the highest level of hospitality.
In the current situation, the airline industry as a whole is facing a labor shortage due to the rapid recovery in demandfor international flights since the drastic easing of entry restrictions last fall. The Group will proactively work with thegovernment and airlines to resolve this issue.
- 10 -

In addition, while raw materials, utilities, and logistics costs are rising due to rising resource prices, as well as laborand other costs, the Group will continue to contain cost increases through the use of robots and by reviewing personnel
assignments and specifications. At the same time, the Group will address these issues by taking all possible measures toreopen the suspended international flight facility at Terminal 2, investing in human capital, and reviewing appropriate
pricing.
To fulfill our responsibilities as an airport functional facility operator that constructs, manages, and operates passenger
terminals at Haneda Airport by the Airport Law, the Group will continue to work with the Ministry of Land, Infrastructure,
Transport and Tourism, airlines, and other related parties, and while drawing on the lessons learned from the COVID-19
pandemic, the Group will work together to respond decisively to the recovery in demand. We will strive to improve
convenience, comfort, and functionality, establish a customer-first philosophy and absolute safety, and increase ourcorporate value by contributing to the continuous creation of value at Haneda Airport and the development of airtransportation.

- 11 -

2. Sustainability
The Group’s approach to sustainability and its initiatives are as follows. Forward-looking statements are based on theGroup’s assessment as of the end of the current fiscal year.
(1) Governance(Sustainability in general)
The Group is fully aware of its social role as a private company responsible for the construction, management, andoperation of highly public passenger terminals, and aims to manage its operations in harmony between the business andthe society. To this end, we have positioned sustainability at the core of our strategic promotion and established agovernance structure to steadily implement ESG-related initiatives and strengthen their effectiveness.
In July 2022, we established the Sustainability Committee, chaired by the President and COO, to provide top
management leadership. In addition, the newly established Sustainability Management Office, which reports directly to
the President, is responsible for planning sustainability plans and monitoring their implementation in cooperation witheach division. The office also engages in dialogue with external experts who have specific perspectives on sustainability
to help formulate the plan from an external perspective.
The Sustainability Committee deliberates on the progress of initiatives to address climate change, human resource
development, and other issues, including the formulation of policies and plans as a basis for promoting sustainability,
materiality (key issues), and KPIs (key performance indicators) set out in the Mid-Term Sustainability Plan released in
May 2023. The Committee’s deliberations are reported to and decided by the Board of Directors, after deliberation by the
Executive Committee, based on the relationship and consistency with management strategies.
We are building a governance structure for sustainability through top management leadership, the establishment ofspecialized departments, and collaboration with external experts.
Figure 1: Overview of Sustainability Promotion System- 12 -

(2) Strategies(Sustainability in general)
We have developed a mid-term sustainability plan (released in May 2023) and are developing the following strategies:(Details) https://www.tokyo-airport-bldg.co.jp/en/sustainability/medium_term_plan/a) Formulation of basic sustainability policy
Concerning our stakeholders, including customers, shareholders, employees, local communities, and partners, wehave established a policy to promote sustainable business practices while contributing to economic and social
development.
b) Materiality Identification
We have identified eight materialities in line with our medium-term business plan. In identifying them,(1) Social and business issues that may affect our business in the medium to long term, based on a list of key issues
from industry associations (ACI) and international guidelines (GRI, SASB, etc.) and our business strategy.
(2) The evaluation was based on two axes: 1) importance to the company’s business (corporate interest) and 2)
importance to society (public interest),(3) External expectations and requirements are reflected through dialogue with external experts.
c) Formulating initiatives and KPIs
See the “Metrics and Goals” section.

(Climate change)
While climate change, such as the frequent occurrence of extreme weather events, has a significant impact on ourGroup, we also have an impact on the environment through the emission of many greenhouse gases, such as electricity
consumption in terminal operations. In September 2022, we endorsed the recommendations of the Task Force on Climaterelated Financial Disclosures (TCFD), and in May 2023, we disclosed information based on the TCFD recommendations.
(Details) Disclosure based on TCFD recommendations:(https://www.tokyo-airport-bldg.co.jp/files/en/sustainability/InformationDisclosureBasedonTCFDRecommendations.pdf)
To assess the impact of climate change on the Group’s operations, the following two scenarios (“1.5°C scenario” and“4.0°C scenario”) were used in the analysis. The scenarios are based on those published by the International Energy
Agency (IEA) and the Intergovernmental Panel on Climate Change (IPCC).
Table 1: Overview of Scenario Analysis
Title

Scenario
overview

Worldview

1.5°C scenario
 As a result of drastic measures having been taken
effectively, a decarbonized society is achieved,
limiting the rise in the global temperature to 1.5°C
from the pre-industrial levels.
 Major risks that turn into reality include those
associated with the transition to a decarbonizedsociety.
 As a result of carbon pricing and regulations on therate of SAF usage by airline operators, the aviation(including the airport) industry is required to takeappropriate measures such as carbon offsetting andinvestments in renewable energy and energy
saving.
 The aviation industry may be shifting to alternativetransportation means. However, as the use of SAF
becomes more widespread, airport operators andtheir supply chains gradually succeed in reducing
GHG emissions.

- 13 -

4.0°C scenario
 As a result of additional measures being not taken,
the average global temperature will rise further byapproximately 4°C compared to the pre-industrial
levels.
 Major risks that turn into reality include physicalrisks arising from climate change.
 The government’s policies and regulations toencourage the shift to a low-carbon society have
only a limited effect.
 As climate change intensifies, changes in climate
patterns, rising sea levels, and increasingly severe
and frequent extreme weather events exert adverse
impacts on airport operations. This makes supplychain risk management and BCP reviews more
important.

Table 2: Risks, opportunities, and impacts of climate change (Some excerpts)

Risk Type /Type of Opportunity

Transition RiskGHG
Emission
Reduction
Measures(Policy andlaw/technology)Others(Market/Rep
utation)Chronic

Physical
risks
Acute

Segment
Merchandise
Facilities Sales/Fo
od &Beverage

Summary

Increased terminal operating costs andraw material procurement andlogistics costs associated with theintroduction of carbon pricing
Increased costs due to climate change
regulations (e.g., increased
construction costs due toenvironmental regulations)
Increased costs due to climate changerelated laws and regulations (e.g.,
resource recycling of plastics andother resources, natural capitalsourcing, etc.)
Increased investment costs for climate
protection measures due to theintroduction of renewable and newenergy sources, etc.

✓

✓

✓

✓

✓

Slower growth in airport passenger
traffic due to policies that negatively
impact airline demand✓✓

Loss of reputation with tenants,
partners, customers, suppliers, andemployees due to delays inenvironmental compliance✓✓Impact of Sea Level Rise on Airport
Access Traffic✓✓

Impact of changing climate patterns
on infectious disease outbreaks, etc.

✓✓

Impact of intensification andfrequency of extreme weather eventson the number of users✓✓

Damage to facilities, flooding, etc.
due to severe and frequent extreme
weather events✓✓

Supply chain disruptions due to more
severe and frequent extreme weather
events- 14 -

✓

Time
Frame

Shorttomediu
m-termShorttolongterm
Shorttomediu
m-termShorttomediu
m-termShorttolongterm
Shorttomediu
m-termMediu
m- to
longterm
Longterm
Shorttomediu
m-termMediu
m- to
longterm
Shorttomediu
m-termMost
Relevant
Scenarios

LevelofImpact

1.5°C

Major

1.5°C

Major

1.5°C

Mediu
m

1.5°C
/4.0°C

Major

1.5°C

Mediu
m

1.5°C/4.0°
C

Mediu
m

4°C

Mediu
m

4°C

Major

4°C

Major

4°C

Major

4°C

Major

Risk
Type /
Type ofOpportunity

Summary

GHG
Emission
Reduction
Measures(Energysources)

OpportunitiesOthers(Resource
efficiency/
Products andservices/Mar
kets)

Physicalrisks

Segment
Merchandise
Facilities Sales/Fo
od &Beverage

Segment

Reduced costs as a result of a highly
efficient use of energy and diffusionof new technologies✓

Contributions to decarbonization andsecuring of new revenue sources✓

Improved brand value throughdecarbonization initiatives✓

Use of policy support for low-carbon
entities✓

Establishment of a recycling systemcentered on JAT✓Strengthening the airport’s resiliencein collaboration with stakeholders andlocal communities

✓

✓

Time
Frame

Most
Relevant
Scenarios

LevelofImpactLongterm

1.5°C

Mediu
m

1.5°C
/4.0°C

Major

1.5°C

Major

1.5°C

Major

1.5°C/4.0°
C

Major

1.5°C/4.0°
C

Mediu
m

Mediu
m- to
longterm
Mediu
m- to
longterm
Mediu
m- to
longterm
Shorttomediu
m-termMediu
m-termNote:1) Time frames: The terms “short-term,” “medium-term,” and “long-term” refer to the time frames up to 2025, 2030, and 2050,
respectively.
2) Level of impact: The level of impact is assessed at the three levels of major, medium, and minor, by taking comprehensively into
consideration the extent of impact on the Company’s business.

Table 3: Countermeasures (Some excerpts)
Type of Risks/Opportunities

Transition
risk-related

GHG Emission
Reduction
Measures

OthersPhysical risk-related

Summary
Energy-saving measures including switching to LED lighting, renewal of air
conditioning equipment, and adoption of AI air conditioning
Introduction of renewable energy sources including mega-solar power, review of powersource composition, and promotion of efficient use of heat sources
Improvement of environmentally friendly performance by transforming existing
facilities into net-zero-energy buildings (ZEBs), the introduction of wooden structures
and wooden interior decorations to the airport buildings, and using Radi-cool, a radiantcooling material, etc.
Investigation and exploration for the use of new energies
Effective use of resources (e.g., provision of materials and equipment from Haneda
Airport to regional airports and other commercially partnered airports) andcommercialization of waste reduction techniques (e.g., collection of waste oil and use of
the oil as biofuel)Strengthening of response to the Tokyo International Airport A2-BCP, Establishment ofa BCP structure, and implementation of regular drills
Thorough measures against infectious diseases; non-contact sales using robots anddigital technologies
Optimization of procurement, production, and logistics as a whole, including
elimination of supply chain redundancy- 15 -

(Human capital and diversity)
To realize our long-term vision of “To Be a World’s Best Airport” and become a leading airport company, we recognizethat Human Resources is the most important capital. In the medium-term business plan, the Group has set“Professionalizing Human Resources and Maximizing Organizational Strength” as a means of strengthening themanagement foundation to promote the growth of the airport business, establishing a new growth foundation to realize
this growth, and expanding the revenue base in a sophisticated and efficient manner.
As a group of companies responsible for the construction, management, and operation of highly public passenger
terminals, we aim to manage our operations in harmony with the public and corporate aspects of our business and areengaged in a variety of businesses at airport terminals, including facility management and operations, merchandise sales,
and food and beverage operations. To achieve our management strategy, we have adopted a human resources development
policy of “Think and take on challenges on their own”, and we are committed to developing an organization that continues
to evolve and the human resources to support it, in addition to the wide range of expertise and skills we have accumulated
to date, to realize functional improvements at Haneda Airport, both in hardware and software. We have established atraining system and a system that supports autonomous “learning” to develop an organization that continues to evolveand the human resources to support it. In addition, we will continue to strengthen our organizational capabilities byrecruiting core human resources with diverse skills.
As a company that operates an international airport that welcomes many customers from around the world and Japan,
it is essential for us to cultivate inclusiveness among our employees to accept diverse cultures and ways of thinking. As
part of our environmental improvement policy of “Corporate Culture Enhances Diverse Human Resources,” we areworking to create a training system and environment that supports the promotion of diversity inclusion, and work-lifebalance. We are also working to improve employee productivity and engagement, for example by promoting reforms in
the way we work. By making appropriate investments in human capital based on each of these measures, we will aim to“create a professional group of human resources and maximize organizational strength” as our ideal state in 2030 toachieve our long-term vision.

(3) Risk management(Sustainability in general)
As a company that builds, manages, and operates highly public passenger terminals, we recognize that ensuringbusiness continuity is our social mission and that in an uncertain society where new risks are emerging, understanding
the risks surrounding our business and taking countermeasures is an important issue in ensuring organizational resilience.
To enhance the sophistication of risk management systems throughout the Group, we established the Risk Management
Committee, which is chaired by the President and COO and consists of all executive officers from the Vice President level
down. The Committee identifies risks that are considered to be of high importance (priority risks) and the responses tothem and has a system in place to repeatedly review the status of the responses and verify their effectiveness.
Sustainability-related risks, including climate change and human capital, that the Sustainability Committee deems tohave a material impact on our business and performance are integrated into the Group-wide risk management system aspriority risks and managed by the Risk Management Committee.
The deliberations of the Risk Management Committee are reported to the Board of Directors as appropriate, and risk
management is overseen by the Risk Management Committee.

- 16 -

(4) Metrics and Goals(Sustainability in general)In the Mid-Term Sustainability Plan, we set indicators and targets for each materiality in the three areas of environment,
society and people, and governance, and disclosed 27 items.
(Details) Mid-Term Sustainability Plan:(https://www.tokyo-airport-bldg.co.jp/en/sustainability/medium_term_plan/)(Climate change)
We have set long-term targets to reduce Scope 1 and Scope 2 GHG emissions (see note) by 46% from 2013 levels by
2030 and to achieve carbon neutrality by 2050.
Note:1) Scope: CO2 emissions of our Group within Haneda Airport(excluding emissions from Group-owned vehicles within Haneda Airport)
2) Scope of emissions: CO2 emissions from energy consumed internally as a result of business operations.
Details: Information disclosure based on TCFD recommendations:(https://www.tokyo-airport-bldg.co.jp/files/en/sustainability/JapanAirportTermina%20GroupEnvironmentalPolicy.pdf)(Human capital and diversity)
Indicators related to the human resources development policy “Think and take on challenges on their own”
Indicator
Target Year
Track Record
Number of participants in industry-academia-industry collaborations and other Improved every FY2022: Total 20
projects
year
Number of employees on external assignment
Improved every FY2022: 18
year
Number of participants in the “Learning ROOM” in-house training academy
Improved every FY2022: Total 30
year(7 lectures)
Number of participants in internal knowledge acquisition seminars
Improved every FY2022: Total 220
year
100% IT Passport Acquired
FY2024
9.6% (Cumulative numberof persons obtained: 26)
Number of participants in the “Plus One Promotion” internal branding activities Improved every 175 participants (For young(on a consolidated basis)year
employees of the Group)
Indicators related to the Internal Environment Improvement Policy “Corporate Culture Enhances Diverse Human Resources”
Indicator
Target Year
Track Record
Maintain 40% of female managers
FY2027
FY2022 result: 41.6%.
100% of male employees take childcare leave
FY2027
FY2022 result: 71.4%.
Gender pay-gap (all employees)
Reduced every FY2022 result: 80.8%.
year
Gender pay-gap (full-time employees)
Reduced every FY2022 result: 84.4%.
year
Gender pay-gap (non-regular employees) (Note)
Reduced every FY2022 result: 51.1%.
year
Employment rate of people with disabilities: 6.6%
FY2025
FY2022 result: 5.1%.
Percentage of foreign employees
N/A
FY2022 result: 2.7%.
Percentage of mid-career employees promoted to management roles
N/A
FY2022 result: 32.5%.
Scope of aggregation: The Company (consolidated for certain items)
Note: Vice President class non-regular employees, counselors, persons with disabilities, etc. are included.

- 17 -

3. Risk Factors
The following is a list of major risks that management recognizes as having the potential to materially affect theconsolidated company’s financial position, results of operations, and cash flows, among other matters, related to thebusiness and accounting conditions described in the Annual Securities Report. However, these are not an exhaustive listof all the risks facing our Group, and other matters not mentioned may also have an impact. Forward-looking statementsin this text are based on the Group’s judgment as of the end of the current consolidated fiscal year.
(1) The Group’s Business BaseThe Group has been designated as an Airport Facility Operator at Haneda Airport by the Airport Law. As a company
that constructs, owns, manages, and operates three passenger terminals and two multi-story parking garages, the Groupleases office space and other facilities, operates stores at the airport for the sale of products (including food products),
and restaurants and manufactures and sells in-flight meals and provides travel services.
At Narita Airport and other hub airports, the Group operates merchandise sales and food and beverage services,
including the production and sale of in-flight meals, as well as real estate leasing and other businesses that make effective
use of company-owned land outside of airports. The Group also leases to other parties commercial real estate it owns
outside of airports and applies the experience we have accumulated over the years to develop new businesses both insideand outside airport facilities.

(2) Risk management structure
For the Group, which is responsible for the construction, management, and operation of passenger terminals of a highly
public interest, ensuring the continuity of our business is a social mission, and we recognize that in an uncertain society
where new risks are emerging, understanding the risks surrounding our business and taking countermeasures are important
issues in ensuring organizational resilience. We recognize that understanding the risks surrounding our business andtaking countermeasures are important issues for ensuring the resilience of our organization.
In April 2023, we established the Risk Management Committee, chaired by the President and COO, to enhance thesophistication of our group-wide risk management system. The Committee determines priority risks and countermeasures
to them and has a system for repeatedly reviewing the status of responses and verifying their effectiveness. The
deliberations of the Committee are reported to the Board of Directors as necessary, and risk management is supervisedby the Board of Directors.

(3) Group business and other risks
The Group has identified business and other risks described below. To minimize the business impact of these risks,
The Group has diversified its revenue structure by region (Haneda Airport, Narita Airport, etc.) and by segment (facility
management, merchandise sales, and food and beverage). We are also strengthening our efforts in new businesses. In
addition, we are striving to strengthen the Group’s corporate structure and enhance its overall strength by strengthening
measures to address the increase in operating expenses in each business field.
a. Risk management, business processes
Risk Management and Business Processes is a classification of risks that must be prevented from materializing in thecourse of business operations.
The Group is committed to disaster prevention, crime prevention, and accident prevention so that passengers can use
the passenger terminals safely and comfortably, and we always pay the fullest attention to merchandise management andsupply chain management in conducting our business operations. However, the following events could significantly
impact the Group’s business results and financial position.
➢
➢
➢
➢
➢
➢

In case of a terrorist act or subversive activity that causes personal or property damage to the airport or passenger
terminal.
In case of natural disasters such as earthquakes and extreme weather events that cause personal or property damage
to the airport or passenger terminals, or flight cancellations.
In case of a significant decrease in airline demand due to the spread of a serious infectious disease.
In case of leakage of personal Information, or serious failure of the information system or communication network
operated by our group.
In case of quality assurance problems such as food poisoning or contamination by foreign substances in restaurants,
stores, etc., resulting in damage to the corporate image or administrative penalties, etc.
In case of difficulties in obtaining foreign-made materials, disruption of logistics, or deterioration of reputation due
to inappropriate procurement activities.
- 18 -

[Correspondence to COVID-19]
Against the pandemic of COVID-19, the Group has been working to ensure the safety and security of airport users andemployees by improving ventilation capacity in the terminal, placing disinfectant solutions throughout the terminalbuilding, installing droplet infection prevention sheets, and introducing thermography at security checkpoints, by the“Guidelines for Prevention of the Spread of COVID-19 in the Aviation Field” (jointly prepared by the Scheduled Airlines
Association of Japan and the All Japan Airport Terminal Association). As support measures for airlines and tenants, rent
reductions and exemptions were implemented from April 2020, while reviewing the details according to passenger trends.
These factors have had a significant impact on the Group’s operating results, including decreases in rent income, facility
usage fee income, parking lot income, lounge sales, merchandise sales, and food and beverage sales.
In response to this, in terms of income and expenditures, in addition to reducing non-essential and non-urgent costs,
we reduced facility maintenance and management costs by closing part of the terminals in line with passenger trends andreviewing our operating methods, and we reduced outsourcing costs by bringing operations in-house.
In terms of personnel expenses, the Group reduced fixed costs by partially returning executive compensation, reducing
employee bonuses and temporary salaries, and other measures.
On the financial side, the Group has taken measures to avoid the risk of a shortage of funds due to a decline in revenue
in addition to the existing commitment line agreement of ¥9 billion, by procuring ¥5 billion in long-term debt andestablishing a short-term borrowing facility of ¥20 billion by June 2020, and by raising a total of ¥56.7 billion through apublic offering in March 2021.
In terms of business operations, to prevent the further spread of infection as well as to ensure the safety of passengers,
business partners, and employees, the Group implemented basic preventive measures such as sanitation and disinfection
in all areas of the passenger terminal, as well as thorough physical condition management of employees, staggered work
hours, teleworking, promotion of web conferencing, and restrictions on business travel.

b. Management InfrastructureManagement Infrastructure is a classification of risks that may become risks in themselves if they are not adequately
maintained.
To manage the Group must have appropriate recognition of the high level of safety and public interest of the passenger
terminal business, as well as an understanding of the critical management resources that are the source of the Company’s
corporate value (highly original technology and know-how, knowledge, and information in specific market fields, deep
relationships of trust with business partners cultivated over a long period, high-quality human resources with expertise in
specialized fields, etc.).
Through its medium-term business plan, the Group is working to promote DX, strengthen its organization, humanresources, and governance, and reinforce its management base through financial strategies. However, the following events
could significantly impact the Group’s business results and financial position.
➢
➢
➢
➢

➢

➢

In case of situations where store operations, introduction of new technologies, or promotion of new businesses are
restricted due to a shortage of human resources, etc.
In case a situation should arise regarding the lack of coordination of information and penetration of head officepolicies between the head office business units and group companies.
In case of situations that may damage the corporate image in terms of ensuring diversity and respect for humanrights, such as lack of personalized and diverse services, forced labor or child labor in supplier products, etc.
In case the Company violates the financial covenants attached to the syndicated loan agreement concluded with thefinancial institutions concerned due to a downgrade of the Company’s credit rating beyond a certain level, etc., anda situation should arise in which the Company loses the benefit of time.
Although some of the Company’s short-term and long-term borrowings violated certain financial covenants at theend of the current fiscal year, the Company has obtained the agreement of the handling financial institutions not toexercise their rights about forfeiture of the benefit of time.
In case of control of the Company’s financial and business policy decisions by an inappropriate person, resulting indamage to the Company’s corporate value and harm to the interests of the Company and, in turn, to the common
interests of its shareholders.

- 19 -

c. Changes in the Business Environment
Changes in the business environment are a classification of risks that are expected to materialize due to changes in theexternal environment and for which management strategies are required to prevent losses or to expand or transform
opportunities.
The core of the Group’s business is highly dependent on airlines, which are its main leasing partners and major
customers, and airline passengers, and the following events could have a significant impact on the Group's business results
and financial position.
➢

➢
➢

➢
➢
➢
➢

In case of a situation should arise in which the Group’s reputation among customers and business partners isdamaged or the Group faces difficulty in procuring funds to address environmental issues, or if the Group is
obligated to reduce greenhouse gas emissions, create a trading system, or impose charges or other cost-bearing
regulations that are tightened.
In case of a change in passenger behavior that results in a decrease in demand for air travel, or a change in purchasing
methods due to technological innovation that results in a decrease in willingness to purchase at airport stores.
In case the laws and regulations, systems, or airport management policies about airport building operations arechanged by the government or administrative authorities, which are the establishment and administrators of airports.
(Further progress is being made in the airport management reform being promoted by the Ministry of Land,
Infrastructure, Transport and Tourism (MLIT) with the enactment of the Law Concerning Operation of Airports
under National Management Utilizing Private Sector Capabilities.)If, as a result of investments in new businesses or the implementation of capital expenditures, political instability inoverseas operations or a deviation from the assumed return on investment occurs.
In case of sudden and drastic changes in market conditions, resulting in price hikes, sharp fluctuations in exchange
rates, etc.
In case the Group’s dependence on aviation has not been alleviated due to a delay in diversifying its sales mix when
air passengers at Haneda and Narita airports, its main business areas, decline.
In case of a decrease in demand for international flights due to changes in the international situation, such as
worsening Japan-China relations due to the Taiwan emergency.

[The Impact of the Situation on Russia and Ukraine]
The Russian-Ukrainian conflict has been protracted, and economic sanctions imposed on Russia by Western countries
have caused a slowdown in trade, which has had a significant impact on the global economy. Even before the situation,
there had been concerns about the rapid increase in demand for crude oil and other commodities due to the recovery fromthe COVID-19 pandemic, supply chain disruptions, accompanying sharp rises in material prices, inflation risk, and otherissues, The recent Russia’s invasion of Ukraine has caused resource and food prices to soar even higher, semiconductors
to be in short supply, and the yen to depreciate in the exchange market.
In the Group’s business, in addition to the impact on aircraft operations between Japan and Europe, there are concerns
about increases in utilities, transportation costs, and food and beverage costs due to higher energy and food prices, as wellas an increase in capital expenditures due to soaring costs of materials. In addition, the amount of investment in the
Khabarovsk International Airport project, in which we participate, is small and will not have a significant impact on ourbusiness performance.

- 20 -

4. Analyses of Consolidated Financial Position, Operating Results, and Cash Flows from the
management’s perspective
A. Overview of Results of Operations, etc.
(1) Analysis of Consolidated Business Results for FY 2022
During the fiscal year ended March 31, 2023 (FY2022), although there are signs of weakness in some parts, theJapanese economy showed a gradual recovery. Looking ahead, it is expected that the recovery trend will continue,
resulting from the effects of various policies, while coexisting with the new Coronavirus (“COVID-19”) infection.
However, the downturn in overseas economies is becoming a downside risk to the Japanese economy amid various issues
including the continued tightening of monetary policy around the globe. It is also necessary to pay close attention to theimpact of price increases, restrictions on supply chain networks, and volatility in the financial and capital markets among
other factors.
Under these economic conditions, the airline industry continued to see a steady recovery in demand due to the liftingof restrictions on activities within the country and the gradual easing of entry restrictions. During the current fiscal year,
the number of passengers at Haneda Airport was approximately 1.8 times that of the previous fiscal year for domestic
flights and approximately 80% of the level of 2019 (calendar year basis) before the impact of COVID-19 hit, while thenumber of passengers for international flights was approximately 8 times that of the previous fiscal year andapproximately 40% of the level of 2019. In particular, international flights during the fourth quarter of the current fiscal
year were approximately 70% of the level from January to March 2019, showing a rapid recovery since the significant
easing of entry restrictions in October 2022.
Under these circumstances, the new Medium-Term Business Plan that the Group has put together is a backcast by 2025
that reflects our goals for 2030, which is when the government is setting targets including achieving 60 million foreign
visitors to Japan. We are implementing various measures to achieve the management goals outlined in the plan. In addition,
concerning sustainability, which is regarded as the core to driving our strategy, we established the structure to accelerate
our initiatives in July 2022, and today, May 11, 2023, we announced our Medium-Term Sustainability Plan. We haveidentified materiality (important issues) in the promotion of our management strategy and set KPIs (Key Performance
Indicators) to enhance the effectiveness of our sustainability management efforts, aiming to achieve sustainable growthof our company and to contribute to the realization of a sustainable society.
During the current fiscal year, in terms of facilities, in addition to taking measures to respond to diverse needs including
the installation of private work boxes suitable for working outside the office in the security area of each terminal and theintroduction of accompanying service at domestic flights, we are carrying out renovation work in preparation for majordisasters and steadily implementing measures to promote universal design such as the installation of emergency flashlights
for the hearing impaired. We also cooperated with the request from the Ministry of Economy, Trade and Industry to savepower, by turning off some of the lights and controlling air conditioning operations in the terminal buildings during
summer and winter, when electricity supply and demand were tight. In addition, we are steadily pushing forward
investment plans for the future by commencing the construction of a connection between the satellite building on thenorth side of Terminal 2 and the main terminal building while working toward the realization of a carbon-neutral society
by studying the conversion of airport vehicles to electric vehicles and researching the potential demand for hydrogen fuel.
In terms of sales, on domestic flights, we opened “GOOD NEWS TOKYO” in Terminal 2 and renewed “Samantha
Thavasa” in Terminal 1. Both stores offer upcycled products. We actively held events such as the “Haneda Airport
Selection,” which features various products including those exclusive to Haneda Airport, “HANEDA CHOCOLATEJOURNEY” and product and tourism fairs of various regions in Japan. We also opened a limited-time store in “HANEDASports” to coincide with the World Cup for soccer and the World Baseball Classic for baseball. For international flights,
in response to the recovery in demand, we reopened the duty-free shops and have been changing the operating hours of
the shops as needed. We are also in the process of rearranging our shops, including the opening of Louis Vuitton and Dior
duty-free shops and a Seven-Eleven in the departure gate lounge after passing through security checkpoints. In the ecommerce business, we enhanced the functionality of the official e-commerce site “HANEDA Shopping” to improve its
recognition and we are promoting “Click and Collect” initiatives that link the e-commerce site with brick-and-mortar
stores by allowing customers to pick up items ordered through our e-commerce site at the stores in Haneda Airport.
Outside of Haneda Airport, we opened the “HOKKAIDO SHOKUHIN KAN” selling foods produced in Hokkaido at
Narita Airport Terminal 1. As a sales agency business that leverages our installation experience and operational expertise
at Haneda Airport, we are also increasing the installation of Radi-Cool, a radiant cooling material, and robots for
operations including guiding and cleaning. Moreover, Palau International Airport and Aso Kumamoto International
Airport, both of which we participate in the operation of, commenced operations of their new passenger terminals in May
last year and March this year, respectively.

- 21 -

In terms of organization and governance, in June of last year, the Company transitioned to a company with an Audit &Supervisory Committee and designated one-third of the Board of Directors as independent directors, as part of an effort
to improve management transparency and further accelerate decision-making and execution. We are also striving tostrengthen our organizational capabilities in terms of recruitment, training, and system, by participating in industryindustry and industry-academia collaboration projects, expanding the recruitment of people with disabilities, and setting
up their work environment, to have talents who “Think by oneself and take on challenges” excel and to foster a corporate
culture in which diverse workforce promote each other’s growth.
In November 2022, we were awarded the world’s highest standard “5-star Airport” rating for the ninth consecutive year
in the “Global Airport Rating” conducted by SKYTRAX of the United Kingdom through onsite audits. In March of thisyear, Haneda Airport was ranked third in the “World’s Best Airports,” a comprehensive evaluation of international airports,in the “WORLD AIRPORT AWARDS 2023”, determined by voting through online questionnaire survey for general
passengers. Furthermore, we were awarded first place in the “World’s Cleanest Airports” (for the eighth consecutive year),“World’s Best Domestic Airports” (for the eleventh consecutive year), and “World’s Best PRM / Accessible Facilities” (forthe fifth consecutive year).
As a result of the above, concerning the consolidated financial results for the fiscal year ended March 31, 2023, operating
revenues were ¥113,050 million (an increase of 98.1% year-on-year) due to the increase in operating revenues for all of thebusiness segments compared to the previous year in line with the recovery of passenger volume. Despite the increase inutilities costs due to the increase in commodity prices, as a result of the recovery in revenue and sustained cost reduction, thedegree of loss decreased from the previous fiscal year and the operating loss was ¥10,579 million (compared to operating
loss of ¥41,255 million during the previous year), ordinary loss was ¥12,064 million (compared to ordinary loss of ¥43,861
million during the previous year), and net loss attributable to owners of the parent was ¥3,901 million (compared to net loss
attributable to owners of the parent of ¥25,217 million during the previous year).
(Millions of yen)
Operating Results

FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Year-on-Year (%)

Operating revenues[Facilities Management]

57,057113,050

98.1

40,02963,28058.1[Merchandise Sales]

13,17441,317

213.6[Food and Beverage]

3,852

8,452

119.4

Operating profit (loss)(41,255)(10,579)-

Ordinary profit (loss)(43,861)(12,064)-

Net profit (loss) attributable to owners of the parent(25,217)(3,901)-At the moment, the number of passengers at Haneda Airport continues to show a recovery trend. For domestic flights,
we are expecting the nationwide travel program, which will still be in place from April onward, to support tourism travel
demand. For international flights, the number of flights has recovered to the level before the pandemic since the summer
timetable which started at the end of March. Further recovery in demand is expected down the road, as the status of
COVID-19 under the Infectious Disease Control Law was changed to “Class 5” in May, the same category as seasonal
influenza and other viruses.
Under these circumstances, the airline industry as a whole is currently facing a major shortage in labor, including in its
ground handling operations and flight security inspection operations that support the operations of flights. The Group is
actively working in cooperation with the government, airline companies, and other organizations to resolve this issue.
The Group is also working to secure the necessary personnel to meet rapidly recovering passenger demand by holding
joint company information sessions and stepping up recruitment activities.
The Group will work to enhance the value of Haneda Airport, the gateway to Japan and the greater Tokyo area, by further
improving the convenience, comfort, and functionality of the Haneda Airport Passenger Terminal as well as by ensuring thesafe and smooth entry, exit, and transportation of all customers while continuing to apply the lessons learned from the
COVID-19 pandemic to our terminal operations.

- 22 -

Overview by Segment
The following is a breakdown of earnings / (loss) by segment. Note that the figures for operating revenues of each segment
include intersegment sales and the figures for operating profit (loss) are equivalent to those for segment profit (loss).
[Facilities Management](Millions of yen)
Operating Results

FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Year-on-Year(%)

40,02963,28058.1

Rent revenue

18,543

19,852

7.1

Facility user charges revenue

10,53929,325

178.2

Other revenues

10,946

14,102

28.8

Sales to external customers

Intersegment sales and transfers

1,982

2,391

20.6

Total Operating Revenues

42,012

65,67256.3

Segment profit (loss)(24,863)(3,133)-

Rent revenue increased from the previous year primarily due to the decrease in rent reductions and exemptions offered
to tenants and the increase in rent income on a percentage basis.
Revenue from facility user charges increased from the previous year primarily due to the increase in the passenger
service facility charge driven by the recovery in passenger volume and the revision of charges.
Other revenues increased from the previous year primarily due to the increase in parking revenue and paid lounge sales
despite the decrease in contracted construction revenue.
As a result, operating revenues from facilities management operations was ¥65,672 million (an increase of 56.3% yearon-year). Operating loss for the segment improved to ¥3,133 million (compared to operating loss of ¥24,863 million during
the previous year).
[Merchandise Sales](Millions of yen)
Operating Results

FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Year-on-Year(%)

13,17441,317

213.6

Sales at domestic terminal stores

5,166

10,372

100.8

Sales at international terminal stores

4,242

19,476359.1

Other revenues

3,765

11,469

204.6

769

892

16.1

Total Operating Revenues

13,94442,210202.7

Segment profit (loss)(6,134)

1,640-

Sales to external customers

Intersegment sales and transfers

Sales at domestic terminal stores increased from the previous year because of the recovery in domestic passenger
volume.
Sales at international terminal stores increased from the previous year due to the increase in international passenger
volume at Haneda Airport, Narita Airport, and other airports. At Haneda Airport in particular, unit purchase prices at dutyfree shops rose significantly, due in part to strong sales at brand-name stores that opened in the second half of the year.
Other revenues increased from the previous year because of the increase in revenue for the wholesaling business.
As a result, operating revenues from merchandise sales operations was ¥42,210 million (an increase of 202.7% yearon-year) and operating profit for the segment was ¥1,640 million (compared to operating loss of ¥6,134 million during
the previous year).

- 23 -

[Food and Beverage](Millions of yen)
Operating Results

FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Year-on-Year
(%)

3,852

8,452

119.4

2,790

5,489

96.7

Sales from in-flight meals

730

2,487

240.7

Other revenues

332

475

43.1

Sales to external customers
Sales from food and beverage stores

796

953

19.7

Total Operating Revenues

4,649

9,405

102.3

Segment profit (loss)(3,091)(1,365)-Intersegment sales and transfers

Sales from food and beverage operations increased from the previous year primarily due to the recovery in domestic
passenger volume.
Sales from in-flight meals increased from the previous year due to the increase in passenger volume of the foreign
carriers at Haneda Airport and Narita Airport.
As a result, operating revenues from food and beverage operations was ¥9,405 million (an increase of 102.3% year-onyear) and operating loss for the segment was ¥1,365 million (compared to operating loss of ¥3,091 million during theprevious year).

(2) Analysis of Consolidated Cash Flows for FY 2022
Cash and cash equivalents at the end of FY2022 decreased by ¥6,887 million compared to the previous fiscal year end to¥90,241 million.
The following is a summary of cash flows and the factors behind these flows for FY2022.
[Cash flows from operating activities]
Cash flows from operating activities increased by ¥25,631 million from the previous fiscal year (¥9,305 million cash
outflow for the previous fiscal year), resulting in a cash inflow of ¥16,326 million.
This was primarily due to the decrease in loss before income taxes and non-controlling interests.
[Cash flows from investing activities]
Concerning cash flows from investing activities, cash outflow increased by ¥5,701 million from the previous fiscal year
(up 115.7% year-on-year), resulting in a cash outflow of ¥10,627 million.
This was primarily due to the expenditures for the acquisition of tangible fixed assets.
[Cash flows from financing activities]
Concerning cash flows from financing activities, cash outflow increased by ¥3,605 million from the previous fiscal year
(up 39.9% year-on-year), resulting in a cash outflow of ¥12,641 million.
This was primarily due to cash outflow from the payment of long-term loans payable.

- 24 -

(3) Production, orders received, and sales
As for production and other results, the Group finds it difficult to present production and orders received for eachsegment.
Therefore, please refer to “3. Description of Business” in “Item 1. Overview of the Company and its Consolidated
Subsidiaries” for the financial results of each segment.
Operating revenues for the current fiscal year were as follows:(Millions of Yen)FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Year-on-Year(%)

Facilities Management

40,02963,280Rent revenue

18,543

19,852

7.1

Facility user charges revenue

10,53929,325

178.2

Other revenues

10,946

14,10228.8

Merchandise Sales

58.1

13,17441,317

213.6

Sales at domestic terminal shops

5,166

10,372

100.8

Sales at international terminal shops

4,242

19,476359.1

Other sales

3,765

11,469204.6

Food and Beverage

3,852

8,452

119.4

2,790

5,489

96.7

Sales from in-flight meals

730

2,487

240.7

Other sales

332

475

43.1

113,050

98.1

Sales from food and beverage operations

Total
57,057
Notes:
1) Transactions between segments are eliminated on consolidation.
2) Data on leasing regarding rental revenue in Facilities Management is summarized as follows:
FY2021(from April 1, 2021
to March 31, 2022)
970,497(%)
332,653
100.0

Total floor space owned by the Group
Total leasable floor space
Total leased floor space(㎡)
FY2022(from April 1, 2022
to March 31, 2023)
970,497(%)
332,856100.0

324,069

97.4

323,718

97.3

Airlines

158,23847.6

158,328

47.6

General tenants

63,10619.0

62,42218.8

Used by the Group

102,72430.9

102,966

30.9- 25 -

B. Analyses of Consolidated Financial Position, Operating Results and Cash Flows
Forward-looking statements contained herein are based on the judgment of the Group (the Company and its
consolidated subsidiaries) as of the end of the current fiscal year.
(1) Analysis of consolidated financial position[Assets]
Current assets increased by ¥1,119 million from the previous fiscal year-end to ¥114,988 million primarily due to theincrease in accounts receivable related to passenger service facility charges among other items driven by the recovery inpassenger volume. Fixed assets decreased by ¥18,042 million from the previous fiscal year-end to ¥331,967 million
primarily due to depreciation.
As a result, total assets decreased by ¥16,923 million from the previous fiscal year-end to ¥446,955 million.
[Liabilities]
Total liabilities decreased by ¥1,865 million from the previous fiscal year-end to ¥306,004 million because of thedecrease of long-term loans payable for the Company and Tokyo International Air Terminal Corporation (TIAT) due toscheduled payment despite the increase in accounts payable driven by the increase in purchases of goods.
[Net assets]
Total net assets decreased by ¥15,058 million from the previous fiscal year-end to ¥140,951 million. This is primarily
due to the decrease in retained earnings and non-controlling interests by booking net loss for the year.
As a result, the equity ratio was 33.6% (compared to 33.2% at the previous fiscal year-end).
(2) Analysis of operating results
The Group’s operating results and sales by segment for the current fiscal year are described in “(1) Analysis ofConsolidated Business Results for FY22” in “A. Overview of Results of Operations, etc.” in “4. Analyses ofConsolidated Financial Position, Operating Results and Cash Flows from the management’s perspective.”
In its medium-term business plan for fiscal years 2022 to 2025, the Group has set the following indicators and targets
for fiscal year 2025 (the last year of the plan).
Classification
Profitability (overall)Profitability

Indicators
Consolidated net profit
Cost reduction measures

Targets for FY2025
16 billion yen or more
2.5 billion yen (10% of the operating
profit target of 25 billion yen in theprevious medium-term plan)
Efficiency
ROA (EBITDA)
12% or more
Stability
equity ratio
Aim to restore to 40% level
Return to shareholders
Payout ratio
30% or more
Airport rating
SKYTRAX rating
World’s best airport ranking TOP3
For details, please refer to “(2) Target Indicators for Judging the Achievement of Management Objectives” in “1. Management
Policy, Business Environment and Issues to be addressed.”

The progress of each indicator for FY 2022 is as follows.
［Consolidated net profit] [Cost reduction measures] [Dividend payout ratio].
In the current fiscal year, all segments reported higher revenues due to a recovery in passenger volume, and earnings
improved significantly from the previous fiscal year, but consolidated net profit was in the red for the third consecutive
year. Under these circumstances, we are resolutely continuing to cut costs by operating terminals flexibly in response to
the recovery in passenger volume. In addition, we have decided to pay a dividend of 16 yen per share as a result of acomprehensive review of the current business environment, performance trends, and our dividend policy.
［ROA (EBITDA)
ROA (EBITDA) for the current fiscal year was 4.0%.
［Equity Ratio]
The equity ratio at the end of the current fiscal year was 33.6%.
［SKYTRAX Evaluation Ranking]In the “WORLD AIRPORT AWARDS 2023” held in March this year, Haneda Airport’s passenger terminal was
ranked third in the world in the “World’s Best Airports” category.
- 26 -

For fiscal 2023, we forecast a consolidated net profit of 9.0 billion yen as international passenger traffic recovers andthe terminal returns to profitability. Although the sharp rise in commodity prices and the resulting price increases haveexceeded the assumptions made when the medium-term business plan was formulated, we will aim to achieve the target
for fiscal 2025 by steadily implementing each of the measures set out in the plan.
(3) Analysis and discussion of cash flows and information on capital resources and liquidity of funds
For an analysis of cash flows, see “(2) Analysis of Consolidated Cash Flows for FY 2022” in “A. Overview ofResults of Operations, etc.” in “4. Analyses of Consolidated Financial Position, Operating Results and Cash Flows fromthe management’s perspective.”
The Company’s capital policy is based on the principle of pursuing an optimal capital structure for the Company interms of financial soundness and capital efficiency, while at the same time seeking an optimal balance between building
internal reserves in preparation for major capital investments in passenger terminal buildings and other facilities andreturning profits to shareholders.
Working capital is provided by our funds, but we have established a term loan with a commitment period andcommitted line agreements with a total limit of 9 billion yen to meet unforeseen contingencies. In addition, to avoid therisk of a shortage of funds due to the spread of the new coronavirus infection, we continue to have a short-term credit
facility of 20 billion yen in place with various banks, and we believe that there will be no immediate cash flow
problems.
The Company raises funds for major capital investments such as passenger terminal buildings through its funds, longterm loans from financial institutions, and corporate bonds. In addition, the Company strives to diversify and stabilize
fund procurement and reduce fund procurement costs by maintaining a rating of single A-plus or higher (by a Japanese
rating agency), and for a portion of borrowings corresponding to capital investments, the Company uses interest rate
swaps and other means to avoid excessive exposure to interest rate fluctuation risk. Among the consolidated
subsidiaries, Tokyo International Air Terminal Corporation, a PFI business, is primarily required to ensure the stability
and continuity of its business, and therefore, large-scale capital investments such as passenger terminal buildings arefinanced by long-term borrowings, etc., using the project financing method.
In addition, the Group has implemented a cash management system (CMS) to centralize the procurement andmanagement of funds within the Group to efficiently utilize funds and reduce financing costs.
Cash and cash equivalents at the end of the fiscal year were 90,241 million yen, and interest-bearing debt, includingloans, was 244,304 million yen.
(4) Critical accounting policies and estimates
The consolidated and non-consolidated financial statements of the Company have been prepared by accounting
principles generally accepted in Japan. The transactions underlying the preparation of these financial statements areproperly recorded in the accounting records. Write-downs of inventories are calculated and recorded by multiplying thevalue of inventories by the write-down ratio for obsolete goods.
The accounting estimates used in the preparation of the consolidated financial statements and the assumptions, if any,made in making such estimates are significant as described in “(Significant accounting estimates)” in “Notes on theConsolidated Financial Statements” in “A. Consolidated Financial Statements” in “1. Consolidated Financial
Statements, etc.” in “Item 5. Financial Information.”(5) Forecast for FY 2023 (the fiscal year ending March 31, 2024)
In the next fiscal year, as social and economic activities return to the state before the COVID-19 pandemic, further
recovery in demand is expected in the airline industry for both domestic and international flights.
At Haneda Airport, domestic flights are also expected to recover to a level close to that of 2019 before the pandemic,
driven by tourism demand. In addition, demand for international flights is expected to recover rapidly, especially among
foreign visitors to Japan, including visitors from China, due to the lifting of the entry restriction measures, andinternational flight is expected to recover to nearly the same level as in 2019 for the full year.
Under this environment, to capture the recovering passenger demand, the Company will extend store operating hours,
develop a direct-from-production source business in cooperation with local regions, and further strengthen its e-commercebusiness. At the same time, the Company will continue its efforts to avoid the costs to rebound in light of rising raw
material, utilities, and logistics costs driven by surging commodity prices, as well as the increase in labor and other costs.
In addition, discussions are underway among the government, airlines, and other related parties to reopen the Terminal 2international facilities, which were suspended due to the pandemic, as soon as possible. Meanwhile, to accommodate
future passenger growth and further improve passenger convenience, we plan to steadily push forward the constructionof the connection between the Terminal 2 main building and the satellite building, and commence work on the new
Terminal 1 North Satellite building.
The expected earnings by segment are as follows.
- 27 -

For the Facility Management business, operating revenue is expected to significantly exceed the previous year primarily
due to an increase in revenue from facility user charges driven by the recovery in passenger volume. For the Merchandise
Sales business and the Food and Beverage business, operating revenue is expected to significantly exceed the previous
year, due to an increase in merchandise sales and food and beverage sales resulting from a recovery in the number ofpassengers on domestic flights and international flights at Haneda Airport.
For FY2023, we forecast operating revenue of ¥195,700 million (up 73.1% year-on-year). On the profit and loss, we
forecast operating profit of ¥15,400 million (compared to operating loss of ¥10,579 million during FY2022), ordinary
profit of ¥13,100 million (compared to ordinary loss of ¥12,064 million during FY2022), and net profit attributable toowners of the parent of ¥9,000 million (compared to net loss attributable to owners of the parent of ¥3,901 million during
FY2022), a return to profitability for the first time in four years.

5. Material Agreements, etc.
Not applicable.

6. Research and Development Activities
Not applicable.

- 28 -

Item 3. Property, Plants, and Equipment
1. Overview of Capital Investment
The Group’s capital expenditure for the year totaled JPY 12,062 million, mainly for the construction of the satellite
link to the north side of Terminal 2.

2. Major Facilities
The principal facilities of the Group are as follows.
(1) The company(As of March 31, 2023)
Book value (Millions of yen)
Name and location

Operatingsegment

Facilities &
equipment

Haneda Airport(Ohta-ku, Tokyo)

Facilities
management

Haneda Airport(Ohta-ku, Tokyo)
Haneda Airport(Ohta-ku, Tokyo)

Buildings

MachineryandvehiclesLand(squaremeter)

Terminal 2

70,371

3,226

Facilities
management

Terminal 1

25,340

Facilities
management

P4 parking

3,608

Numberofemployees

Lease

Others

Total

(-)

1,250

10,14984,998

29

489

(-)

-

2,839

28,669

28

88

(-)

-

420

4,117

-

(2) Subsidiary located in Japan(As of March 31, 2023)
Company

Name andlocation

Operatingsegment

Tokyo
International
Air Terminal
Co., Ltd.

HanedaAirport(Ohta-ku,
Tokyo)

Facilities
management

Tokyo
International
Air Terminal
Co., Ltd.

HanedaAirport(Ohta-ku,
Tokyo)Tokyo
International
Air Terminal
Co., Ltd.

Facilities&
equipment

Book value (Millions of yen)
Lease

Others

Total

Number of
employees(-)

45

32,025130,943

22

17

(-)

-

65

8,871

-

3,303

464

(-)

3

497

4,269

1

Terminal 3
shop
equipment

5,223

-

-

-

941

6,165

14

Merchandise
sales

Terminal 2
shop
equipment

1,738

-

-

-

228

1,967

4

Food
and
beverage

Foodprocessing
equipment

861

89

557
(39,352)

53

4

1,565

61
(21)

Buildings

MachineryandvehiclesLand(squaremeter)

Terminal 3

90,454

8,418

Facilities
management

P5 parking

8,789

HanedaAirport(Ohta-ku,
Tokyo)

Facilities
management

Terminal 2

Tokyo
International
Air Terminal
Co., Ltd.

HanedaAirport(Ohta-ku,
Tokyo)

Merchandise
sales

Tokyo
International
Air Terminal
Co., Ltd.

HanedaAirport(Ohta-ku,
Tokyo)

Cosmo
EnterpriseCo., Ltd.

Daiei
Satellite(NaritaCity,
Chiba
Prefecture)- 29 -

(3) Subsidiary located in oversea
Equipment of foreign subsidiaries is excluded as immaterial.
Notes:
1) “Others” in the book value is the total amount of tools, furniture and fixtures, construction in progress, and leasehold rights.
2) The number in brackets () indicates the number of temporary workers employed.
3) The Company leases facilities at Terminal 1 and Terminal 2 of Haneda Airport mainly to airlines.
4) Domestic subsidiary Tokyo International Air Terminal Corporation leases Terminal 3 facilities at Haneda Airport primarily to airlines.
5) The Company leases land for Terminal 1 facilities, Terminal 2 facilities, and P4 parking facilities at Haneda Airport. The leased areaof Terminal 1 facilities is 97,612 m2 and the annual rent is 1,377 million yen, that of Terminal 2 facilities is 129,760 m 2 and theannual rent is 2,234 million yen, and that of P4 parking facilities is 21,716 m 2 and the annual rent is 118 million yen.
6) Domestic subsidiary Tokyo International Air Terminal Corporation leases land for Terminal 3 and P5 parking facilities at Haneda
Airport. The leased area of Terminal 3 facilities is 124,685 m2, the leased area of P5 parking facilities is 28,715 m2, and the annual
rent for Terminal 3 and P5 parking facilities is ¥2,028 million.
7) In addition to the above, significant equipment leases include the following:
The company
Name and location
Haneda Airport(Ohta-ku, Tokyo)

Operating segment
Facilities management

Facilities & equipment
P1 Parking facilities(including land)

Lease Term

Annual rent (million yen)

One-year renewal

426

3. Plans for Capital Investment, Disposal of Property, Plants and Equipment, etc.
As of the end of the current consolidated fiscal year, the Group’s plans for new construction, renovation, disposal, etc.
of major facilities are as follows.
(1) Capital investment[The company]
Location

Operatingsegment

Facilities & equipment

Ohta-ku,Tokyo

Facilities
management

Passenger Terminal 1 North
Satellite (New Construction)

Ohta-ku,Tokyo

Facilities
management

Passenger Terminal 2(Expansion Construction)

Estimatedamount toinvestAmountalready paid

Funding
Methods

Planned startdate

Expected tocomplete

20,000

401

Cash
debt

and

2023
and
thereafter

2025
and
thereafter

30,000

6,888

Cash
debt

and

2023

2025
and
thereafter

Notes:
1) The estimated amount is subject to change as it has not yet been quoted for the construction contract.
2) The description of the increased capacity after completion is omitted because it is difficult to calculate reasonably.

(2) Disposal of Property, Plants and Equipment
There are no plans to sell or dispose of significant equipment, except for the sale or disposal of equipment for recurring
equipment upgrades.

- 30 -

Item 4. Information on the Company
1. Information on the Company’s Share, etc.
(1) Total number of shares, etc.
[Total number of shares]
Class
Common shares
Total

Total number of shares authorized to be issued (Shares)
288,000,000
288,000,000[Issued shares]

Class

Common shares
Total

Number of issued
shares at the endof the fiscal year
(March 31, 2023)(Shares)
93,145,400

Number ofissued shares asof the filing date(June 28, 2023)(Shares)
93,145,400

93,145,400

93,145,400

Name of the stock exchange on
which the Company is listed ornames of authorized financial
instruments firms associations

Description

Tokyo Stock Exchange
Prime Market－

The number of shares constituting
one unit is 100 shares.
－(2) Stock acquisition rights, etc.
[Stock option plans][Rights plan][Other stock acquisition rights, etc.]

Not applicable.
Not applicable.
Not applicable.

(3) Exercises, etc., of moving strike convertible bonds, etc.
Not applicable.
(4) Changes in the number of issued shares, capital stock, etc.

Date

Changes in
number ofissued shares(Shares)

Balance of
number ofissued shares(Shares)

Changes incapital stock(Millions ofyen)

Changes inlegal capitalsurplus(Millions ofyen)
17,873
2,763

Balance ofcapital stock(Millions ofyen)

Balance oflegal capitalsurplus(Millions ofyen)
39,183
41,947

March 5, 2021
7,507,900
91,984,400
17,87335,362
March 20, 2021
1,161,000
93,145,400
2,763
38,126
Notes:
1) Issuance of New Shares by Public Offering (Public Offering)
Issue price: 4,966.00, yen Issue value: 4,761.20 yen, Additional paid-in capital: 2,380.60 yen
2) Paid Third-Party Allotment (Third-Party Allotment in connection with the secondary offering of our shares by way of an overallotment)
Issue price: 4,761.20 yen, Paid-in capital: 2,380.60 yen, Underwriter: Nomura Securities Co., Ltd.

(5) Shareholding by shareholder category(As of March 31, 2023)
Status of shares (1 unit = 100 shares)
Financial
institutions

Financial
instruments
business
operators

Other
corporations

－

34

30

Number ofshares held
(Units)－

330,111

Shareholding
ratio (%)

－

35.44

National andlocal
governments

Number ofshareholders

Category

Foreign shareholders

Sharesless than
one unit(Shares)

Other than
individuals

Individuals

Individuals
and others

Total

274

301

15

7,052

7,706

－

3,573

311,661

236,63933

49,192931,20924,500

0.38

33.46

25.41

0.00

5.28

100

－

Note: Treasury stock of 8,983 shares is included in “Individuals and others” (89 units) and “Shares less than one unit” (83 shares).

- 31 -

(6) Major shareholders(As of March 31, 2023)
Name
The Master Trust Bank of Japan, Ltd. (Trust
Account)

2-11-3
Tokyo

Minato-ku,

9,537

10.24

SSBTC CLIENT OMNIBUS ACCOUNTONE LINCOLN STREET, BOSTON
MA USA 02111

5,471

5.87

Japan Airlines Co., Ltd.

2-4-11 Higashi-Shinagawa, Shinagawaku, Tokyo

4,398

4.72

ANA Holdings, Inc.

1-5-2 Higashi-Shinbashi,
Tokyo

4,398

4.72

Custody Bank of Japan, Ltd. (Sumitomo Mitsui
Trust Bank, Limited, Retirement Benefit Trust
Account of Keikyu Corporation.)

1-8-12 Harumi, Chuo-ku, Tokyo

3,484

3.74

MUFG Bank, Ltd.

2-7-1 Marunouchi, Chiyoda-ku, Tokyo

3,408

3.65

Mizuho Bank, Ltd.

1-5-5 Otemachi, Chiyoda-ku, Tokyo

3,300

3.54

Custody Bank of Japan, Ltd. (Trust Account)

1-8-12 Harumi, Chuo-ku, Tokyo

3,283

3.52

MITSUBISHI ESTATE CO., LTD.

1-1-1 Otemachi, Chiyoda-ku, Tokyo

3,111

3.34

TAISEI CORPORATION

1-25-1
Tokyo

2,831

3.03

43,222

46.40

Total

Hamamatsucho,

Shareholding ratio(excluding treasury
stock) (%)

Number of shares held(Thousands of shares)

Address

Nishi-Shinjuku,

Minato-ku,

Shinjuku-ku,-

Notes:
1) In the large shareholding report made available for public inspection on July 19, 2022, The Bank of Mitsubishi UFJ, Ltd. and its
joint holders, Mitsubishi UFJ Trust and Banking Corporation and Mitsubishi UFJ International Asset Management Co. Ltd. and
Mitsubishi UFJ International Asset Management Co., Ltd. are listed as holding the following shares as of July 11, 2022, the Company
is unable to confirm the number of shares held as of March 31, 2023, except for Mitsubishi UFJ Bank, Ltd. listed in the table above,and therefore they are not included in the above major shareholder situation. The details of the report on major shareholdings are as
follows.
Name

Address

Number of shares held(Thousands of shares)

Shareholding ratio(%)

MUFG Bank, Ltd.

2-7-1 Marunouchi, Chiyoda-ku, Tokyo

3,408

3.66

Mitsubishi UFJ Trust and Banking Corporation

1-4-5 Marunouchi, Chiyoda-ku, Tokyo

1,646

1.77

Mitsubishi UFJ International Investment Trust Co.

1-12-1 Yurakucho, Chiyoda-ku, Tokyo

422

0.45

2) Although Capital Research and Management Company is listed as owning the following shares as of September 30, 2022, in the
Large Shareholding Report made available for public inspection on October 7, 2022, the Company is unable to confirm the numberof shares held by the Company as of March 31, 2023, and, therefore, is not included in the above list of major shareholders. The
contents of the Major Shareholder Report are as follows. The details of the major shareholding report are as follows.
Name
Capital Research and Management Company

Address
333 South Hope Street, Los Angels, CA
90071, USA

Number of shares held(Thousands of shares)

Shareholding
ratio (%)

5,790

6.22

3) In the Large Shareholding Report made available for public inspection on March 7, 2022, Mizuho Bank, Ltd. and its joint holders
Mizuho Securities Co. Ltd. and its joint holders Mizuho Securities Co. The details of the report on major shareholdings are as follows.
Name

Address

Number of shares held(Thousands of shares)

Shareholding
ratio (%)

3,300

3.54

Mizuho Bank, Ltd.

1-5-5 Otemachi, Chiyoda-ku, Tokyo

Mizuho Securities Co.

1-5-1 Otemachi, Chiyoda-ku, Tokyo

110

0.12

Mizuho Trust & Banking Co.

1-3-3 Marunouchi, Chiyoda-ku, Tokyo

201

0.22

Asset Management One Corporation

1-8-2 Marunouchi, Chiyoda-ku, Tokyo

1,818

1.95

- 32 -

(7) Voting rights[Issued shares](As of March 31, 2023)
Classification－－

Number of
voting rights(Units)
－
－

－

－

－

－

－

930,320－－

The number of shares constituting
one unit is 100 shares.
－－

Number of shares (Shares)

Shares without voting rights
Shares with restricted voting
rights (treasury stock, etc.)
Shares with restricted voting
rights (others)
Shares with full voting rights(treasury stock, etc.)

Shares with full voting rights(others)
Shares of less than one unit

(treasury stock)
Common Shares(cross-held shares)
Common Shares
Common Shares

－
－

8,900
80,00093,032,000

Common Shares

Number of issued shares
Total number of voting rights

Description

24,50093,145,400－－
930,320[Treasury stock, etc.]

Name ofshareholders(treasury stock)
The company(cross-held shares)
Kanto Kowa Co.
(cross-held shares)
Seikosha
Corporation
Total(As of March 31, 2023)
Ownership
Total shares held
percentage to the(Shares)
total number ofissued shares (%)
8,900
0.00

Number of shares
held under
own name(Shares)
8,900

Number of shares
held under thenames of others(Shares)－

35,000－35,0000.03

7-8-13
NishiShinjuku, Shinjukuku, Tokyo

45,000－45,0000.04-

88,900－88,9000.09

Address
3-3-2,
HanedaAirport, Ota-ku,
Tokyo
5-9-1 Shinbashi,
Minato-ku, Tokyo- 33 -

2. Acquisitions, etc. of Treasury Stock[Classes of shares, etc.]
Acquisition of common stock by Article 155, Item 7 of the Companies Act of Japan.
(1) Acquisitions by a resolution of the General Meeting of Shareholders
Not applicable.
(2) Acquisitions by a resolution of the Board of Directors
Not applicable.
(3) Acquisitions not based on a resolution of the General Meeting of Shareholders or the Board of Directors
Category
Number of shares (Shares)
Total amount (Yen)Treasury stock acquired during the fiscal year246
1,491,040
Treasury stock acquired during the current period
142
937,540
Notes: Treasury stock acquired during the current period does not include shares constituting less than one unit of shares purchased
during the period from June 1, 2023, to the filing date of this Annual Securities Report.

(4) Disposals or holding of acquired treasury stock
Category

During the fiscal year
Number of shares Total disposal(Shares)amount (Yen)－－

During the current period
Numberof Total Disposal
shares (Shares)
amount (Yen)－－

Acquired treasury stock that was offered to subscribers
for subscription
Acquired treasury stock that was canceled－－－－
Acquired treasury stock that was transferred due to－－－－merger, exchange of shares, issue of shares, or
corporate split
others－－－－Number of treasury stock held
8,983
－
9,125
－
Notes: The number of treasury stock held during the current period does not include shares disposed of through the exercise of stock
options or request for sale of shares less than one unit of shares during the period from June 1, 2023, to the filing date of thisAnnual Securities Report.

3. Dividend Policy
We consider the return of profits to our shareholders to be one of our most important management priorities. Our basic
policy is to work on management with a more proactive stance, strive to improve our business performance, secureinternal reserves in consideration of large-scale investments such as the renewal of passenger terminal building facilities
in line with the functional expansion of Haneda Airport, and at the same time, maintain stable dividend payments. To
actively return profits to shareholders through our business performance, we have set a dividend payout ratio of 30% ormore as a target figure in our Medium-Term Business plan.
The Company’s policy is to pay dividends from profits twice a year, an interim dividend and a year-end dividend, and
the Articles of Association provide that the Company may pay an interim dividend by section 454(5) of the Companies
Act.
The decision-making bodies for these dividends are the Annual General Meeting for the year-end dividend and theBoard of Directors for the interim dividend.
Based on a comprehensive review of the current business environment, performance trends, and the dividend policy
described above, it has been decided to pay a year-end dividend of ¥16 per share for the current fiscal year.
As a result, the annual dividend for the year will be ¥16 per share, as no interim dividend was paid.
Date of resolution
28 June 2023
Resolution of the Annual General Meeting

Total dividends (in millions)
1,490- 34 -

Dividend per share (yen)
16.00

4. Corporate Governance, etc.
A. Overview of corporate governance(1) Basic stance on corporate governance
Recognizing that corporate governance is an important management issue, the Company has appointed outside
directors to ensure management transparency since its establishment. Previously, the Company had a system of Board of
Statutory Auditors. However, with the approval of an amendment to the Articles of Incorporation at the 78th Ordinary
General Meeting of Shareholders held on June 24, 2022, the Company became a company with an Audit & Supervisory
Committee system. The Board of Directors, which generally meets once a month, consists of fifteen directors (including
eight full-time directors and seven part-time outside directors, including five independent outside directors) and makes
decisions on basic management policies, matters prescribed by laws and regulations, and other important management
matters, and supervises the conduct of business. The Audit & Supervisory Committee consists of three independent
outside directors and members of the Audit & Supervisory Committee, who attend the meetings of the Board of Directors
and other important meetings to monitor the legality and appropriateness of the directors’ performance of their duties, aswell as the transparency and soundness of management.
(2) Outline of the corporate governance system and reasons for its adoption
The Board of Directors of the Company consists of 15 members, 7 of whom are non-executive outside directors. The
Board of Directors generally meets once a month to make decisions on basic management policies, matters required bylaw, and other important management matters, and to supervise the conduct of business. In addition, the Executive
Committee, consisting of full-time directors and executive officers, generally meets once a week to discuss basic policies
and important matters related to the conduct of business based on the management policies decided by the Board of
Directors, and to supervise the overall business operations.
In addition, the term of office of directors (excluding directors who are members of the Audit & Supervisory
Committee) and executive officers is set at one year to respond promptly to changes in the business environment.
The Company is a company with an Audit & Supervisory Committee and that monitors the legality and appropriatenessof the directors’ conduct of business and the transparency and soundness of management by realizing more transparent
management and strengthening the supervisory function of the Board of Directors through the establishment of an Audit& Supervisory Committee composed of a majority of outside directors and by allowing directors who are members of the
Audit & Supervisory Committee to have voting rights in the Board of Directors.
In addition, the Remuneration Advisory Committee, which consists of independent non-executive and executive
directors, generally meets once a year as a voluntary advisory body to the Board of Directors to ensure the transparency,
appropriateness, and objectivity of the compensation system for directors and executive officers and to discuss and makerecommendations regarding the compensation system for directors and executive officers.
The Nomination Advisory Committee, which consists of independent outside directors and full-time directors, generally
meets once a year. The Committee has been established as a voluntary advisory body to the Board of Directors to discussand make recommendations on the nomination of candidates for directors and executive officers, based on the basic policyof selecting candidates for directors and executive officers who have a wealth of experience, a high level of insight and ahigh level of expertise.
Concerning our sustainability initiatives, we have identified our stakeholders, including customers,
shareholders/investors, employees, local communities, and partners that are relevant to our activities, and established a
Sustainability Policy and a Sustainability Committee, chaired by the President and COO, to provide top management
leadership. This has helped to ensure that sustainability initiatives permeate the entire organization and promotesustainable management. The Committee’s deliberations are reported to and approved by the Board of Directors after
deliberation by the Executive Committee, based on the relationship and consistency with management strategies.
About risk management, the Company has established a Risk Management Committee, chaired by the President andRepresentative Director, to enhance the sophistication of the Group-wide risk management system. The Committee
identifies risks of high importance (priority risks), determines responses to such risks, and has a system in place torepeatedly review the status of responses and verify their effectiveness, and reports to the Board of Directors as
appropriate, thereby obtaining oversight of risk management.
Regarding compliance, the Company seeks advice from legal counsel on management and business operations asnecessary and has established a Legal Affairs Section in the General Affairs and Human Resources Department to which
major approval requests are forwarded, to quickly identify various legal issues within the Company and ensure the legalityof business operations. In addition, the Company has established a system to promote compliance throughout the Group,
such as the issuance of the Basic Compliance Guidelines, which sets forth the code of conduct for officers and employees,
and the establishment of a Compliance Promotion Committee, which is chaired by the President and Representative
Director. Furthermore, to prevent the occurrence of illegal acts and to minimize the impact on the Company if such acts
occur, a Compliance Information Desk has been established and a reporting system is in place.
The Company’s corporate governance structure is set forth below.
- 35 -

General Meeting of Shareholders

Audit & Supervisory Committee

Board of Directors

Compliance Promotion
Committee

Accounting Auditor

Nomination Advisory
Committee
Remuneration Advisory
Committee
Sustainability Committee

Executive Committee

Risk Management
Committee

Each Business Unit Each Business Unit Each Business Unit

Internal Audit
OfficeInternal Control
OfficeAs of the date of this report, the members of the body to be established are as follows: (◎ denotes the chairperson)
Name

Isao
Takashiro
NobuakiYokotaHisayasu
Suzuki
HiroshiOnishiKazuhito
TanakaYoko
KoyamaTakeshiFujinoKeishiMatsudaYoshiharu
Ueki
Keiji
KimuraIchiroFukuzawa

Boardof
directors

Executive
committee

Audit &
supervisorycommittee

Nomination/
Remunerati
on Advisory
Committee

Compliancepromotioncommittee

Sustainability/risk
management
committee

◎

〇

-

-

-

-

〇

◎

-

◎

◎

◎

〇

〇

-

-

〇

〇

〇

〇

-

-

〇

〇

〇

〇

-

-

〇

〇

〇

〇

-

-

〇

〇

〇

〇

-

-

〇

〇

〇

〇

-

-

〇

〇

Outside Director

〇

-

-

-

-

-

Outside Director

〇

-

-

〇

-

-

Outside Director

〇

-

-

-

-

-

Position in the Company
Representative Director,
Chairperson of the Boardof Directors & CEO
Representative Director,
President & COO
Representative Director,
Executive Vice President
Representative Director,
Executive Vice President
Executive Vice President,
Executive Officer
Senior Managing Director,
Executive Officer
Senior Managing Director,
Executive Officer
Managing
Director,
Executive Officer- 36 -

Name

Position in the Company

Yukihiro
Kawamata

Outside Director

TamakiKakizaki
Ryoko
TakedaKenji
IwasakiBoardof
directors

Executive
committee

Audit &
supervisorycommittee

Nomination/
Remunerati
on Advisory
Committee

Compliancepromotioncommittee

Sustainability/risk
management
committee

〇

-

-

〇

-

-

〇

-

〇

〇

-

-

〇

-

〇

〇

-

-

〇

-

◎

〇

-

-

Outside Director, Audit &Supervisory Committee
MemberOutside Director, Audit &Supervisory Committee
MemberOutside Director, Audit &Supervisory Committee
MemberNote:1) The Executive Committee, the Compliance Promotion Committee, and the Sustainability/Risk Committee are also attended byexecutive officers.
2) The Company shall appoint Special Audit & Supervisory Officers to assist the Audit & Supervisory Committee in the performanceof its duties. The Special Audit & Supervisory Officers may attend meetings of the Board of Directors and may also attend meetingsof the Executive Committee.

(3) Other Corporate Governance Issues[Basic Policy]
The Company has established a company-wide internal control system, including Group companies, to enhance theeffectiveness and efficiency of business management, ensure the reliability of the Company’s financial reporting, andpromote compliance with laws and regulations governing business management.
[Status of maintenance]
a. Systems to ensure that the execution of duties by directors, executive officers, and employees comply with laws,
regulations, and the Articles of Incorporation
1) The Company issues the Compliance Declaration to express its determination to make group-wide efforts toimprove compliance, establishes a code of conduct for directors and employees by the Basic Compliance Guidelines,
and has established a system to promote compliance, including the establishment of a Compliance Promotion
Committee chaired by the President and Representative Director and composed of the presidents of each subsidiarycompany by the Compliance Promotion Committee Regulations.
2) Establish a compliance information desk (reporting system) to prevent the occurrence of illegal acts, etc., andminimize the impact on the Company if such acts should occur.
3) The Compliance Control Division shall take the lead in holding training sessions and explanatory meetings toensure thorough compliance.
4) The Company shall establish regulations for the Board of Directors and the Executive Committee and establish asystem to report the status of execution of duties by each director at these meeting bodies.
5) The Company shall establish various internal rules based on laws and regulations and the Articles of Incorporation,such as organization rules and employment rules, and establish a system to ensure the execution of duties by suchinternal rules and regulations.
6) Establish a system to audit the status of execution of duties in each department by the internal audit department.
b. System for storage and management of information related to the execution of duties by Directors
Information related to the execution of duties by Directors shall be appropriately stored and managed by the internal
rules for document management.
c. Rules and other systems for managing the risk of loss
1) To develop a system for risk management, the Company shall establish basic rules related to the management of
the risk of loss and other systems for the entire Group.
2) The Risk Management Committee shall regularly collect risk information from each department, identify risks thatshould be prioritized based on such information, and update such information regularly.
3) The Risk Management Committee shall compile countermeasures for risks that are assessed to be of highimportance, periodically check the progress of such countermeasures, and report them to the Executive Committee
and the Board of Directors as appropriate.
- 37 -

4) The Internal Audit Department shall audit the adequacy and appropriateness of processes related to the risk
management system, make recommendations for improvement to each department as necessary, and report to the
Audit & Supervisory Committee as appropriate.
d. System to ensure the efficient execution of duties by directors
1) The Board of Directors shall meet once a month in principle by the Board of Directors Regulations, and once every
3 months in principle at subsidiaries, to make decisions on basic management policies, matters required by law, andother important management matters, and to supervise the execution of business operations.
2) The Executive Committee, attended by full-time directors and executive officers, etc., shall meet once a week inprinciple based on the Executive Committee Regulations, and twice a month at subsidiaries, to deliberate basic
policies and important matters related to business execution based on management policies decided by the Boardof Directors, and supervise overall business operations.
3) The Company shall establish organizational rules to ensure the reliable and efficient operation of the duties of the
Directors.
4) The Company shall establish the Rules of Administrative Authority to clarify the responsibilities and authority ofeach position concerning the execution of the Company’s business and ensuring the efficient and organizedmanagement of the Company’s business.
5) After April 1, 2009, the Company shall introduce an Executive Officer System and reorganize the Managing
Directors’ Meeting into the Executive Committee to separate supervision and execution and accelerate decisionmaking, as well as to improve the executive function, and Executive Officers shall be able to attend such meetings.
e. System to ensure the appropriateness of operations of the corporate group consisting of the Company and its
subsidiaries
1) The Company shall establish the Affiliated Companies Management Regulations, which stipulate basic policies
regarding the management of subsidiaries by the parent company and the appropriateness of operations between
the parent company and subsidiaries, and establish a system to ensure the appropriateness of the execution ofbusiness by group companies.
2) By the Affiliated Companies Management Regulations, the Company shall establish a Group Executive Committee
to advance comprehensive business as a group and strengthen the development of subsidiaries and shall receive
regular reports on the status of business execution, etc.
3) The Basic Compliance Guidelines stipulate that the Company and its subsidiaries shall not have any relationshipwith antisocial forces that threaten social order and safety and shall not respond to any unreasonable or illegal
demands, provided that the Company and its subsidiaries shall act appropriately by social rules and ethical standards.
4) The Company and its subsidiaries shall conduct the necessary documentation, testing, and other activities, andevaluate the effectiveness of these activities in response to the internal control reporting system for financial
reporting based on the Financial Instruments and Exchange Law. In addition, the Company shall establish an
Internal Control Office to promote these activities and enhance internal control over financial reporting.
5) The Internal Audit Department shall establish a system to audit the status of business execution of subsidiaries.
f. System for reporting to the Audit & Supervisory Committee by directors (who are excluding Audit & Supervisory
Committee members), executive officers, and employees, and system for reporting to the Company’s Audit &Supervisory Committee by directors, statutory auditors, and employees of subsidiaries or persons who receive reports
from them
1) Directors, executive officers, and employees shall report to the Audit & Supervisory Committee on internal control
matters regularly and whenever important matters arise, and the Audit & Supervisory Committee may request
reports from directors, executive officers, and employees (including those of subsidiaries) as necessary.
2) The Audit & Supervisory Committee shall always have access to important minutes and approved documents.
3) Directors, statutory auditors, and employees of subsidiaries, or directors, corporate officers, and employees of theCompany who receive reports from them on matters concerning internal controls or important matters, etc., shallreport to the Audit & Supervisory Committee.
g. System to ensure that a person who reports to the Audit & Supervisory Committee as described in (6) above will notreceive any disadvantageous treatment because of such a report
The contents of reports shall be treated confidentially, and no disadvantageous treatment shall be accorded to those
who make such reports by the Basic Compliance Guidelines.
h. Matters Concerning Directors and Employees Assisting the Audit & Supervisory Committee
The Company shall assign employees to assist the Audit & Supervisory Committee in its duties. In addition, Special
Audit & Supervisory Officers shall be selected to assist the Audit & Supervisory Committee in its duties.

- 38 -

i. Matters concerning the independence of the directors and employees mentioned in (8) above from the Company’s
directors and matters concerning the effectiveness of instructions given by the Audit & Supervisory Committee tosuch directors and employees
If full-time employees assigned to assist the duties of the Audit & Supervisory Committee are assigned to positions
independent from Directors, the Company shall ensure their independence from Directors and the effectiveness of the
Audit & Supervisory Committee’s instructions by, for example, holding prior discussions with the Audit &Supervisory Committee regarding personnel transfers, etc.
j. Matters concerning procedures for advance payment or reimbursement of expenses incurred in connection with theexecution of duties by Audit & Supervisory Committee members (limited to those related to the execution of duties
by the Audit & Supervisory Committee) and matters concerning the policy for the treatment of expenses or liabilities
incurred in connection with the execution of duties by Audit & Supervisory Committee members (limited to thoserelated to the execution of duties by the Audit & Supervisory Committee)
If an Audit & Supervisory Committee member requests the Company to pay expenses or settle debts incurred in
the execution of the duties of Audit & Supervisory Committee members (limited to those related to the execution of
the duties of the Audit & Supervisory Committee), the Company shall pay such expenses or debts to the Audit &Supervisory Committee members except when it is deemed that the request is not necessary for the execution of duties
of Audit & Supervisory Committee members (limited to the execution of duties of the Audit & Supervisory
Committee).
k. Other systems to ensure the effective execution of audits by the Audit & Supervisory Committee
1) The Audit & Supervisory Committee shall maintain close cooperation with the Internal Audit Department andestablish a system to utilize the results of internal audits.
2) Audit & Supervisory Committee members shall be able to attend important meetings to understand important
decision-making processes and the status of business execution.
(4) Number of Directors
The Company’s Articles of Incorporation provide that the Company shall have no more than 15 directors (including no
more than 4 directors who are members of the Audit & Supervisory Committee).
(5) Requirements for Resolutions for the Election of Directors
The Company’s Articles of Incorporation provide that resolutions for the election of directors shall be adopted by amajority of the votes cast by the shareholders present at a meeting at which shareholders holding one-third or more of thevoting rights of the shareholders entitled to vote are present, and that cumulative voting shall not be used.
(6) Matters to be decided at the Annual General Meeting that may be decided by the Board of Directors[Acquisition of treasury shares]
The Company’s Articles of Incorporation provide that the Company may, by resolution of the Board of Directors under
Article 165, Paragraph 2 of the Companies Act, acquire its shares through market transactions, etc., to enable theimplementation of a flexible capital policy in response to changes in economic conditions and other factors.
[Interim Dividends]
To enhance the opportunities for the return of profits to shareholders, the Articles of Incorporation provide that interim
dividends may be paid by resolution of the Board of Directors by Article 454, Paragraph 5 of the Companies Act.
(7) Requirements for Special Resolutions of the General Meeting of Shareholders
The Company’s Articles of Incorporation provide that the requirements for special resolutions of the General Meetingof Shareholders outlined in Article 309, Paragraph 2 of the Companies Act shall be met by two-thirds or more of thevoting rights of the shareholders present at the meeting if shareholders holding one-third or more of the voting rights ofthe shareholders entitled to exercise their voting rights are present at the meeting. The purpose of this provision is tofacilitate the smooth operation of the General Meeting by relaxing the quorum for special resolutions at the General
Meeting.

- 39 -

(8) Limitation of liability agreement
Under Article 427, Paragraph 1 of the Companies Act, the Company and the non-executive directors have agreed tolimit their liability for damages under Article 423, Paragraph 1 of the same Act.
The maximum amount of liability for damages under the said agreement is the amount specified in Article 425,
Paragraph 1 of the Companies Act.
(9) Summary of the contents of the directors’ and officers’ liability insurance policy
The Company has concluded a Directors’ and Officers’ Liability Insurance Policy with an insurance company under
Article 430-3, Paragraph 1 of the Companies Act, which ensures all directors and officers of the Company and provides
coverage for damages and legal expenses, etc., incurred by the insured due to claims for damages arising from acts
(including omissions) committed by the insured in their capacity as directors or officers of the Company. The policy
provides coverage for damages and legal expenses, etc., incurred by the Insured as a result of claims for damages arisingfrom acts (including omissions) committed by the Insured in his capacity as a director or officer of the Company. The
premiums are fully paid by the Company.
(10) Activities of the Board of Directors
The Board of Directors, which generally meets once a month and consists of 15 directors (including 8 full-time directors
and 7 non-executive directors, 5 of whom are independent non-executive directors), makes decisions on basic
management policies, matters required by law, and other important management matters.
The main matters discussed are as follows:- Establishment of the medium-term business plan “To Be a World’s Best Airport 2025”.
- Sustainability initiatives- Response to the evaluation of the effectiveness of the Board of Directors(survey of all directors by an external organization)- Other significant matters related to the conduct of business.
During the year, the Company held 13 meetings of the Board of Directors, each of which was attended as follows.
Board of Directors Meetings
Attendance (13 total meetings)
Isao Takashiro
Representative Director, Chairperson of the Board of Directors & CEO
13 times
Nobuaki Yokota
Representative Director, President & COO
13 times
Hisayasu Suzuki
Representative Director, Executive Vice President
13 times
Masatoshi Akahori
Executive Vice President, Executive Officer
13 times
Hiroshi Onishi
Executive Vice President, Executive Officer
13 times
Yasuhide Yonemoto
Senior Managing Director, Executive Officer
13 times
Kazuhito Tanaka
Senior Managing Director, Executive Officer
13 times
Yoko Koyama
Managing Director, Executive Officer
13 times
Kazuyuki Harada
Outside Director
11 times
Yoshiharu Ueki
Outside Director
13 times
Keiji Kimura
Outside Director
12 times
Ichiro Fukuzawa
Outside Director
10 times (Note)
Kazuhiko Takeshima
Outside Director, Audit & Supervisory Committee Member
7 times (Note)Koji Iwai
Outside Director, Audit & Supervisory Committee Member
13 times
Tamaki Kakizaki
Outside Director, Audit & Supervisory Committee Member
13 times
Ryoko Takeda
Outside Director, Audit & Supervisory Committee Member
5 times (Note)
Note: Outside Director Ichiro Fukuzawa’s status after his appointment on June 24, 2022; Outside Director (Audit & Supervisory
Committee Member) Kazuhiko Takeshima’s status until his resignation on October 31, 2022; and Outside Director (Audit &Supervisory Committee Member) Ryoko Takeda’s status after her appointment on November 1, 2022.
Name

Position in the Company- 40 -

(11) Activities of the Nomination and Remuneration Advisory Committees
The Nominating Advisory Committee consists of independent outside directors and one executive officer and generally
meets once a year. It is established as an advisory body to the Board of Directors to discuss and make recommendations
regarding the nomination of director and executive officer candidates, based on the policy of selecting director andexecutive officer candidates who have broad experience, a high level of insight, and a high level of expertise.
During the fiscal year under review, the Nomination Advisory Committee met once to discuss and propose thenomination of candidates for directors and executive officers, and all members attended the meeting.
The Remuneration Advisory Committee consists of independent outside directors and an executive officer andgenerally meets once a year. It was established as an advisory body to the Board of Directors to discuss and makerecommendations regarding the compensation system for directors and executive officers, to ensure the transparency,
appropriateness, and objectivity of the compensation system for directors and executive officers.
During the fiscal year under review, the Remuneration Advisory Committee met twice to discuss and propose thecompensation system for directors (excluding directors who are members of the Audit & Supervisory Committee) and
executive officers. All members participated in all meetings.
(12) Indemnification of Directors
Under Article 426, Paragraph 1 of the Companies Act, the Company’s Articles of Incorporation provide that Directors(including former Directors) and Statutory Auditors (including former Statutory Auditors) may, by resolution of the Boardof Directors, be exempted from the liability for damages provided for in Article 423, Paragraph 1 of the Companies Act,to the extent permitted by law, to enable them to properly perform their expected functions by limiting their liability to areasonable extent.
Note: The Statutory Auditors (including former Statutory Auditors) were appointed before the conclusion of the 78th Ordinary General
Meeting of Shareholders.

(13) Basic Views on Measures for Eliminating Anti-Social Forces and Status of Development[Basic Policy]
The Group shall resolutely confront anti-social forces that pose a threat to civil society.
[Status of maintenance]
In the action guidelines of the Basic Compliance Guidelines established on October 26, 2005, we have established apolicy of resolutely confronting anti-social forces that pose a threat to civil society and have put in place a system forrefusing to provide benefits, sharing information on anti-social forces within the Group, and reporting and responding tosuch forces. Furthermore, we cooperate in the industry and local communities and work closely with the police and otherrelevant government agencies to eliminate anti-social forces.
(14) Basic Policy Concerning Company Control
The following is a summary of each of the Company’s Basic Policy Concerning Company Control, special efforts tocontribute to the realization of the Basic Policy Concerning Company Control, and efforts to prevent decisions on the
Company’s financial and business policies from being controlled by persons deemed inappropriate considering the Basic
Policy Concerning Company Control.
[1. Basic Policy Concerning Company Control]
The Company believes that in the event of a large-scale acquisition of the Company’s shares, the final decision as towhether to accept such acquisition should be left to the Company’s shareholders at that time.
At Haneda Airport, the company constructs, manages, and operates the domestic terminal as an aviation-related
business. It made the Tokyo International Air Terminal Corporation a consolidated subsidiary in April 2018 to run thedomestic and international terminals in an integrated manner, thereby operating the terminal more efficiently. On the other
hand, as a non-aeronautical business, we operate merchandise sales and other businesses at Haneda Airport, Narita
International Airport, Kansai International Airport, and Chubu Centrair International Airport, and we are using theearnings from these businesses to expand and improve terminal buildings in response to the rapid development of theaviation industry. In addition, we have been developing our business outside of airports by utilizing our accumulated
knowledge. Therefore, those who control decisions on the Company’s financial and business policies must have anappropriate awareness of the high level of safety and public interest of the passenger terminal business, as well as a deep
understanding of the critical management resources that are the source of the Company’s corporate value (highly originaltechnology and know-how, knowledge, and information in specific market fields, deep trust relationships with business
partners cultivated over a long period, high-quality human resources with expertise in specialized fields, etc.).
- 41 -

In addition, we will implement measures to capture domestic consumption by foreign visitors to Japan, which is
expected to increase in the medium to long term and advance the medium-term business plan while reorganizing andstrengthening our organization and governance to support these measures, create an environment for new value creation,
expand opportunities for dialogue with shareholders and investors, and enhance the certainty of each measure.
Although the Company endeavors in its investor relations activities to ensure that its shareholders and investors
understand the Company’s business activities and policies, etc. if a person who intends to conduct a Large-Scale Purchase(hereinafter referred to as “Large-Scale Purchaser”) suddenly appears, For our shareholders to make an appropriate
judgment within a short period regarding the impact of such Large-scale Purchase on our corporate value and, in turn, thecommon interests of our shareholders, we believe it is essential that both the Large-scale Purchaser and our Board of
Directors provide appropriate and sufficient information regarding the impact of the Large-scale Purchase on our company
and the management policy and business plan that the Large-scale Purchaser plans to adopt if it participates in ourmanagement. Furthermore, we believe that the presentation of the results of the Board of Directors examination, etc. ofsuch a Large-scale Purchase will contribute to the decision-making process of the Company’s shareholders.
Considering the above, the Company believes that in the event of a Large-scale Purchase, the Large-scale Purchaser
must provide the Board of Directors of the Company with necessary and sufficient information regarding the Large-scale
Purchase in advance by certain rules to be established and disclosed in advance by the Company for the benefit ofshareholders’ decision-making. In addition, to prevent a malicious Large-Scale Purchase of the Company’s shares thatwould damage the corporate value of the Company and, in turn, the common interests of its shareholders, the Company
will ensure that the Large-Scale Purchaser is allowed to ask reasonable questions and demand improvements in the detailsof the proposal of the Large-Scale Purchaser or present a reasonable alternative proposal that will benefit the shareholders.
The Company believes that it is necessary to take reasonable measures against a Large-Scale Purchase that does notcomply with the Large-Scale Purchase Rules from the perspective of maintaining and enhancing corporate value and, inturn, the common interests of shareholders.
[2. Special Efforts to Contribute to the Realization of the Basic Policy Concerning Company Control]
In special efforts to contribute to the realization of the Basic Policy Concerning Company Control, the Company strives
to maintain and enhance corporate value and, in turn, the common interests of its shareholders by taking the following
measures in addition to those described in (3) below.
a. Efforts based on the medium-term business planTo establish absolute safety in our passenger terminal buildings, we are committed to further strengthening safetymeasures, while aiming to operate passenger terminal buildings in a customer-oriented manner, and to ensure that ourGroup’s CS philosophy is “Peace to those who enter in, good health to those who leave again” is applied to our operations.
In addition, the entire company is striving to further improve services and earnings by thoroughly implementing thecustomer-first principle and actively developing human resources under the Group’s CS philosophy.
b. Efforts to Strengthen and Enhance Corporate Governance
Based on the recognition that corporate governance is an important management issue, the Company has appointed
outside directors to ensure management transparency since its establishment. The Company previously had a Board of
Statutory Auditors system. Still, upon critical approval of an amendment to the Articles of Incorporation at the 78th
Ordinary General Meeting of Shareholders held on June 24, 2022, the Company transitioned to a company with an Audit& Supervisory Committee system. The Board of Directors, which meets once a month in principle, consists of fifteen
directors (of which, eight full-time directors and seven part-time outside directors, including five independent outside
directors) and makes decisions on basic management policies, matters stipulated by laws and regulations, and otherimportant management matters, as well as supervising the execution of business operations. The Audit & Supervisory
Committee consists of three independent outside directors. Directors who are Audit & Supervisory Committee members
attend Board of Directors meetings and other important meetings to monitor the legality and appropriateness of thedirectors’ business execution of duties, as well as the transparency and soundness of management.
[3. Efforts to Prevent Inappropriate Persons from Controlling Decisions on Financial and Business Policies of theCompany Considering the Basic Policy Concerning Company Control]
Considering the Basic Policy Concerning Company Control described in (1) above, to prevent decisions on the
Company’s financial and business policies from being controlled by inappropriate persons, the Company has establishedthe “Policy Concerning Large-Scale Purchases of the Company’s Shares (Takeover Defense Measures)” (hereinafterreferred to as the “Policy”). The Policy sets forth the Large-Scale Purchase Rules in the event of a Large-Scale Purchaseand the procedures for triggering countermeasures if a Large-Scale Purchaser fails to comply with the Rules.

- 42 -

a. Establishment of the Independent Committee
The Independent Committee shall be established as an organ to examine and deliberate whether or not the Large-Scale
Purchase is detrimental to the corporate value of the Company and, in turn, the common interests of its shareholders, andto ensure the fairness of the Board of Directors’ decision and response concerning the Large-Scale Purchase. The
Independent Committee shall have at least three members, who shall be appointed from among the Company’s outside
directors and outside knowledgeable persons who are independent of the Company’s management in charge of businessexecution to enable fair and neutral judgments.
The Board of Directors of the Company shall consult with the Independent Committee on the propriety of a resolution
for non-implementation of countermeasures if a Large-Scale Purchase is commenced, and the Board of Directors of theCompany shall respect such recommendation to the maximum extent possible.
b. Large-Scale Purchase Rules
As per the Large-Scale Purchase Rules, the Large-Scale Purchaser shall submit information, etc. by the prescribed
procedures, and shall not conduct the Large-Scale Purchase until the Board of Directors passes a resolution not to trigger
the countermeasure after the information submission procedures, etc. have been completed.
1) Prior Submission of a Statement of Intention for a Large-scale Purchase to the Company
The Large-Scale Purchaser shall submit to the Company in advance a Large-Scale Purchase Statement of Intention(in the form prescribed by the Company) to the effect that the Large-Scale Purchaser will conduct the Large-Scale
Purchase by the Large-Scale Purchase Rules.
2) Submission of information regarding the Large-scale PurchaseUpon receipt of the Large-Scale Purchaser’s Statement of Intention, the Company will deliver to the Large-Scale
Purchaser an information list containing the items of information to be submitted again within 10 business days (notcounting the first day).
Based on the information list, the Large-scale Acquirer will be requested to submit to the Company necessary andsufficient information regarding the Large-scale Acquisition for the shareholders’ judgment and the Independent
Committee’s consideration.
3) Notice of Commencement of Consideration by the Independent Committee
If the Company determines that it is appropriate for the Independent Committee to commence its consideration of
the Large-scale Acquisition, such as when the submission of information regarding such Large-scale Acquisition isdeemed to be complete, the Company will notify and disclose such fact to the Large-scale Acquirer and request that
the Independent Committee commence its consideration.
4) Consideration by the Independent Committee and resolution recommending non-activation
Within the period set as the Independent Committee Consideration Period, the Independent Committee will consider
the terms of the Large-scale Acquisition and alternative plans provided by the Board of Directors, etc.
If the Independent Committee requests the Large-scale Acquirer to provide materials for consideration or otherinformation or to discuss or negotiate with the Independent Committee, the Large-scale Acquirer must promptly
respond to such request. If the Independent Committee finds, by unanimous resolution, as a result of the examinationof information, etc. concerning such Large-scale Acquisition, that such Large-scale Acquisition is not likely to damage
the Company’s corporate value and harm the interests of the Company and, in turn, the common interests ofshareholders, it shall pass a resolution recommending non-activation to the Board of Directors of the Company.
5) Confirmation of Shareholders’ Intentions at the General Meeting of Shareholders
If the Independent Committee does not reach a resolution recommending non-implementation within the
Independent Committee Consideration Period, the Independent Committee shall recommend that the General
Shareholders’ Meeting for Confirmation of Shareholders’ Intentions regarding countermeasures against the relevant
Large-scale Purchase be held, and in response to such recommendation, the Board of Directors shall promptly decideto convene the General Shareholders’ Meeting for Confirmation of Shareholders’ Intentions.
Resolutions of the General Shareholders’ Meeting for Confirmation of Shareholders’ Intentions shall be adopted by amajority of the voting rights of the shareholders present at the meeting.
6) Resolution of the Board of Directors not to act
If the Independent Committee recommends that the Board of Directors should pass a resolution not to trigger theLarge-Scale Purchase, the Board of Directors shall promptly pass a resolution not to trigger the Large-Scale Purchase
unless there are exceptional circumstances that violate its duty of care as a director.
In addition, the Board of Directors shall promptly pass a resolution of non-implementation if the General
Shareholders’ Meeting for Confirmation of Shareholders’ Intentions provided in (3) (e) above indicates shareholders’- 43 -

intentions to the effect that the countermeasures should not be implemented.
7) Triggering of Countermeasures against a Large-scale Purchase that does not comply with the Large-scale Purchase
Rules
Until the Company’s Board of Directors passes a resolution of non-implementation, the Large-scale Acquirer shallnot conduct the Large-scale Acquisition. If a Large-Scale Purchase that does not comply with the Large-Scale
Purchase Rules is conducted and it is reasonable to trigger countermeasures, the Board of Directors of the Company
shall take countermeasures based on the Policy to ensure and enhance the corporate value of the Company and thecommon interests of its shareholders. Countermeasures under the Policy include the gratis allotment of stockacquisition rights and other measures permitted under laws and regulations and the Company’s Articles ofIncorporation.
c. Impact on Shareholders and Investors
The purpose of the Policy is to provide information necessary for the Company’s shareholders to decide whether toaccept the Large-scale Purchase and to ensure that the Company’s shareholders have a reasonable amount of time toconsider and negotiate a better proposal for the Large-scale Purchase and an opportunity to receive an alternative proposal
from the Company’s Board of Directors, etc. The Policy is also intended to ensure that the Company’s shareholders will
be provided with the information necessary for them to make an informed decision on the Large-scale Purchase. The
purpose is to ensure that the Company’s shareholders will have a reasonable amount of time to consider and negotiate abetter proposal for the Large-Scale Purchase and an opportunity to receive an alternative proposal from the Board of
Directors. We believe that this will enable our shareholders to make an appropriate decision on acceptance of the Largescale Purchase and other options based on sufficient information, which will lead to the protection of the interests of ourshareholders. Therefore, we believe that the establishment of the Policy is a prerequisite for our shareholders and investors
to make appropriate investment decisions and contributes to the interests of our shareholders and investors.
[4. Judgment of the Board of Directors and Reasons for the Judgment]
The Company’s medium-term business plan, reinforcement and enhancement of corporate governance, and othermeasures are exactly in line with the Company’s basic policy and were formulated as specific measures to enhance theCompany’s corporate value and the common interests of shareholders continuously and sustainably.
The Policy is in line with the above basic policy, and since the following special efforts have been made to enhance therationality of the Policy, the Policy is not detrimental to the corporate value of the Company or the common interests of
its shareholders, nor is it intended to maintain the status of the Company’s officers.
a. The basic contents of this policy were approved in advance by shareholders at the 79th Annual General Meeting of
Shareholders held on June 28, 2023. The approval of such shareholders’ meeting shall be effective for 3 years fromsuch annual shareholders’ meeting. At the end of the three years, the Company’s Board of Directors plans to confirm
the shareholders’ intentions regarding the Policy again and ask the shareholders to decide. During the effective periodof the approval by the shareholders meeting, the Board of Directors of the Company will make decisions andamendments to the details of the Policy and other necessary matters within the scope of the purpose of the approval by
the shareholders meeting, taking into consideration trends in related legal systems and various other circumstances
surrounding the Company.
b. If the General Shareholders’ Meeting for Confirmation of Shareholders’ Intentions indicates the shareholders’ intent
that the countermeasures should not be triggered, the Board of Directors shall promptly pass a resolution for nonimplementation of the countermeasures. In addition, the Independent Committee, which consists of members appointed
from among the Company’s outside directors and outside knowledgeable persons who are independent of theCompany’s management team that executes the Company’s business, shall, within the Independent Committee Review
Period before the convocation of the General Shareholders’ Meeting for Confirmation of Shareholders’ Intentions,decide on the Large-scale Purchase if it is considered that such Large-scale Purchase will damage the Company’s
corporate value, harm the interests of the Company, and ultimately, the common interests of shareholders. If the
Independent Committee, which is composed of members from among the members of the Board of Directors, findsthat the Large-scale Purchase is not likely to damage the Company’s corporate value and harm the interests of theCompany and, in turn, the common interests of its shareholders, the Board of Directors of the Company shall promptly
pass a resolution of non-activation by the said recommended resolution unless there are special circumstances that
violate the duty of care of a good manager as a director. In this way, the Policy ensures a mechanism to prevent arbitrary
triggering of the resolution to maintain the status of directors, etc.
c. The Company does not add any weight to the requirements for the resolution of dismissal of directors from the ordinary
resolution. The Policy can be abolished by the Large-scale Acquirer appointing directors nominated by the Large-scale- 44 -

Acquirer by ordinary resolution at a general meeting of shareholders of the Company, and by the Board of Directors
consisting of such directors. Accordingly, the Policy is not a dead-hand takeover defense measure (a takeover defense
measure that cannot be stopped even if a majority of the members of the Board of Directors are replaced). In addition,
since the Company has not adopted a staggered term system, the Policy is not a slow-hand takeover defense measure(i.e., a takeover defense measure that requires time to prevent its triggering because members of the Board of Directors
cannot be replaced at once).
d. The Policy satisfies all the requirements of legality (requirements to be met in order not to be subject to an injunction
against the issuance of stock acquisition rights, etc.) and rationality (Requirements to be met to obtain the understandingof shareholders, investors, and other stakeholders) required by the “Guidelines Regarding Takeover Defense Measures
to Ensure or Enhance Corporate Value and Common Interests of Shareholders” established by the Ministry of Economy,
Trade, and Industry and the Ministry of Justice on May 27, 2005. In addition, the Company’s proposal also conforms
to the content of the June 30, 2008, report “Takeover Defense Measures in Light of Recent Environmental Changes”
issued by the Corporate Value Study Group of the Ministry of Economy, Trade, and Industry of Japan.
[5. Others]
For details of the Policy, please refer to the text “Continuation of the Policy Against Large-Scale Purchases of theCompany’s Shares (Takeover Defense Measures)” posted on the Company’s website.
(Reference URL: https://www.tokyo-airport-bldg.co.jp/files/en/ir/000013351.pdf)- 45 -

B. Board of Directors and Audit & Supervisory Committee Members(1) List of Board of Directors and Audit & Supervisory Committee Members
Male: twelve (12) persons, Female: three (3) persons (percentage of the female: 20.0 %)
Name
(Date
birth)

of

Position in the
Company

Isao
Takashiro
(July
13,
1943)
(Note:2)

Representative
Director,
Chairperson of
the Board of
Directors&
CEO

NobuakiYokota(September
6, 1951)(Note:2)

Representative
Director,
President&
COO

Experience and positions

April 1968
June 2001
April 2003
April 2005
April 2009
June 2016
April 1974
April 2009
June 2011
June 2014
June 2015
May 2016
June 2016

April 1975
July 2006
Hisayasu
Suzuki(March 31,
1953)(Note:2)

Representative
Director,
Executive Vice
President

July 2009
January 2013
January 2014
June 2014
June 2015
June 2023

April 1979
June 2009
June 2010
April 2011
HiroshiOnishi(June 13,
1955)
(Note:2,5)Representative
Director,
Executive Vice
President(as of June 28, 2023)

February 2012
April 2017
July 2017
June 2018
June 2021
June 2023

Joined the Company
Senior Managing Director
Representative Director and Executive Vice President
Representative Director and President
Representative Director, President and Executive Officer
Representative Director, Chairperson & CEO (current position)
Joined the Company
Managing Director and Executive Officer
Senior Managing Director and Executive Officer
Executive Vice President and Executive Officer
Representative Director, Executive Vice President and Executive
Officer
Chairperson, All Japan Airport Terminal Association (currently The
All-Japan Airport Association, Inc.) (current position)
Representative Director, President and Executive Officer & COO(current position)[Significant concurrent positions]
Chairperson, The All-Japan Airport Association, Inc.
Joined the Ministry of Transport (currently the Ministry of Land,
Infrastructure, Transport and Tourism)
Director-General, Civil Aviation Bureau, the Ministry of Land,
Infrastructure, Transport and Tourism
Commandant, the Japan Coast Guard
Full-time Adviser, the Company
Senior Executive Officer
Executive Vice President and Executive Officer
Representative Director, Executive Vice President and Executive
Officer (current position)
Outside Director, SAN-AI OBBLI CO., LTD. (current position)[Significant concurrent positions]
Outside Director, SAN-AI OBBLI CO., LTD.
Joined Isetan Co., Ltd.
Representative Director, President and Executive Officer, Isetan Co.,Ltd.
Director, Isetan Mitsukoshi Holdings Ltd.
President, Representative Director, Executive Officer, Isetan
Mitsukoshi Ltd.
Representative Director, President and Executive Officer, Isetan
Mitsukoshi Holdings Ltd.
Director, Isetan Mitsukoshi Holdings Ltd.
Special Adviser, the Company
Executive Vice President and Executive Officer
Outside Director, KOMATSU MATERE Co., Ltd. (current position)
Representative Director, Executive Vice President and Executive
Officer (current position)[Significant concurrent positions]
Outside Director, KOMATSU MATERE Co., Ltd.

- 46 -

Numberof sharesoftheCompany
held

46,32038,11019,800

7,900

Name
(Date ofbirth)

Position in the
Company

Experience and positions

April 1987
June 2011
Kazuhito
Tanaka(March 8,1965)(Note:2)

Executive Vice
President,
Executive
OfficerJune 2013
July 2014

June 2015
June 2020
June 2023
April 1992
June 2013
July 2014

June 2016
July 2017
Yoko
Koyama(January 12,
1968)(Note:2)

SeniorManaging
Director,
Executive
Officer

August 2017
April 2019
July 2019

June 2020
June 2023

April 1991
June 2013
June 2016
June 2020
TakeshiFujino(January 3,
1968)(Note:2)

SeniorManaging
Director,
Executive
OfficerJune 2021

June 2022

June 2023

Joined the Company
Executive Officer and Vice President, Corporate Planning Division,
Corporate Planning Department
Managing Executive Officer and Vice President, Corporate Planning
Division, Corporate Planning Department
Managing Executive Officer; Deputy Senior Vice President,
Corporate Planning Department; and Deputy Senior Vice President,
Administration Department
Managing Director and Executive Officer
Senior Managing Director and Executive Officer
Executive Vice President and Executive Officer (current position)
Joined the Company
Executive Officer and Vice President, Corporate Planning Division,
Corporate Planning Department
Executive Officer; Vice President, Corporate Planning Division,
Corporate Planning Department; and Vice President, Business
Planning Division
Managing Executive Officer and Deputy Senior Vice President,
Corporate Planning Department
Managing Executive Officer and Deputy Senior Vice President,
Business Development Department
Outside Director, Haneda Mirai Kaihatsu Co., Ltd. (current position)
Outside Director, Kyushu Kumamoto International Airport Co., Ltd.
(current position)
Managing Executive Officer; Deputy Senior Vice President, Business
Development Department; and Deputy Senior Vice President,
Passenger Terminal Operation Department (in charge of Facility
Planning Office / Tokyo Olympic & Paralympic Games Promotion
Office)Managing Director and Executive Officer
Senior Managing Director and Executive Officer (current position)[Significant concurrent positions]
Outside Director, Haneda Mirai Kaihatsu Co., Ltd.
Outside Director, Kyushu Kumamoto International Airport Co., Ltd.
Joined the Company
Executive Officer and Vice President, International Terminal
Business Department
Managing Executive Officer, Deputy Senior Vice President,
Operation Department
Chief Managing Executive Officer; Deputy Senior Vice President,
Passenger Terminal Operation Department; Deputy Senior Vice
President, Business Development Department
Chief Managing Executive Officer in charge of the Business
Promotion Office; Deputy Senior Vice President, Business
Development Department; Deputy Senior Vice President, Passenger
Terminal Operation Department
Chief Managing Executive Officer in charge of Business Promotion
Office; Deputy Senior Vice President, Business Development
Department (in charge of New Business); Deputy Senior Vice
President, Passenger Terminal Operation Department (in charge ofRetail Sales)
Senior Managing Director and Executive Officer (current position)- 47 -

Numberof sharesof theCompany
held

14,500

8,400

6,800

Name
(Date ofbirth)

Position in the
Company

Experience and positions

April 1994
June 2019

KeishiMatsuda(March 19,
1972)(Note:2)

Managing
Director,
Executive
OfficerJune 2020

June 2022

June 2023
June 1975
December 2010
Yoshiharu
Ueki(September
16, 1952)(Note:1,2)

Keiji
Kimura(February21, 1947)(Note:1,2)

OutsideDirector

April 2011
February 2012
April 2018
June 2018
April 2020

May 1970
June 2005
April 2011
June 2016
April 2017
June 2017
June 2018
OutsideDirector

June 2019
June 2019

Joined the Company
Executive Officer; General Manager, Corporate Planning Group,
Planning & Administration Department; Vice President, Business
Reform Office; Vice President, Facility Planning Office / Tokyo
Olympic & Paralympic Games Promotion Office, Facility
Management Group, Passenger Terminal Operation Department
Executive Officer; General Manager, Corporate Planning Group,
Planning & Administration Department; General Manager, Facility
Management Group, Passenger Terminal Operation Department;
Vice President, Facility Planning Office / Tokyo Olympic &Paralympic Games Promotion Office
Executive Officer; General Manager, Corporate Planning Group,
Planning & Administration Department; Vice President, Facility
Planning Office; General Manager, Business Development
Department
Managing Director and Executive Officer (current position)
Joined Japan Airlines Co., Ltd.
Senior Managing Executive Officer, Japan Airlines International Co.,Ltd.
Senior Managing Executive Officer, Japan Airlines Co., Ltd.
Representative Director, President, Japan Airlines Co., Ltd.
Representative Director, Chairperson, Japan Airlines Co., Ltd.
Outside Director, the Company (current position)
Director, Chairperson, Japan Airlines Co., Ltd. (current position)[Significant concurrent positions]
Director, Chairperson, Japan Airlines Co., Ltd.
Joined Mitsubishi Estate Co., Ltd.
President & Representative Director, Mitsubishi Estate Co., Ltd.
Chairperson & Representative Director, Mitsubishi Estate Co., Ltd.
Chairperson of the Board, Mitsubishi Estate Co., Ltd.
Director, Mitsubishi Estate Co., Ltd.
Senior Advisor, Mitsubishi Estate Co., Ltd. (current position)
Outside Director, Matsumoto Kiyoshi Holdings Co., Ltd. (current
position)
Chairperson, Japan Building Owners & Managers Association(current position)
Outside Director, the Company (current position)[Significant concurrent positions]
Senior Advisor, Mitsubishi Estate Co., Ltd.
Outside Director, Matsumoto Kiyoshi Holdings Co., Ltd.
Chairperson, Japan Building Owners & Managers Association- 48 -

Numberof sharesof theCompany
held

4,000

-

-

Name
(Date ofbirth)

Position in the
Company

Experience and positions

October 1989
June 2019
April 2020
April 2021
IchiroFukuzawa(April 14,
1961)(Note:1,2)

Yukihiro
Kawamata(February
10, 1964)(Note:1,2)

April 2022
OutsideDirector

April 2022
June 2022

April 1986
June 2016
June 2019
April 2022
OutsideDirector

June 2023

April 2009
April 2012

TamakiKakizaki(January 16,
1961)(Note:1,3)

OutsideDirector, Audit& Supervisory
Committee
MemberApril 2014
June 2016
June 2017
June 2020
June 2021
June 2022

Joined ALL NIPPON AIRWAYS CO., LTD.
Member of the Board of Directors and Deputy Executive Officer,
ANA HOLDINGS INC.
Member of the Board of Directors and Executive Officer, ANA
HOLDINGS INC.
Member of the Board of Directors and Senior Executive Officer,
ANA HOLDINGS INC.
Representative Director and Executive Vice President, ANA
HOLDINGS INC. (current position)
Representative Director and Executive Vice President, ALL NIPPONAIRWAYS CO., LTD. (current position)
Outside Director, the Company (current position)[Significant concurrent positions]Representative Director and Executive Vice President, ANA
HOLDINGS INC.
Representative Director and Executive Vice President, ALL NIPPONAIRWAYS CO., LTD.
Joined Keikyu Corporation
Director, Keikyu Corporation
Director, Managing Executive Officer, Keikyu Corporation
Representative Director, President and Executive Officer, Keikyu
Corporation (current position)
Outside Director, the Company (current position)[Significant concurrent positions]Representative Director, President and Executive Officer, Keikyu
Corporation
Professor, Graduate School of Law, Toyo University
Professor, International Graduate School of Social Sciences,
Yokohama National University
Professor, Faculty of Law, Meiji University (current position)
Outside Director, Mitsubishi Foods Corporation (current position)
Outside Statutory Auditor, the Company
Outside Director, Keikyu Corporation (current position)
Outside Director, The Akita Bank, Ltd. (current position)
Outside Director, Audit & Supervisory Committee Member, theCompany (current position)[Significant concurrent positions]
Professor, Faculty of Law, Meiji University
Outside Director, Mitsubishi Foods Corporation
Outside Director, Keikyu Corporation
Outside Director, The Akita Bank, Ltd.

- 49 -

Numberof sharesof theCompany
held

-

-

-

Name
(Date ofbirth)

Position in the
Company

Experience and positions

April 1998
December 2014
February 2016
June 2017

Ryoko
Takeda
(July
5,
1970)
(Note:1,3)

OutsideDirector, Audit& Supervisory
Committee
MemberJune 2020
June 2021
June 2022
November 2022
January 2023
March 2023

April 1978
June 2010
April 2014
April 2017
Kenji
Iwasaki(January 3,
1955)(Note:1,4)

OutsideDirector, Audit& Supervisory
Committee
MemberJune 2017

June 2018
June 2022
June 2023

Registered as an attorney-at-law and joined Nishimura & Partners(now Nishimura & Asahi)
Special Counsel, City-Yuwa Partners
Certified Fraud Examiner (CFE) credential
Councilor, International Civil and Commercial Law Center (current
position)
Outside Statutory Auditor, Arconix Corporation (current position)
Outside Director, Denki Kogyo Co. (current position)
Substitute Director, Audit & Supervisory Committee Member, theCompany
Outside Director, Audit & Supervisory Committee Member, theCompany (current position)
Partner, City-Yuwa Partners (current position)
External Director, Komazawa University Educational Corporation(current position)[Significant concurrent positions]
Partner, City-Yuwa Partners
Councilor, International Civil and Commercial Law Center
Outside Statutory Auditor, Arconix Corporation
Outside Director, Denki Kogyo Co.
External Director, Komazawa University Educational Corporation
Joined Tokio Marine & Fire Insurance Co., Ltd.
Managing Director, Tokio Marine & Nichido Fire Insurance Co., Ltd.
Senior Managing Director, Tokio Marine & Nichido Fire InsuranceCo., Ltd.
Executive Vice President, Tokio Marine & Nichido Fire InsuranceCo., Ltd.
Vice President Executive Officer, Tokio Marine Holdings, Inc.
Executive Vice President, Tokio Marine & Nichido Fire InsuranceCo., Ltd.
Executive Vice President, Tokio Marine Holdings, Inc.
Executive Director, The General Insurance Association of Japan
Outside Auditor, SOHGO SECURITY SERVICES CO., LTD.
(current position)
Outside Director, Audit & Supervisory Committee Member, theCompany (current position)[Significant concurrent positions]
Outside Auditor, SOHGO SECURITY SERVICES CO., LTD.
Total

Numberof sharesof theCompanyheld--145,830Note:1) Four directors, Yoshiharu Ueki, Keiji Kimura, Ichiro Fukuzawa, and Yukihiro Kawamata, and three directors (Audit & Supervisory
Committee members), Tamaki Kakizaki, Ryoko Takeda and Kenji Iwasaki, are outside directors.
2) The term of office will expire at the close of the annual general meeting of shareholders for the last fiscal year ending within one
year after their election at the annual general meeting of shareholders to be held on June 28, 2023.
3) Under the Company’s Articles of Incorporation, the term of office will expire at the close of the annual general meeting ofshareholders for the last fiscal year ending within two years after the election of the current director as a member of the Audit &Supervisory Committee at the annual general meeting of shareholders to be held on June 24, 2022.
4) His term of office will expire at the close of the annual general meeting of shareholders for the last fiscal year ending within two
years after his election at the annual general meeting of shareholders to be held on June 28, 2023.

- 50 -

5) As a result of the Annual General Meeting of Shareholders held on June 28, 2023, and the subsequent meeting of the Board of
Directors, the following change was made to the Board of Directors.
Name
After the change
Before the change
Representative Director, Executive Vice President
Hiroshi Onishi
Executive Vice President and Executive Officer
and Executive Officer
6) The Company has appointed a substitute director who is a member of the Audit & Supervisory Committee under Article 329,
Paragraph 3 of the Companies Act in preparation for a shortage in the number of directors who are members of the Audit &Supervisory Committee as required by law and regulations. The resolution to elect a substitute member of the Audit & Supervisory
Committee shall be valid until the beginning of the ordinary general meeting of shareholders relating to the last fiscal year ending
within two years after his election at the ordinary general meeting of shareholders held on June 28, 2023, and the term of office ofthe substitute member of the Audit & Supervisory Committee shall expire upon the expiration of the term of office of the memberof the Audit & Supervisory Committee who retired before the expiration of his term of office. The short biography of the substitutemember of the Audit & Supervisory Committee is as follows.
Numberof shares
Name
Experience and positionsof the(Date of birth)Company
held
April 1999
Joined Tokyo Office, Asahi Audit Corporation (now KPMG AZSA LLC)
Yoko Sugita
January 2004
Joined San Francisco Office, BDO Seidman LLP(September 18, 1976)
January 2009
Participated in Advantage Partners Inc.
January 2015
Partner, Phronesis Partners Co., Ltd. (current position)7) The Company has established an executive officer system to improve management efficiency by speeding up decision-making,clarifying the division of business execution, and strengthening the functions of the Board of Directors. The executive officers who
are not also directors are as follows.
Name
Position in the Company
Morikazu Chiku
Chief Senior Managing Executive Officer
Yasuhide Yonemoto
Chief Senior Managing Executive Officer
Shigetaka Taguchi
Chief Senior Managing Executive Officer
Isamu Jinguji
Senior Managing Executive Officer
Eiji Ueda
Chief Managing Executive Officer
Seiichi Takahashi
Chief Managing Executive Officer
Issei Hachisuka
Chief Managing Executive Officer
Kenji Kubo
Chief Managing Executive Officer
Koei Ogawa
Chief Managing Executive Officer
Satoru Sumimoto
Chief Managing Executive Officer
Ayumu Takahashi
Managing Executive Officer
Kenta NakajoManaging Executive Officer
Akinori Nishida
Executive Officer
Susumu Takahashi
Executive Officer
Kenji Sato
Executive Officer8) The Company shall appoint Special Audit & Supervisory Officers to assist the Audit & Supervisory Committee in the performanceof its duties. The Special Audit & Supervisory Officers are as follows.
Name
Position in the Company
Yasuko Morita
Special Audit & Supervisory Officer
Yuhei Kusano
Special Audit & Supervisory Officer- 51 -

(2) Description of personal, financial, or business relationships and other interests between the Company andoutside directors.
Outside Director Yoshiharu Ueki is the Chairperson of the Board of Japan Airlines Co. The Company has transactions
with Japan Airlines Corporation, including a lease agreement for the passenger terminal building at Haneda Airport.
Ichiro Fukuzawa, an outside director, is the Executive Vice President and Representative Director of All Nippon
Airways Co. There are transactions between the Company and All Nippon Airways Co.
Outside Director Yukihiro Kawamata is the President and Representative Director of Keikyu Corporation. The
Company and Keikyu Corporation have entered into transactions such as facility management consignment.
Outside Director Keiji Kimura holds no concurrent positions with companies or organizations having interests in the
Company.
Outside Director Tamaki Kakizaki, a member of the Audit & Supervisory Committee, is an outside director of Keikyu
Corporation, and there are transactions such as facility management assignments between the Company and Keikyu
Corporation.
Outside Directors Ryoko Takeda and Kenji Iwasaki, who are members of the Audit & Supervisory Committee, do nothold concurrent positions with companies or organizations that have an interest in the Company.
All of these transactions are routine transactions with the respective companies, and neither the outside directors nor
the outside directors who are members of the Audit & Supervisory Committee have any direct interest in them.
Two outside directors, Keiji Kimura and Yukihiro Kawamata, and three outside directors, Tamaki Kakizaki, Ryoko
Takeda, and Kenji Iwasaki, who are members of the Audit & Supervisory Committee, have been reported to the Tokyo
Stock Exchange, Inc. as independent directors.
The Company considers a director independent if the director does not fall into one of the following categories.
＜Criteria for Determining the Independence of Outside Directors]
The independence of outside directors shall be deemed not to be independent if any of the following criteria are met.
1. A person who is currently or has been in the past 10 years an executive officer of the Company or its group companies.
2. A person who is a major shareholder of the Company or an executive officer of a company that is a major shareholderof the Company.
3. A person who is a major lender to the Company or an executive officer of a company that is a major lender to theCompany.
4. A person who is a material counterparty to the Company, or an executive officer of a company that is a material
counterparty to the Company.
5. A person who is a material business associate of the Company or an executive officer of a company that is a material
business associate of the Company.
6. A person who has received a donation or grant over a specified amount from the Company, or a director and officer ofa corporation, association, or other organization that receives a donation or grant over a specified amount from theCompany.
7. An attorney, certified public accountant, tax accountant, consultant, etc., who has received money or other financial
benefits over a specified amount from the Company, other than compensation for services as a director (if the person
receiving such financial benefits is a corporation, partnership, bureau or other organization, the person who is a memberof such organization is included).
8. The spouse or a relative within the second degree of a person covered by criteria 1 through 7. (excluding insignificant
persons).
9. A person who falls under any of criteria 2 to 7 in the past year.
(Note)
1. The term “executive person” as used in this Standard refers to the person defined in Article 2, Paragraph 3, Item 6 of the Enforcement
Regulations of the Companies Act.
2. The term “major shareholder” as used in Criterion 2. means a person (or company) that directly or indirectly holds 10% or more of
the total voting rights of the Company as of the end of the last fiscal year.
3. The term “major lender to the Company” as used in Criterion 3. means a financial institution or major creditor on which the Company
has relied to an indispensable and irreplaceable extent in raising funds during the last three fiscal years.
4. The term “a person (or company) whose major business partner is the Company” for Criterion 4 means a person (or company) thathas received payments from the Company equal to or greater than 2% of the person’s (or company’s) annual consolidated revenues
for the last three fiscal years.
5. The term “a person (or company) that is a major business partner of the Company” in Criterion 5 means a person (or company) thathas made payments to the Company of 2% or more of the Company’s annual consolidated net sales in the last three fiscal years.

- 52 -

6. For Criterion 6, “a certain amount” means the greater of 10 million yen per year on average over the last three fiscal years or 30%of the organization’s average annual total expenses over the last three fiscal years.
7. For Criterion 7, “a certain amount” means the greater of 10 million yen per year or 2% of the annual sales of the person (or theannual consolidated sales of the organization if it is a corporation, partnership, bureau or other organization) for the last three fiscal
years.
8. In Criterion 8, the term “Immaterial” refers to persons who fall under the category of executive officers in Criterion 1 through 6,
except for those at the level of director or general manager of each company or business partner, etc., who are considered immaterial,and concerning persons who fall under the category of “the person belonging to such organization” in Criterion 7, persons other thancertified public accountants affiliated with each accounting firm and attorneys (including so-called associates) affiliated with eachlaw firm are considered immaterial.
9. Matters other than those covered by these Standards that may have a significant impact on the determination of independence should
be dealt with flexibly.
(Minor criteria for description)
The Company has established the following minor criteria for attribute information of independent outside directors: the criteria forloans and transactions under criteria 3. through 5. are less than 1% of the Company’s non-consolidated operating profit for the previous
fiscal year, and the criteria for donations under 6. are less than 10 million yen.

(3) The functions and roles of outside directors in the governance of the Company; the interrelationship between
the outside directors’ oversight or review and the internal audit, Audit & Supervisory Committee audit, andfinancial statement audit functions; and the relationship with the internal control function.
The outside directors of the Company attend meetings of the Board of Directors, etc., which are generally held once amonth, to discuss management matters and to monitor and supervise the management situation of the Company from an
objective perspective based on their rich experience and broad insight.
We believe that Yoshiharu Ueki, an outside director, can be expected to contribute to improving the effectiveness of theBoard of Directors by supervising management based on an objective viewpoint independent of the conduct of business
operations, utilizing his rich experience and insight as a manager and his broad insight as a representative director of acompany engaged in the air transportation business, etc. in the past.
We believe that Outside Director Keiji Kimura can contribute to improving the effectiveness of the Board of Directors
by supervising management based on an objective viewpoint independent of the execution of business operations,
utilizing his extensive experience and insight as a manager and his broad insight as a representative director of a company
engaged in real estate and other businesses in the past.
As for Outside Director Ichiro Fukuzawa, he has served as a representative director of a company engaged in the airtransportation business and has extensive experience and insight as a manager. We believe that he can contribute toimproving the effectiveness of the Board of Directors by utilizing this experience and insight to oversee managementfrom an objective viewpoint independent of the conduct of business.
As for Outside Director Yukihiro Kawamata, he has served as a representative director of companies engaged intransportation and real estate businesses, etc., and has extensive experience and insight as a manager. We believe that hecan contribute to improving the effectiveness of the Board of Directors by utilizing such experience and insight tosupervise management from an objective perspective independent of the conduct of business operations.
Outside Director Tamaki Kakizaki, who is a member of the Audit & Supervisory Committee, has no previous experiencein management other than as an outside director. However, we believe that given her extensive experience and high-levelinsight as an expert in internal control and corporate governance, she can be expected to appropriately examine andsupervise the conduct of the Company’s business.
As for Ryoko Takeda, an outside director who is a member of the Audit & Supervisory Committee, she has noexperience in management other than as an outside director in the past. However, she has extensive experience and insight
as a lawyer, and we believe that she can be expected to appropriately audit and supervise the Company’s management by
utilizing such experience and insight.
Kenji Iwasaki, an Outside Director who is a member of the Audit & Supervisory Committee and the Supervisory Board,
was in charge of corporate planning and other departments of a company engaged in the non-life insurance business inthe past and has extensive experience and insight through such duties.
Outside directors, specially assigned Audit & Supervisory Committee members, and the auditor exchange opinions on
audits at the audit report meeting held at the end of each quarterly accounting period, and also engage in cooperation
through discussions, as necessary. In addition, the Internal Audit Office has been established at the Company’s head office
as an internal audit department, and it strives for information sharing and cooperation by exchanging opinions with outside
directors who are members of the Audit & Supervisory Committee and specially assigned officers for auditing, etc., on
the formulation of audit plans and audit results as appropriate.

- 53 -

C. Conditions of Audits(1) Audit & Supervisory Committee Members’ Audit
The Audit & Supervisory Committee of the Company consists of three directors who are members of the Audit &Supervisory Committee. Mr. Koji Iwai has extensive experience and insight as a business executive, Ms. Tamaki Kakizaki
has extensive knowledge of legal matters as an expert in internal control and corporate governance, and Ms. Ryoko Takeda
has extensive experience and broad insight as a lawyer. Mr. Kazuhiko Takeshima, who retired on October 31, 2022, has
worked for the Ministry of Finance for a long time and has extensive knowledge of finance and accounting, having served
as Commissioner of the National Tax Agency.
In addition, the Company ensures the effectiveness of the audits by appointing Special Audit & Supervisory officers toassist the Audit & Supervisory Committee in the performance of its duties, who shall perform their duties under the
direction and at the direction of the Audit & Supervisory Committee. The appointment of any Special Audit & Supervisory
officer is subject to the approval of the Audit & Supervisory Committee.
The Audit & Supervisory Committee held eight meetings during the year and the attendance of the individual membersof the Audit & Supervisory Committee was as follows.
Name
Position in the Company
Attendance (8 total meetings)
Koji Iwai
Outside Director, Audit & Supervisory Committee Member
8 times
Tamaki Kakizaki
Outside Director, Audit & Supervisory Committee Member
8 times
Ryoko Takeda
Outside Director, Audit & Supervisory Committee Member
5 timesKazuhiko Takeshima
Outside Director, Audit & Supervisory Committee Member
3 times
Note: The attendance of Director and Audit & Supervisory Committee member Kazuhiko Takeshima covers the Audit & Supervisory
Committee meetings held before his resignation on October 31, 2022, and the attendance of Director and Audit & Supervisory
Committee member Ryoko Takeda covers the meetings held after her appointment on November 1, 2022. The average durationof Audit & Supervisory Committee meetings is approximately 2 hours.

The Company adopted the “Company with Audit & Supervisory Committee System” upon the approval of the 78th
Ordinary General Meeting of Shareholders held on June 24, 2022. Before the transition, the Company had a Board of
Statutory Auditors and held meetings of the Board of Statutory Auditors as a company with a Board of Statutory Auditors.
Name
Position in the Company
Attendance (4 total meetings)
Yasuko Morita
Full-time Statutory Auditor (in-house)
4 timesNaotoshi Toda
Full-time Statutory Auditor (in-house)
4 timesKazuhiko Takeshima
Outside Statutory Auditor
4 times
Koji Iwai
Outside Statutory Auditor
4 times
Tamaki Kakizaki
Outside Statutory Auditor
4 times
Note: The average time required for a meeting of the Board of Statutory Auditors is approximately 2 hours.

The main matters considered by the Audit & Supervisory Committee are the determination of the annual audit plan of
the Audit & Supervisory Committee, the approval of proposals for the appointment of directors who are members of the
Audit & Supervisory Committee, the determination of opinions on the appointment, etc., and compensation, etc., of
directors (excluding members of the Audit & Supervisory Committee), and the preparation of the audit report. In addition,
the Audit & Supervisory Committee considers matters decided by the Audit & Supervisory Committee, such as deciding
on the content of proposals for the appointment, dismissal, or non-reappointment of accounting auditors, and approving
the compensation, etc., of the accounting auditors.
At the Audit & Supervisory Committee meetings, each member of the Audit & Supervisory Committee monitors thelegality and propriety of the management’s business conduct and the transparency and soundness of the management byattending the meetings of the Board of Directors and other important meetings and by monitoring and reviewing theestablishment and operation of the internal control systems.
In addition, specially assigned audit officers attended weekly management meetings and group management meetings,
etc., reviewed important approval documents, interviewed directors, etc. about the performance of their duties, visited
business sites and subsidiaries, etc., and reported to the Audit & Supervisory Committee, as necessary. In addition, theCompany closely cooperates with the accounting auditor by receiving an explanation of the audit plan at the beginningof the fiscal year, hearing the status of the audit as appropriate during the fiscal year, and receiving a report on the audit
results at the end of the fiscal year.
The Company receives reports from the Internal Audit Department on the formulation of audit plans and audit results,
and exchanges views with the Internal Audit Department as appropriate, to share information and promote cooperation.

- 54 -

(2) Internal Audit
The Internal Audit Department, which consists of 3 members and reports directly to the President, conducts operational
audits of each division of the Company, including consolidated subsidiaries, based on the annual audit plan. The
department examines the legality and appropriateness of business operations in each division, evaluates the effectivenessof internal controls, and assesses the status of risk management. To ensure the effectiveness of internal audits, theCompany provides feedback to the audited divisions and requests prompt reports on their improvement measures andresponses. The results are reported to the President, Representative Director, Executive Committee, and Board of
Directors as appropriate.
Additionally, the Internal Audit Department reports to the Audit & Supervisory Committee regarding the developmentof audit plans and the results of audits. They also exchange opinions as needed to share information and promote
cooperation. The Internal Audit Department, Audit & Supervisory Committee, Special Audit & Supervisory officers, andaccounting auditors collaborate by exchanging opinions when necessary.
Regarding compliance with the internal control reporting system for financial reporting based on the Financial
Instruments and Exchange Act, we have established an Internal Control Office to promote these activities and evaluate
the status of maintenance and operation of internal control systems of the Company and its subsidiaries.
(3) Accounting Audit
a. Name of Audit Firm
EY Ernst & Young ShinNihon LLC
b. Continuous audit period
1968 and later
Note:1) The above audit period is as long as the Company can investigate, and the actual audit period may be longer than
the above period.
2) The rotation of the managing partners is properly implemented, and the first managing partner has not participatedin the audit for more than five consecutive fiscal years and the other managing partners have not participated in theaudit for more than seven consecutive fiscal years.
c. Certified Public Accountants who performed services
Hirohisa Fukuda (number of years of continuous auditing: 4 fiscal years) and Tokuro Onohara (number of years ofcontinuous auditing: 6 fiscal years).
d. Composition of Audit Assistants
The number of auditing assistants is 5 certified public accountants and 15 other persons.
e. Policy and rationale for the selection of the audit firm
The Audit & Supervisory Committee selected the auditor after confirming that the auditor does not fall under any of
the items listed in Article 340, Paragraph 1 of the Companies Act and that the auditor has a system in place to audit theGroup’s business activities in an integrated manner, taking into account the independence, expertise, and audit quality of
the audit firm.
EY Ernst & Young ShinNihon LLC was selected as the accounting auditor of the Company because it has the expertiseand knowledge, etc., required of an accounting auditor of the Company, and based on its track record, there are no
problems with its competence and independence.
If the Company’s Audit & Supervisory Committee determines that it is necessary, for example, if there is a problem
with the performance of duties by the auditor, it will decide on the content of a proposal to be submitted to the General
Meeting of Shareholders regarding the dismissal or non-reappointment of the auditor. In addition, if the accounting auditor
is deemed to fall under any of the items of Article 340, Paragraph 1 of the Companies Act, the Company will dismiss theaccounting auditor based on the unanimous consent of all members of the Audit & Supervisory Committee. In such case,the appointed member of the Audit & Supervisory Committee shall report the dismissal of the auditor and the reasons for
it at the first general meeting of shareholders to be convened after the dismissal.
f. Audit & Supervisory Committee Evaluation of the Audit Firm
The Audit & Supervisory Committee strictly evaluated the quality control system, audit system, audit implementation
status, audit fees, etc. of the accounting auditor based on the evaluation standards for accounting auditors established by
the Company, taking into consideration the results of interviews with relevant departments within the Company, anddetermined that EY Ernst & Young ShinNihon LLC is appropriate and adequate as the accounting auditor.

- 55 -

(4) Details of audit fees, etc.
a. Compensation to certified public accountants, etc.

Classification

Previous consolidated fiscal year
Compensation based
Compensation for nonon audit attestation
audit services
services (Thousands of(Thousands of yen)
yen)
63,07025,900-

The Company
Consolidated
subsidiaries
Total
88,970Note: Non-audit services provided to the Company are not applicable.

Current Consolidated Fiscal Year
Compensation based
Compensation for nonon audit attestation
audit services
services (Thousands of(Thousands of yen)
yen)
63,50025,900--89,400-b. Compensation to organizations belonging to the same network as the auditing CPAs, etc.
Not applicable.
c. Details of remuneration based on other important audit attestation services
Not applicable.
d. Policy for Determining Audit Fees
Not applicable, but audit fees are determined based on the number of audit hours and other factors.
e. Reasons for the Audit & Supervisory Committee’s approval of the audit fees
The Audit & Supervisory Committee approved the amount of remuneration, etc., to be paid to the auditor under Article
399, Paragraphs 1 and 3 of the Companies Act, after the necessary review of the appropriateness of the content of theaudit plan, the performance of duties by the auditor and the basis for calculating the fee estimate.

- 56 -

D. Compensation of Directors(1) Matters relating to the policy for determining the amount of compensation, etc., for directors or the method for
calculating the amount of compensation, etc.
The Company adopted the Company with Audit & Supervisory Committee System by resolution of the 78th Ordinary
General Meeting of Shareholders held on June 24, 2022. The maximum amount of remuneration for 12 directors(including 4 outside directors), excluding the Audit & Supervisory Committee members, is ¥450 million per year(including ¥48 million for outside directors) under the resolution of the said Ordinary General Meeting of Shareholders.
The maximum amount of remuneration for 3 directors who are members of the Audit & Supervisory Committee, basedon the resolution of the same Ordinary General Meeting of Shareholders, is 80 million yen per year.
The composition of the Company’s directors’ compensation is as follows.
The basic policy of the Company in determining the amount of remuneration, etc. for directors or the method of
calculation thereof is to further motivate directors to contribute to the continuous improvement of the Company’s businessperformance and value over the medium to long term and to ensure objectivity and transparency in the decision-making
process. This policy is discussed and decided by the Board of Directors after consultation with the Remuneration Advisory
Committee.
The Remuneration Advisory Committee is composed of a majority of independent directors and executive officers toensure the transparency, appropriateness, and objectivity of the compensation of directors, etc. The Committee meets inprinciple once a year. The Committee fully deliberates on compensation drafts and submits them to the Board of Directors.
The amount of remuneration for each Audit & Supervisory Committee Member is determined through discussions among
the Audit & Supervisory Committee Members.
Given the impact of the spread of the novel coronavirus infection on the Company’s business performance, the monthly
fixed remuneration of the members of the Board of Directors and the Executive Board was reduced by approximately
10% in the current fiscal year, as in the previous fiscal year.
(2) Performance-related compensation matters, etc.
The ratio of fixed to performance-based compensation of the Company’s Directors (excluding Outside Directors andAudit & Supervisory Committee Members) is based on the compensation levels of companies in industries and businesscategories related to those of the Company and companies of similar business size as the Company as benchmarks.
Outside Directors and Audit & Supervisory Committee Members only receive a monthly fixed compensation.
The amount of performance-based compensation for directors (excluding outside directors and Audit & Supervisory
Committee members) is calculated based on consolidated operating revenue, operating profit/loss, ordinary profit/loss,
and net profit/loss attributable to shareholders of the parent company as indicators, taking into account the overall statusof budget achievement and other factors to ensure consistency with management strategies, including the medium-termbusiness plan, and to ensure linkage with shareholders’ profits. In addition, the compensation of senior managing directors
and executive officers and below is based on the achievement of individual goals set by their responsibilities based on
key measures, etc. for the respective fiscal year.
For the current fiscal year, the target for indicators related to incentive compensation is the achievement of budgeted
consolidated operating revenue, operating profit/loss, ordinary profit/loss, and net profit/loss attributable to shareholdersof the parent company.
Consolidated operating revenue, operating profit (loss), ordinary profit (loss), and net profit (loss) attributable to ownersof the parent for the current fiscal year are shown below. All of the indicators related to performance-based compensation
for the current fiscal year improved from the previous year and exceeded the budget (sales and profit/loss).

(in million yen)
Current fiscal year

Operating revenue

operating profit (loss)

ordinary profit (loss)-10,579-12,064

113,050- 57 -

net profit (loss)
attributable to ownersof the parent-3,901

(3) Matters relating to the policy for determining the content of compensation, etc., for each director.
a. Method of determining the policy for determining the content of compensation, etc., for each director
After receiving the report of the Remuneration Advisory Committee, the Board of Directors of the Company shalldeliberate and review the report and, as described in (b) below, determine the policy for determining the content of
remuneration, etc., for each director (hereinafter referred to as the “Determination Policy”).
b. Summary of the Contents of the Determination Policy
The remuneration of the members of the Board of Directors of the Company (excluding the members of the Audit &Supervisory Committee) consists of a monthly fixed remuneration and an annual performance-related remuneration. The
ratio of fixed to performance-based compensation is based on benchmark compensation levels of companies in industries
and business categories similar to those of the Company and companies of similar size to the Company. The amount ofcompensation for each member of the Audit & Supervisory Committee is determined by discussion among the membersof the Audit & Supervisory Committee. For non-executive directors and members of the Audit & Supervisory Committee,
only a monthly fixed compensation is determined.
The amount of performance-based compensation for directors (excluding outside directors and Audit & Supervisorycommittee members) is calculated based on consolidated operating revenue, operating profit/loss, ordinary profit/loss,
and net profit/loss attributable to shareholders of the parent company as indicators, taking into account the overall statusof budget achievement and other factors, to ensure consistency with management strategies such as the medium-termbusiness plan and to ensure linkage with shareholders’ interests. In addition, the compensation of senior managing
directors and executive officers and below is based on the achievement of individual targets set by their responsibilities
based on key measures, etc. for the relevant fiscal year. The amount of individual compensation for each member of theBoard of Directors (excluding members of the Audit & Supervisory Committee) is determined by the Board of Directors.
To ensure the proper exercise of this authority, the Company consults the Remuneration Advisory Committee on the draftcompensation plan, and based on the Committee’s report, the Board of Directors deliberates on the plan to ensuresufficient transparency, appropriateness, and objectivity in determining the amount of compensation. The Board
deliberates on the proposals and makes decisions after ensuring sufficient transparency, appropriateness, and objectivity.
c. Reasons why the Board of Directors has determined that each director’s compensation for the current year is consistent
with the Determination Policy
In determining the details of remuneration, etc. for each director (excluding members of the Audit & Supervisory
Committee), the Company consults the Remuneration Advisory Committee on a remuneration proposal consisting ofmonthly fixed remuneration and annual performance-based remuneration. For non-executive directors, only the monthly
fixed fee is paid. The Remuneration Advisory Committee reviews and makes specific recommendations from various
perspectives, including consistency with the Determination Policy, and the Board of Directors deliberates based on therecommendations, and the Chairperson and CEO make decisions based on a discretionary resolution of the Board of
Directors, and therefore the details of remuneration, etc. of directors (excluding members of the Audit & Supervisory
Committee) for the current fiscal year are by the Determination Policy.

- 58 -

(4) Matters relating to the delegation of authority to determine the content of individual directors’ remuneration.
In the current fiscal year, at the Board of Directors’ meeting held on June 24, 2022, it was decided that Isao Takashiro,
Chairperson and CEO (Chairperson of the Board of Directors and Chairperson of the Executive Strategy Council), would
be entrusted with the task of determining the specific details of the amount of individual director compensation.
The content of this discretion is to determine the amount of fixed compensation for each member of the Board of
Directors (excluding members of the Audit & Supervisory Committee) and the amount of incentive compensation by thelevel of achievement of the consolidated budget and, in the case of senior managing directors and below, taking into
account the assessment of the level of achievement of individual objectives. The reason for this discretion is that the
Chairperson and CEO are in the best position to evaluate the business activities of each member of the Board (excluding
members of the Audit & Supervisory Committee) from a bird’s eye view of the consolidated business results. To ensurethat such authority is properly exercised by the Chairperson and CEO, the amount of compensation for each Director,
within the limit of the total amount of compensation resolved by the General Meeting of Shareholders, is determined bysubmitting to the Remuneration Advisory Committee a draft compensation proposal consisting of a monthly fixedcompensation and an annual performance-based compensation, and based on its recommendation, the Board of Directors
deliberates on the proposal. The Board of Directors discusses the proposal and, after ensuring sufficient transparency,
appropriateness, and objectivity, the Chairperson and CEO decides based on a discretionary decision of the Board of
Directors.

(5) Total amount of compensation, etc. by director classification, total amount of compensation, etc. by type ofcompensation, etc., and number of directors subject to compensation, etc.

Classification of Officers

Total amount ofcompensation(Millions of
yen)
254

Total amount of compensation by type(Millions of yen)
fixed
performance-linked
remuneration
remuneration
254-

Eligible
Number of
directors(persons)

Directors (excluding Audit & Supervisory
11
Committee members and outside directors)
Directors (Audit & Supervisory Committee
members) (excluding outside directors)
Statutory Auditors (excluding Outside Statutory
992
Auditors)
Outside Directors and Auditors
58
58
9
Note:
1) The Company has transitioned from a company with a Board of Statutory Auditors to a company with an Audit & Supervisory
Committee by resolution of the 78th Ordinary General Meeting of Shareholders held on June 24, 2022.
2) The maximum amount of director’s remuneration according to the resolution of the General Meeting of Shareholders (resolution of
the 78th Ordinary General Meeting of Shareholders held on June 24, 2022) is 450 million yen per year for 12 directors (excluding
directors who are members of the Audit, etc. Committee) (including 4 outside directors). The maximum amount of remuneration for
12 directors (including 4 outside directors) is 450 million yen per year (including 48 million yen for outside directors).
3) The maximum amount of directors’ remuneration under the resolution of the General Meeting of Shareholders before the transition
to a company with an Audit & Supervisory Committee (resolution of the 73rd Ordinary General Meeting of Shareholders held on
June 29, 2017) is 450 million yen per year for 15 directors (including 4 outside directors), of which 48 million yen is for outside
directors.
4) The maximum amount of remuneration for directors who are members of the Audit & Supervisory Committee, as resolved by theGeneral Meeting of Shareholders (resolution of the 78th Ordinary General Meeting of Shareholders held on June 24, 2022), is 80
million yen per year for four directors who are members of the Audit & Supervisory Committee.
5) The maximum amount of remuneration for Statutory Auditors as per the resolution of the General Meeting of Shareholders before
the transition to a company with an Audit & Supervisory Committee (resolution of the 74th Annual General Meeting of Shareholders
held on June 27, 2018) is 80 million yen per year for five Statutory Auditors.

- 59 -

E. Shareholdings(1) Classification of investment securities
The Company classifies investment securities by holding purpose, for pure investment, or other than pure investment.
Pure investment means that the Company owns shares only for returns from stock price fluctuations and/or dividends.
(2) Investment securities held for purposes other than pure investment
a. The policy of holding listed stocks
In light of avoiding risks resulting from stock price fluctuations and improving asset efficiency, the Company owns
no listed shares except for the cases in which business relationships with invested companies and/or businesscooperation with the Company are needed.
b. Number of stock names and amount on the balance sheet
Unlisted stocks
Other than unlisted stocks

Number of stock names
15
9

Amount on the balance sheet (Millions of yen)
4,852
5,072

Information on stocks whose number of shares increased in the fiscal year ended March 31, 2023
Unlisted stocks
Other than unlisted stocks

Number of stock names
1-

Total acquisition cost per share increase (millions of yen)-

Information on stocks whose number of shares decreased in the fiscal year ended March 31, 2023
Unlisted stocks
Other than unlisted stocks

Number of stock names
1

Total amount sold related to share reduction (millions of yen)-Note:1) Stocks whose number of shares increased or decreased do not include changes due to reverse stock splits, stock splits, stock transfers,
stock exchanges, mergers, etc.
2) The reclassification is due to the delisting of listed shares held by the Company during the year.

- 60 -

c. Stock name, number of shares, amount on the balance sheet, etc. of specified investment securities and deemedshareholdings[Specified Investment Stocks]

Company name

Number of shares
outstanding (shares)
Balance sheet
amount (million yen)
Current
Previous
fiscalfiscalyear
year
637,158

637,158

ANA Holdings, Inc.
1,832

1,634

528,000

528,000

Japan Airlines Co.
1,363

1,209

640,000

640,000

Keikyu Corporation

East Japan
Company

RailwayMizuhoGroup, Inc.

Financial

805

802

78,20078,200573

556

98,116

98,116

184

153

92,00092,000

Bic Camera Co.
102

74,41899

74,418SAN-AI OBBLI CO.,
LTD.
102

146,41069

146,410

Airport Facilities Co.,Ltd.

SapporoLimited

Holdings

80

79

8,200

8,200

27

18

Purpose of holding and outline of business alliance, etc.

Shareholding in the
Company(Purpose of the holding company)
To further strengthen cooperation and build trust, mainly in the field offacility management operations.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building, etc. with the group companies.

possession(Purpose of the holding company)
To further strengthen cooperation and build trust, mainly in the field offacility management operations.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building, etc.

possession(Purpose of the holding company)
To further strengthen cooperation and build trust, mainly in the field offacility management operations.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building, etc.

possession(Purpose of the holding company)
Further, strengthen collaboration and build trust.
(Outline of Business Alliance, etc.)
Strengthen future coordination of ground-based access from airports

possession(Purpose of the holding company)
Facilitate and stabilize the Group’s financial activities.
(Outline of Business Alliance, etc.)
Principal Lenders to the Company

possession(Purpose of the holding company)
Continue to strengthen cooperation and build trust, especially inmerchandise sales.
(Outline of Business Alliance, etc.)
Established joint venture to operate merchandise stores at Haneda Airport
Terminal, etc.

Possession(Purpose of the holding company)
To further strengthen cooperation and build trust, mainly in the field offacility management operations.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building

Possession(Purpose of the holding company)
To further strengthen cooperation and build trust, mainly in the field offacility management operations.
(Outline of Business Alliance, etc.)
Transactions with the group companies for water supply and drainage
services related to the passenger terminal buildings at Haneda Airport, etc.

Possession(Purpose of the holding company)
Strengthen collaboration and build trust, especially in food and beverage.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building, etc. with the Company’s group companies.

Possession- 61 -

(quantitative effect of holding)Since it is difficult to describe the effect of quantitative holdings of certain investment shares, the Company describes the methodby which it has reviewed the reasons for the holdings. The Board of Directors of the Company has reviewed the significance of policy
shareholdings for individual policy shareholdings, and all of the issuers of such policy shareholdings have transactions with theCompany, such as leasing facilities, etc., or borrowing funds, and given their business relationship, it is necessary to further strengthen
cooperation and establish a relationship of trust, The Company has confirmed that all of the shareholdings are reasonable in light of its
shareholding policy. In addition, the Board of Directors of the Company has confirmed that all of the aforementioned shareholdings
are reasonable in light of the shareholding policy, considering quantitative information such as TSR (Total Shareholder Return), as wellas the importance of the shares in terms of business strategy, business relationships, and other factors.

[Deemed holding stocks]

Company name

Number of shares
outstanding (shares)
Balance sheet
amount (million yen)
Current
Previous
fiscalfiscalyear
year
900,000

900,000

ANA Holdings, Inc.
2,588

2,309

Purpose of holding and outline of business alliance, etc.

Shareholding in the
Company(Purpose of the holding company)
Trust assets are held as a pension trust, which is authorized to instruct how
to exercise voting rights.
(Outline of Business Alliance, etc.)
Transaction of Lease Agreement for Haneda Airport Passenger Terminal
Building, etc. with the group companies.

possession(quantitative effect of holding)
Because it is difficult to describe the quantitative effect of the Company’s holdings of deemed shareholdings, the Company will
describe the method by which it has reviewed the reasonableness of the holdings. The Board of Directors of the Company has reviewed
the significance of each deemed shareholding, and the issuer of such deemed shareholding has transactions with the Company, such asleasing facilities, in light of the business relationship, it is necessary to further strengthen cooperation and establish a relationship oftrust, so the Company has confirmed that all deemed shareholdings are reasonable in light of its holding policy. The Company has
confirmed that it is reasonable to hold these shares in light of the holding policy.
Note: Specified investment stocks and deemed holding stocks are not combined at the stage of selecting the top stocks in terms ofbalance sheet amount.

(3) Investment securities held for pure investment
Number ofstock names
Other than unlisted stocks

Current fiscal year
Amount on the balance sheet(Millions of yen)
2
148

Previous fiscal year
Number ofAmount on the balancestock names
sheet (Millions of yen)
2
164

Current fiscal year
Total gain/loss on sales(million yen)

Total dividend income(millions of yen)
Other than unlisted stocks

4-

Total holding gains/losses(millions of yen)
-21(4) Investment securities for which the holding purpose has changed from pure investment to other than pureinvestment in the fiscal year ended March 31, 2023
Not applicable(5) Investment securities for which the holding purpose has changed from other than pure investment to pureinvestment in the fiscal year ended March 31, 2023
Not applicable- 62 -

Item 5. Financial Information
1. Basis of preparation of the consolidated financial statements and the non-consolidated financial statements(1) The consolidated financial statements of the Company are prepared by the “Regulations Concerning Terms, Forms
and Preparation Method of Consolidated Financial Statements” (Ministry of Finance Ordinance No. 28 of 1976,
hereinafter referred to as the “Regulations for Consolidated Financial Statements”).
(2) The Company’s financial statements are prepared by the “Regulations Concerning Terms, Forms and Preparation
Method of Financial Statements” (Ministry of Finance Ordinance No. 59 of 1963, hereinafter referred to as the“Regulations for Financial Statements”).
In addition, the Company falls under the category of a company filing special financial statements and prepares its
financial statements by Article 127 of the Regulations for Financial Statements, etc.
2. Audit certification
The consolidated financial statements of the Company for the consolidated fiscal year (from April 1, 2022, to March
31, 2023) and the non-consolidated financial statements of the Company for the fiscal year (from April 1, 2022, toMarch 31, 2023) have been audited by EY Ernst & Young ShinNihon LLC by the provisions of Article 193-2-1 of the
Financial Instruments and Exchange Law.
3. Particular efforts to secure the appropriateness of the consolidated financial statements, etc.
The Company takes special measures to ensure the adequacy of its consolidated financial statements. Specifically, theCompany has joined the Financial Accounting Standards Foundation (FASF) and participates in training sessionsorganized by the FASF to establish a system that enables it to accurately respond to the content of accounting standards,
etc., or changes in accounting standards, etc., and participates in training sessions, etc., organized by the FASF.

- 63 -

1. Consolidated Financial Statements, etc.
A. Consolidated Financial Statements(1) Consolidated Balance Sheets(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

ASSETS
Current assets
Cash and deposits

57,12863,741

Accounts receivable

5,408

15,331

Securities

40,00026,500

Merchandise and finished products

5,364

4,283

271

323

Other current assets

5,756

4,865

Allowance for doubtful accounts

(60)

(57)

113,868

114,988560,906

562,619

Accumulated depreciation and impairment loss

(323,206)(343,917)

Buildings and structures (net)237,700

218,701

Raw materials and stored goods

Total current assets
Fixed assets
Tangible fixed assets
Buildings and structures

36,022

34,822

Accumulated depreciation and impairment loss

(20,325)(21,227)

Machinery, equipment, and vehicles (net)15,696

13,595Land

12,874

12,876

Lease assets

3,533

3,574

Accumulated depreciation and impairment loss

(1,591)(2,049)Lease assets (net)

1,941

1,525

Machinery, equipment, and vehicles

Construction in progress

1,467

8,996

Other tangible fixed assets

67,97770,653(57,711)(60,234)

Accumulated depreciation and impairment loss

10,265

10,418279,945

266,114

Leasehold right

31,516

29,671Other intangible fixed assets

2,872

2,139

Total intangible fixed assets

34,38831,810Investment securities

18,293

17,254

Deferred tax assets

12,877

12,232

Net defined benefit assets

1,013

1,105

Other investments

3,491

3,450

Other tangible fixed assets (net)Total tangible fixed assets
Intangible fixed assets

Investments and other assets

Total investments and other assets
Total fixed assets
TOTAL ASSETS- 64 -

35,676

34,042350,010331,967

463,878446,955

(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

LIABILITIESCurrent liabilities
Accounts payable

1,956

7,172

Short-term loans payable

15,626

15,709Accrued expenses

8,782

12,150

Income taxes payable

483

2,192

Provision for employees’ bonuses

1,073

1,627

Other current liabilities

8,925

10,273

Total current liabilities

36,847

49,125

Bonds

55,28755,139Long-term loans payable

Fixed liabilities
184,153

171,815

Lease liabilities

1,596

1,173

Deferred tax liabilities

15,66016,31968

57

Net defined benefit liabilities

4,761

4,562

Asset retirement obligations

620

628

Provision for directors’ retirement benefits

Other fixed liabilities

8,873

7,183

Total fixed liabilities

271,021

256,878

TOTAL LIABILITIES

307,869

306,004

Common stock

38,12638,126

Capital surplus

54,16054,160Retained earnings

60,84356,942(9)(10)

153,120

149,217

Valuation difference on available-for-sale securities

2,526

1,695

Deferred gains or losses on hedges(1,115)(726)

NET ASSETS
Shareholders’ equity

Treasury stock
Total shareholders’ equity
Accumulated other comprehensive income

Foreign currency translation adjustment

66

122

Remeasurements of defined benefit plans

(426)

(22)

Total accumulated other comprehensive income

1,050

1,069

Non-controlling interests

1,838(9,335)TOTAL NET ASSETS

156,009140,951

463,878446,955

TOTAL LIABILITIES AND NET ASSETS- 65 -

(2) Consolidated Statements of Income and Consolidated Statements of Comprehensive Income
Consolidated Statements of Income(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Operating revenues
Rent revenue

18,543

19,829

Facility user charges revenue

10,541

29,327

Other revenues

10,98914,394

Sale of merchandise

13,155

41,143

Sale of food and beverage

3,827

8,355

Total operating revenues

57,057113,050

Cost of sales of merchandise

7,635

23,927

Cost of sales of food and beverage

2,968

5,158

Total cost of sales

10,60429,08546,45383,964

10,201

10,776583

1,548

Cost of sales

Gross profit
Selling, general and administrative expenses
Salaries and wages
Provision for employees’ bonuses

921

812

Rent expenses

8,762

8,555

Outsourcing and commission

11,33814,189Depreciation expenses

31,71528,954

Other costs and expenses

24,18629,707

Total selling, general, and administrative expenses

87,70994,543(41,255)(10,579)

Interest income

23

21

Dividends income

6264

Equity in earnings of affiliates-

133

Contributions in aid of construction

94

268

2,707

658

Fee and commission income

225

251

Miscellaneous income

552

535

3,665

1,933

2,744

2,991

1

-

Fee and commission expenses

1,510

102

Loss on retirement of fixed assets

310

276

Expenses for retirement benefits

Operating profit (loss)
Non-operating income

Subsidy income

Total non-operating income
Non-operating expenses
Interest expenses
Share issuance costs

Equity in losses of affiliates
Miscellaneous expenses
Total non-operating expenses
Ordinary profit (loss)- 66 -

1,611

-

92

49

6,271

3,419

(43,861)(12,064)

(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Extraordinary gains
1,422

58

321

20

1,744

78

Impairment loss-

260

Loss on valuation of investment securities

52

99

Loss on reduction entry of fixed assets

1,388

36

Total extraordinary loss

1,441

397

(43,558)(12,383)

Income taxes – current

7

1,743

Income taxes – deferred(1,947)1,561

National subsidies
Gains on sale of investment securities
Total extraordinary gains
Extraordinary loss

Profit (loss) before income taxes and non-controlling interests

Total income taxes(1,939)3,304

Net profit (loss) before non-controlling interests(41,618)(15,687)

Net profit (loss) attributable to non-controlling interests(16,401)(11,786)

Net profit (loss) attributable to owners of the parent(25,217)(3,901)- 67 -

Consolidated Statements of Comprehensive Income(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)
Net profit (loss) before non-controlling interests

FY2022(from April 1, 2022
to March 31, 2023)(41,618)(15,687)

669

(828)

1,413

949

Other comprehensive income
Valuation difference on available-for-sale securities
Deferred gains (losses) on hedges
Foreign currency translation adjustment

46

56

Remeasurements of defined benefit plans

(47)

439

2

15

2,084

631

(39,533)(15,056)

Share of other comprehensive income of affiliates accounted forusing the equity method
Total other comprehensive income
Comprehensive income
Comprehensive income attributable to:Comprehensive income attributable to owners of the parent(23,797)(3,882)Comprehensive income attributable to non-controlling interests(15,736)(11,174)- 68 -

(3) Consolidated Statements of Changes in Shareholders’ Equity
FY2021 (from April 1, 2021 to March 31, 2022)(Millions of yen)
Shareholders’ equity

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to ownersof the parent
Purchase of treasury stock

Common stock

Capital surplus

38,12654,160Treasury stock

Total
shareholders’equity(8)

178,338

86,060(25,217)(25,217)(0)Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Retainedearnings

(0)

(0)
(0)
-

38,126(0)54,160(25,217)60,843(0)(9)(25,217)
153,120

Accumulated other comprehensive income

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to ownersof the parent
Purchase of treasury stock
Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to owners of
the parent
Purchase of treasury stock
Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Deferred gains
or losses onhedges

1,855(1,836)

19

671

720

46

(18)

1,420

671

720

46

(18)

1,420

2,526

(1,115)

66

(426)

1,050

Non-controllinginterests
17,575

Foreigncurrencytranslation
adjustment

Total
Remeasurements accumulatedof defined benefit
other
plans
comprehensive
income(408)(369)

Valuationdifference on
available-forsale securities

Total net assets
195,544(25,217)(0)(0)(15,736)(14,316)(15,736)
1,838(39,534)
156,009- 69 -

FY2022 (from April 1, 2022 to March 31, 2023)(Millions of yen)
Shareholders’ equity

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to ownersof the parent
Purchase of treasury stock

Common stock

Capital surplus

38,12654,160Retainedearnings

Treasury stock

Total
shareholders’equity(9)153,120

60,843(3,901)(3,901)(1)

Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period(1)-38,12654,160(3,901)
56,942(1)(10)(3,902)
149,217

Accumulated other comprehensive income

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to ownersof the parent
Purchase of treasury stock
Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss) attributable to owners of
the parent
Purchase of treasury stock
Changes in ownership interest in subsidiaries
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Foreigncurrencytranslation
adjustment

Total
Remeasurements accumulatedof defined benefit
other
plans
comprehensive
incomeValuationdifference on
available-forsale securities

Deferred gains
or losses onhedges2,526(1,115)

66

(426)

1,050

(830)

388

56

403

18

(830)

388

56

403

18

1,695

(726)

122

(22)

1,069

Non-controllinginterests

Total net assets

1,838

156,009(3,901)(1)-(11,174)(11,155)(11,174)(9,335)(15,058)
140,951- 70 -

(4) Consolidated Statements of Cash Flows(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Cash flows from operating activities
Profit (loss) before income taxes and minority interests(43,558)(12,383)

Depreciation and amortization

31,79429,022

Increase (decrease) in provision for employees’ bonuses

(102)

553

Increase (decrease) in net defined benefit liabilities

272

327

Decrease (increase) in net defined benefit assets

(6)

(46)

Interest and dividend income

(85)

(85)

Subsidy income(2,707)(658)

Interest expenses

2,744

2,991

Fee and commission expenses

1,510

102

310

276

Equity in losses (earnings) of affiliates

1,611

(133)

National subsidy(1,422)

(58)

(321)

(20)

-

260

Loss on retirement of tangible fixed assets

Loss (gain) on sales of investment securities
Impairment loss

52

99

1,388

36

Decrease (increase) in accounts receivable – trade(135)(9,922)

Decrease (increase) in inventories

4,272

1,029

Decrease (increase) in other current assets

1,440

911

681

5,215

Increase (decrease) in other current liabilities(7,539)

1,169

Increase (decrease) in other fixed liabilities

(32)

12

Loss (gain) on valuation of investment securities
Loss on reduction of fixed assets

Increase (decrease) in accounts payable – trade

Others

(178)

(218)

Subtotal(10,010)

18,48073

123Interest paid

(2,859)(2,923)

Subsidy received

2,707

655

783

(9)

(9,305)

16,326

Purchase of investment securities(1,044)(500)

Purchase of tangible fixed assets

Interest and dividends received

Income taxes refund (paid)
Net cash provided by (used in) operating activities
Cash flows from investing activities(5,138)(9,857)

Proceeds from sales of investment securities

345

324

Purchase of intangible fixed assets

(317)

(378)

Payments of long-term loans receivable

(50)

(60)

Proceeds from national subsidy

1,422

58

Other payments

(278)

(286)

Other proceeds
Net cash provided by (used in) investing activities- 71 -

134

72(4,926)(10,627)

(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Cash flows from financing activities
Net increase (decrease) of short-term loans payable

(100)

(100)

Proceeds from long-term loans payable

20,790883

Repayment of long-term loans payable(13,856)(12,826)

450-

Redemption of convertible bond

(15,000)-

Repayments of Lease liabilities

(511)

(494)

-

(0)

Proceeds from the issuance of corporate bond

Dividends paid to non-controlling shareholders

(807)

(103)

(9,035)(12,641)

40

55

Increase (decrease) in cash and cash equivalents(23,226)(6,887)

Cash and cash equivalents at the beginning of the period

120,355

97,128Cash and cash equivalents at the end of the period

97,12890,241OthersNet cash provided by (used in) financing activities
Effect of exchange rate change on cash and cash equivalents- 72 -

Notes on the Consolidated Financial Statements(Notes on the Premise of a Going Concern)
There is nothing to report.

(Basic Important Conditions to Prepare Consolidated Financial Statements)
1. Scope of consolidation(1) Number of consolidated subsidiaries: 19 companies
Names of consolidated subsidiaries
Tokyo Airport Restaurant Co., Ltd.
Japan Duty-Free Fa-So-La Isetan Mitsukoshi Co., Ltd.
Haneda Future Research Institute Inc.
Cosmo Enterprise Co., Ltd.
International Trade Inc.
Japan Airport Logitem Co., Ltd.
BIG WING Co., Ltd.
Japan Airport Techno Co., Ltd.
Tokyo International Air Terminal Corp.
Air BIC Inc.
Haneda Airport Enterprise Co., Ltd.
Haneda Airport Security Co., Ltd.
Haneda Passenger Service Co., Ltd.
Japan Airport Terminal Trading (Chengdu) Co., Ltd.
LANI KE AKUA PACIFIC, INC.
Sakura Co., Ltd.
Hamashin Co., Ltd.
Japan Airport Ground Handling Co., Ltd.
Kaikan Kaihatsu Co., Ltd.
(2) Number of non-consolidated subsidiaries: 5 companies
Names of non-consolidated subsidiaries
GLOBAL SERVICE CO., LTD.
Tsukiji Hamashin Co., Ltd.
Felix International LLC.
JAT DESIGN INTERNATIONAL INC.
Rock Island Tour Company, Ltd.
The 5 non-consolidated subsidiaries are excluded from the scope of consolidation since they are small in size, andtheir total assets, operating revenues, net profit/loss, and retained earnings do not have a significant impact on the
consolidated financial statements.

2. Application of equity method(1) Number of affiliated companies that are accounted for using the equity method: 3 companies
Names of affiliated companies that are accounted for using the equity method
AGP Corporation
Japan Airport Delica Inc.
Airport Transport Service Co., Ltd.
(2) The non-consolidated subsidiaries and Seikousha Inc. and 10 other affiliated companies are not included in the scope of
the application of the equity method, since the aggregate amounts corresponding to the shares held by the Company of
those companies’ net profit/loss and retained earnings do not have a significant impact on those of consolidated financial
statements.

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3. Fiscal year of consolidated subsidiaries
Of consolidated subsidiaries, Japan Airport Terminal Trading (Chengdu) Co., Ltd. and LANI KE AKUA PACIFIC,
INC. end the fiscal year on December 31.
In preparing the consolidated financial statements, the financial statements as of the abovementioned closing date areused and necessary adjustments arising from important transactions during the period between the closing date and theconsolidated closing date are made.

4. Summary of significant accounting policies(1) Valuation standards and methods for important assetsa) Securities
i) Held-to-maturity securities are carried at cost.
ii) Other securities
Other securities other than shares without fair values are stated at fair value based on the market value at the year-end,
with valuation differences included in net assets. The cost of securities sold is determined by the moving averagemethod.
Shares without fair values are stated at cost based on the moving average method.
For investments in limited liability investment partnerships and similar partnerships (deemed as securities under
Article 2, Paragraph 2 of the Financial Instruments and Exchange Act), the most recent financial statements available
according to the financial reporting date stipulated in the partnership agreement are used as the basis for calculating
the net amount equivalent to the Company’s interest.
b) Derivatives
Derivative financial instruments are stated at fair value.
c) Inventories
At the Company and its major consolidated subsidiaries, inventories are principally stated at cost determined by theretail method (the book value of inventories in the balance sheet is written down when their profitability declines). Certain
consolidated subsidiaries use the last-purchase-price method (the book value of inventories in the balance sheet is written
down when their profitability declines).
(2) Depreciation method of important depreciable assetsa) Tangible fixed assets (excluding lease assets)
The Company uses the declining balance method. Consolidated subsidiaries principally use the straight-line method.
b) Intangible fixed assets (excluding lease assets)
Amortization of intangible fixed assets is calculated by the straight-line method. Software intended for internal use isamortized by the straight-line method over its estimated useful life of 5 years.
c) Lease assets
The straight-line method is adopted in which the lease term is treated as useful life and the asset is depreciated to zero or
residual value.
(3) Accounting policies for important allowance and provisionsa) Allowance for doubtful accounts
To prepare for losses from doubtful accounts, estimated uncollectible amounts are recorded, which are computed either
by using the historical default rate for normal receivables or by considering individual collectability for particular
receivables such as highly doubtful accounts.
b) Provision for employees’ bonuses
To prepare for the payment of bonuses to employees, the estimated amount is recorded as a provision.
c) Provision for directors’ bonuses
To prepare for the payment of bonuses to directors, the estimated amount is recorded as a provision.
As bonuses to directors for FY2022 are not paid, no provision for bonuses to directors is recorded for FY2022.
d) Provision for directors’ retirement benefits
To provide for future payments of retirement benefits to directors, certain consolidated subsidiaries record the amountthat would be required at the end of the fiscal period by their internal rules.

- 74 -

(4) Accounting method for employees’ retirement benefitsa) Allocation method of projected retirement benefits to each period
In calculating the retirement benefit obligation, the benefit formula method is used to allocate the projected retirement
benefits to each period up to the end of the fiscal year.
b) Amortization of actuarial gains and losses and prior service costs
Prior service costs are amortized under the straight-line method over a certain number of years within the averageremaining service years (5-10 years).
Actuarial gains and losses are amortized, beginning in the year following their occurrence, under the straight-line
method over a certain number of years within the average remaining service years (5-10 years).
c) Adoption of simplified methods at small companies
Certain consolidated subsidiaries adopt a simplified method of using the amounts payable for the voluntary retirement of
employees at fiscal year-end in calculating net defined benefit liabilities and expenses for retirement benefits.
(5) Recognition of significant revenues and costs
The Group is engaged in three business operations which are the facilities management operations, merchandise sales
operations, and food and beverage operations. The major obligations to be performed and the usual timing at which anentity satisfies such obligations in each of the business operations are as follows.
For transactions in which the Group’s role in providing goods or services to customers falls under the category ofagent, revenue is recognized as the net amount, the amount received from customers less the amount paid to suppliers.
a) Facilities management
The facilities management operations are mainly engaged in the construction, management, and operation of passenger
terminals and leasing of real estate. Rent revenue consists mainly of office and store rent income, and is recognized by the“Accounting Standard for Lease Transactions” (ASBJ Statement No. 13, March 30, 2007) and relevant revised ASBJ
regulations.
Facility user charges revenues mainly consist of passenger service facility charge (PSFC) revenues. These revenues arecollected from passengers based on their use of passenger service facilities. The Group is obligated to use these revenues tocover expenses related to facilities for the common use of passengers and to professionally manage and operate thepassenger terminals. Revenue is recognized when the air carrier completes the passenger air transportation services,
indicating that the performance obligation has been fulfilled.
Other revenues consist mainly of parking revenues, paid lounge sales, and advertising revenues. The performanceobligation is satisfied upon completion of the services such as provision of parking services, provision of lounge accessservices, and placement of advertisement. If the performance obligation is satisfied at a point in time, revenue isrecognized at the time the services are provided. If the performance obligation is satisfied over a certain period, revenue isrecognized on a straight-line basis over the period the service is provided.
b) Merchandise sales
The merchandise sales operations are mainly engaged in the operation of merchandise stores and wholesale.
The performance obligation is satisfied when goods are delivered to customers for domestic flights and international
flights, and revenue is recognized when such goods are delivered.
Other revenues consist mainly of wholesale revenues to other airports. The performance obligation is satisfied when the
goods are received by the customer and revenue is recognized when the goods are received by the customer.
c) Food and beverage
The food and beverage operations are mainly engaged in the operation of restaurants, and the production and sale of inflight meals.
For food and beverage revenues, the performance obligation is satisfied by providing food and beverage services tocustomers, and revenue is recognized when food and beverage services are provided to customers.
In-flight meal revenues consist mainly of sales of in-flight meals to international airlines. The performance obligation issatisfied when products ordered by international airlines are delivered, and revenue is recognized when such products aredelivered.

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(6) Accounting standards for important hedging transactionsa) Hedge accounting method
Hedging transactions are accounted for under the deferred hedge accounting method. Interest rate swaps that meetcertain conditions are accounted for using special treatment.
b) Hedging instrument and hedged item
Hedging instrument ------------Hedged item ----------------------

Interest rate swap
Floating rate borrowingsc) Hedging policy
Hedging transactions are executed to avoid the risk of interest rate fluctuation, and our basic policy is that they are notused for speculation purposes.
d) Evaluation of hedging effectivenessThe effectiveness of hedging is evaluated by comparing the cumulative changes of hedging instruments andcorresponding changes in underlying hedged items.
The evaluation is omitted regarding interest rate swaps that meet the requirements for special treatment.
Hedge relationships to which “Treatment of hedge accounting for financial instruments that reference LIBOR” isappliedOf the above hedge relationships, all of those included in the scope of application of “Treatment of hedge accounting
for financial instruments that reference LIBOR” (ASBJ PITF No. 40, March 17, 2022), the special treatment prescribedin the PITF is applied. The details of hedging relationships to which the PITF is applied are as follows.
Hedge accounting applied ------Hedging instrument -------------Hedged item ----------------------Category of hedge transaction---Deferral method
Interest rate swap
Floating rate borrowings
To fix cash flow(7) Scope of “Cash and cash equivalents” in consolidated statements of cash flows“Cash and cash equivalents” in the consolidated statements of cash flows consist of cash on hand, deposits with banks
that are withdrawable on demand, and short-term investments that are easily convertible to cash with insignificant risk offluctuation in values whose maturity will come within three months from the date of acquisition.
(8) Capitalization of borrowing costs
At certain consolidated subsidiaries, interest costs and related expenses on borrowings during the construction period ofpassenger terminals and other facilities are included in the acquisition cost (¥4,517 million for accumulated amount as ofMarch 31, 2023) and recorded as fixed assets.

- 76 -

(Significant accounting estimates)
Inventory valuation
1. Amount recorded in the consolidated financial statements for the current fiscal year
Loss (gain) on write-down of inventories
FY2021(from April 1, 2021
to March 31, 2022)-1,852
1,416-435

Reversal at the beginning of the period
Amount recorded in the current period
Total(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)-1,416154-1,262

2. Information about the nature of significant accounting estimates for identified items(1) Calculation Method
The Group operates international duty-free stores and city duty-free stores. The number of air passengers on
international flights is recovering rapidly, and the number of backlogged goods is also decreasing due to the steadyrecovery of demand on international flights. The Company identifies backlogged goods based on those that have exceeded
the storage period in bonded warehouses. In addition, for items that are still in bonded storage but have an expiration date,the estimated sales volume for the next fiscal year is calculated based on the annual sales volume plus the estimatedpercentage increase or decrease in the number of international airline passengers for the next fiscal year, and the inventory
volume exceeding the estimated sales volume is also considered as backlogged goods. Inventory write-downs arecalculated by multiplying the write-down ratio by the inventory in arrears. The write-down ratio is calculated based on
the full value of items scheduled for disposal, and for other items, the write-down ratio is calculated mainly based on thecontractual return value or actual sales for the past three quarters.
Concerning the reversal of book value write-downs recorded in the previous period, the method of reversal in thecurrent period (reversal method) is used.
(2) Main Assumptions
The main assumption for the value of goods in transit is the percentage change in the number of international air
passengers for the next fiscal year, which is the basis for calculating the estimated sales volume of goods with use-by
dates. The number of air passengers for the next fiscal year is estimated based on the aviation demand forecast publishedby IATA (International Air Transport Association) and considering the market trend in Japan. The number of air
passengers due to the new coronavirus infection is expected to recover to approximately the same level in FY2023 forinternational flights as in FY2019 before the spread of the new coronavirus infection.
(3) Impact on consolidated financial statements for the following fiscal year
The rate of increase or decrease in the number of international air passengers in the next fiscal year, which is the basis
for calculating the estimated sales volume of products with expiration dates, a key assumption, is highly uncertain toestimate, and fluctuations in the number of international air passengers may further increase backlogged inventories.
Therefore, if the recovery of the number of air passengers used in the estimates is significantly delayed on international
flights, there may be a further increase in inventories in arrears, resulting in a further loss on revaluation of inventories.

(Changes in Accounting Policies)
Adoption of Accounting Standards for Fair Value Measurement
The Company has adopted the “Implementation Guidance on Accounting Standard for Fair Value Measurement” (ASBJ
Guidance No. 31, June 17, 2021, hereinafter referred to as the “Implementation Guidance on Accounting Standard for
Fair Value Measurement”) from the beginning of the first quarter of the fiscal year ended March 31, 2023. The Company
has also decided to adopt the new accounting policy stipulated in the Implementation Guidance on Accounting Standard
for Fair Value Measurement by the transitional treatment described in Paragraph 27-2 of the Implementation Guidanceon Accounting Standard for Fair Value Measurement. There is no impact of this change on the consolidated financial
statements.

- 77 -

(Accounting standards issued but not effective)[Disclosure for the year ended March 31, 2023]
Treatment of Accounting for and Disclosure of Issuance and Holding of Electronically Recorded Transferable Securities
Representation Rights, etc. (Practical Response Report No. 43, August 26, 2022, Accounting Standards Board of Japan)(1) Overview
The Financial Instruments and Exchange Law was amended by the “Law for Partial Amendment of the Law on Fund
Settlement to Respond to the Diversification of Financial Transactions Accompanying the Development of Information
and Communication Technology” (Law No. 28 of 2049) enacted in May 2019, and the so-called investment-type ICO(Initial Coin Offering, a general term for the act by which companies, etc., issue tokens (electronic records and symbols)
to raise funds from investors) became subject to the Financial Instruments and Exchange Law and established various
provisions.
The Accounting Standards Board of Japan (ASBJ) issued this statement to clarify the accounting treatment of theissuance and holding of electronically recorded transferable securities, etc., in the Cabinet Office Ordinance on Financial
Instruments Business, etc.
(2) Scheduled date of adoption
The Group expects to adopt the accounting standard and implementation guidance from the beginning of the fiscal year
ending March 31, 2024.
(3) Impact of adoption of revised accounting standard and implementation guidance
The Group is currently evaluating the effect of the adoption of this accounting standard and related implementation
guidance on its consolidated financial statements.

Accounting Standard for Corporate, Inhabitant, and Enterprise Taxes (ASBJ Statement No. 27, October 28, 2022)
Accounting Standard for Presentation of Comprehensive Income (ASBJ Statement No. 25, October 28, 2022)
Guidance on Accounting Standard for Tax Effect Accounting (ASBJ Guidance No. 28, October 28, 2022)(1) Overview
In February 2018, the ASBJ issued ASBJ Statement No. 28, “Partial Amendments to Accounting Standard for Tax
Effect Accounting,” etc. (“ASBJ Statement No. 28, etc.”), which completed the transfer of the JICPA’s practical guidanceon tax effect accounting to the ASBJ Accounting Standards Board. In the course of the deliberations, the following two
issues were discussed and published, which will be reconsidered after the issuance of ASBJ Statement No. 28, etc.
1. Classification of tax expense (taxation of other comprehensive income)2. Tax effect on the sale of shares in subsidiaries and other securities (shares in subsidiaries or affiliates) when applying
group taxation(2) Scheduled date of adoption
The Group expects to adopt the accounting standards and related implementation guidance from the beginning of the
fiscal year ending March 31, 2025.
(3) Impact of adoption of revised accounting standard and related implementation guidance
The Group is currently evaluating the effect of the adoption of the accounting standards and related implementation
guidance on its consolidated financial statements.

- 78 -

(Notes on Consolidated Balance Sheets)
1. Assets pledged as collateral and corresponding liabilities with collateral
The following are assets pledged as collateral.
FY2021(As of March 31, 2022)
37,495
14
113,556
9,691
53
309
4,576
1,000
166,699(Millions of yen)
FY2022(As of March 31, 2023)
35,118
39
104,748
434
53
4,641
1,000
146,036

Cash and deposits
Accounts receivable
Buildings and structures
Machinery, equipment, and vehicles
Land
SoftwareInvestment securities (Note 1)
Other investments
Total
Note:
1) Pledged as collateral for borrowings by affiliated companies and investee companies.
2) In addition to the above, investment securities (¥8,520 million), shares of subsidiaries and affiliates (¥13,530 million), long-term loans
receivable (¥8,510 million), and accounts receivable (¥41 million), which are offset and eliminated through consolidation adjustments inthe fiscal year ended March 31, 2023, are pledged as collateral.

The following are liabilities for which assets are pledged as collateral.
FY2021(As of March 31, 2022)
200
119,297
119,497

Short-term loans payable
Long-term loans payable
Total(Millions of yen)
FY2022(As of March 31, 2023)
100
110,909
111,009

2. The following item is related to non-consolidated subsidiaries and affiliated companies.

Investment securities (shares)
Investment securities (capital)

FY2021(As of March 31, 2022)
5,853
481

(Millions of yen)
FY2022(As of March 31, 2023)
5,663
984

3. Liabilities guaranteed
The Company provides a guarantee (including commitment) to the following group companies for their borrowing fromfinancial institutions.
(1) Debt guarantee
FY2021(As of March 31, 2022)
Japan Airport Delica Inc.
225
Airport Transport Service Co., Ltd. (Note)
Total
225
Note: Liability booked about the application of the equity method is deducted from the amount guaranteed.

(Millions of yen)
FY2022(As of March 31, 2023)
225
225(2) Commitment to guarantee

Haneda Future Tokutei Mokuteki Kaisha

FY2021(As of March 31, 2022)
666- 79 -(Millions of yen)
FY2022(As of March 31, 2023)
666

4. Amount of reduction entry
Due to the receipt of national subsidy, etc., reduction entry of the following amount is deducted from the acquisition costsof tangible fixed assets.
FY2021(As of March 31, 2022)
Tangible fixed assets:
Buildings and structures
Machinery, equipment, and vehicles
OthersIntangible fixed assets:
Others
Total(Millions of yen)
FY2022(As of March 31, 2023)

386
6,382
48

386
6,382
84

110
6,927

110
6,963

5. The amounts of accounts receivable arising from contracts with customers are as follows.

Accounts receivable

FY2021(As of March 31, 2022)
5,060(Millions of yen)
FY2022(As of March 31, 2023)
13,265

6. Notes to contractual liabilities
The amounts of contractual liabilities included in other liabilities are as follows.

Contractual liabilities

FY2021(As of March 31, 2022)
50(Millions of yen)
FY2022(As of March 31, 2023)
84

7. Financial covenants
Some of the loan agreements that the Company has entered into for securing its short-term and long-term borrowings
are subject to financial covenants. The balance amount of the borrowings under these agreements and relevant covenants
are outlined below.
(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

Short-term loans payable

2,378

2,378

Long-term loans payable

13,393

11,015

Total

15,771

13,393(Fiscal year ended March 31, 2023)(¥814 million of short-term loans payable and ¥3,258 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, total net assets in the consolidated balance sheet on the last
day of each fiscal year and each second quarter shall not be less than 75% of the year-on-year amount.
(2) On and after the corresponding agreement is entered into, total net assets in the non-consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the year-on-year amount.
(3) On and after the corresponding agreement is entered into, ordinary profit during the fiscal year ended March 31, 2018,
and each subsequent fiscal year shall not be negative on a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during the fiscal year ended March 31, 2018,
and each subsequent fiscal year shall not be negative on a non-consolidated basis for two consecutive fiscal years.

- 80 -

(¥814 million of short-term loans payable and ¥3,257 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, the total net assets on the consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (six months
before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2017, whicheveris larger.
(2) On and after the corresponding agreement is entered into, the total net assets on the non-consolidated balance sheeton the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
non-consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (sixmonths before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2017,
whichever is larger.
(3) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a non-consolidated basis for two consecutive fiscal years.
(¥750 million of short-term loans payable and ¥4,500 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, the total net assets on the consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (six months
before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2019, whicheveris larger.
(2) On and after the corresponding agreement is entered into, the total net assets on the non-consolidated balance sheeton the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
non-consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (sixmonths before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2019,
whichever is larger.
(3) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a non-consolidated basis for two consecutive fiscal years.
For the above short-term loans payable (¥2,378 million in total) and long-term loans payable (¥11,015 million in total),
despite being partially in breach of part of these covenants at the end of the fiscal year ended March 31, 2023, financial
institutions have granted a consent not to exercise the right to accelerate repayment.

- 81 -

(Notes on Consolidated Statements of Income)1. The amounts of revenue arising from contracts with customers are as follows.
FY2021(from April 1, 2021
to March 31, 2022)
38,224

Revenue arising from contracts with customers(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
92,938

2. The amount of inventory at the fiscal year-end is the amount that reflects the writing-down of the book value due tothe decline in profitability, and the following inventory valuation loss is included in the cost of sales of merchandise.
Figures in parenthesis indicate the reversal of the write-down.
FY2021(from April 1, 2021
to March 31, 2022)(435)(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)(1,262)

3. Impairment loss
The Group recorded impairment losses on the following assets.
[FY2021(from April 1, 2021 to March 31, 2022)]
Not applicable[FY2022(from April 1, 2022 to March 31, 20223]
Location

Use

Type
Amount (Millions of yen)
Buildings and structures,
Ota-ku, Tokyo
Facilities
260
others, intangible fixed assets
Note: The Group classifies assets primarily according to business locations. By examining impairment for fixed assets based on thegroupings, it was judged that the carrying amount of certain business assets at the Company and its consolidated subsidiaries is notrecoverable in the future. The entire carrying amount of those assets was recognized as an impairment loss of ¥260 million in
extraordinary loss. The loss consists of ¥245 million for buildings and structures, ¥14 million for others, and ¥1 million for
intangible fixed assets. Recoverable values of those assets were measured as zero, which were based on their values in use.

- 82 -

(Notes on Consolidated Statements of Comprehensive Income)The following table presents reclassification adjustments and tax effects allocated to each component of othercomprehensive income for the years ended March 31, 2022, and 2023.
FY2021(from April 1, 2021
to March 31, 2022)(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)

Unrealized holding gain (loss) on securities:
Amount arising during the year
Reclassification adjustments for gains and losses included in net profit
Amount before tax effectTax effectUnrealized holding gain (loss) on securities

1,235
-268
967
-297
669

-1,218-1,218389-828

Unrealized gain (loss) from hedging instruments:
Amount arising during the year
Reclassification adjustments for gains and losses included in net profit
Amount before tax effectTax effectUnrealized gain (loss) from hedging instruments

1,413
1,413
1,413

949
949
949

Foreign currency translation adjustments:
Amount arising during the year
Reclassification adjustments for gains and losses included in net profit
Amount before tax effectTax effectForeign currency translation adjustments

46
46
46

56
56
56

Retirement benefits liability adjustments:
Amount arising during the year
Reclassification adjustments for gains and losses included in net profit
Amount before tax effectTax effect
Retirement benefits liability adjustments

-92
152
59
-106
-47

534
34
571
-132
439

3
-1
2
-

18
-2
15
15

2,084

631

Share of other comprehensive income of companies accounted forby the equity method:Amount arising during the year
Reclassification adjustments for gains and losses included in net profit
Amount before tax effectTax effect
Share of other comprehensive income of companies accounted forby the equity method
Total other comprehensive income- 83 -

(Notes on Consolidated Statements of Changes in Shareholders’ Equity)
Information regarding changes in net assets for the years ended March 31, 2022, and 2023 is as follows:
1. Shares issued and outstanding / Treasury stock[For the year ended March 31, 2022]
Number of shares on
April 1, 2021
Shares issued: Common stock
93,145,400
Shares issued: Treasury stock
8,595
Note: Increase due to purchase of shares of less than standard unit
Type of shares

Increase-

Number of shares on
March 31, 2022
93,145,400
8,737

-

Number of shares on
March 31, 2023
93,145,400
8,983

Decrease
142[For the year ended March 31, 2023]
Number of shares on
April 1, 2022
Shares issued: Common stock
93,145,400
Shares issued: Treasury stock
8,737
Note: Increase due to purchase of shares of less than standard unit
Type of shares

Increase

Decrease
246

2. Dividends
a. Dividends paid in the year ended March 31, 2022 and 2023
None
b. Dividends for which the cut-off date is in the year ended March 31, 2022, and the effective date is in the year ending
March 31, 2023
None
Dividends for which the cut-off date is in the year ended March 31, 2023, and the effective date is in the year ending
March 31, 2024
Resolution
Annual general meeting of theshareholders on June 28, 2023

Type ofsharesCommonstock

Total dividends(millions of yen)
1,490

- 84 -

Source ofdividends
Retainedearnings

Dividends per
share (yen)16.0

Cut-off
dateMarch 31,2023

Effective
date
June 29,2023

(Notes on Consolidated Statements of Cash Flows)
Relationship between the closing balance of cash and cash equivalents and the value of items listed on the consolidatedbalance sheets.
FY2021(from April 1, 2021
to March 31, 2022)
57,12840,00097,128Cash and deposits
Securities
Cash and cash equivalents(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
63,741
26,50090,241(Lease Transactions)1. Finance lease transactions
Finance lease transactions that do not transfer ownershipa. Lease assets
Mainly comprised of passenger boarding bridges.
b. Depreciation method applied to lease assets
As described in “2) Depreciation method of important depreciable assets” in “4. Summary of significant
accounting policies” in “(Basic Important Conditions to Prepare Consolidated Financial Statements).”

2. Operating lease transactions
The future minimum lease payments under non-cancelable operating leases due after March 31, 2022, and 2023,
respectively, are summarized in the following table:

Within one year
More than one year
Total

FY2021(from April 1, 2021
to March 31, 2022)
417
877
1,295

- 85 -FY2022(from April 1, 2022
to March 31, 2023)
397
502
900

(Financial Instruments)
Overview(1) Policy for financial instruments
The Company and consolidated subsidiaries manage temporary cash surpluses through short-term deposits and lowrisk financial assets. Regarding financing, the Group raises funds through bank borrowings and bond issuance. The
Group uses derivatives to reduce the risk of interest rate fluctuation of borrowings and does not enter into derivatives
for speculative purposes.
(2) Types of financial instruments and related risk
Accounts receivable-trade are exposed to credit risk about customers.
Investment securities are primarily exposed to market risk. These securities are mainly comprised of the shares ofcommon stock of other companies with which the Group has business relationships.
Substantially all accounts payable-trade have payment due dates within one year.
Short-term borrowings and long-term debt are taken out principally to make capital investments. Short-termborrowings and long-term debt with variable interest rates are exposed to interest rate fluctuation risk. However, toreduce such risk and fix interest expense for long-term debt-bearing interest at variable rates, the Group utilizes interest
rate swap transactions as a hedging instrument.
Information regarding the method of hedge accounting, hedging instruments and hedged items, hedging policy, andthe assessment of the effectiveness of hedging activities is found in “6) Accounting standards for important hedging
transactions” in “4. Summary of significant accounting policies” in “(Basic Important Conditions to Prepare
Consolidated Financial Statements).”(3) Risk management for financial instruments(a) Monitoring of credit risk (the risk that customers or counterparties may default)
To the internal policies of the Group for managing credit risk arising from receivables, each related division monitors
the creditworthiness of their main customers periodically and monitors due dates and outstanding balances by individual
customers. In addition, the Group is making efforts to identify and mitigate risks of bad debts from customers who arehaving financial difficulties.
The Group also believes that the credit risk of derivatives is insignificant as it enters into derivative transactions onlywith financial institutions that have a sound credit profile.
(b) Monitoring of market risks (the risks arising from fluctuations in interest rates and others)
To mitigate the interest rate risk for short-term borrowings and long-term debt, the Group may also enter into interest
rate swap transactions.
For Investment securities, the Group periodically reviews the fair values of such financial instruments and thefinancial position of the issuers.
(c) Monitoring of liquidity risk (the risk that the Group may not be able to meet its obligations on scheduled due
dates)
Based on reports from each division, the Group prepares and updates its cash flow plans every month to manage
liquidity risk.
(4) Supplementary explanation of the estimated fair value of financial instruments
The fair value of financial instruments is based on their quoted market price, if available. When there is no quoted
market price available, fair value is reasonably estimated. Since various assumptions and factors are reflected inestimating the fair value, different assumptions and factors could result in different fair values. In addition, the notionalamounts of derivatives in “(Derivative Transactions)” are not necessarily indicative of the actual market risk involved inderivative transactions.

- 86 -

Estimated fair value of financial instruments
The carrying values of financial instruments on the consolidated balance sheet as of March 31, 2022, and 2023 andthe estimated fair values are shown in the following table. The following table does not include financial instruments forwhich it is extremely difficult to determine fair value (Please refer to Note 2 below).
[For the year ended March 31, 2022]
Carrying value
Investment securities:
Other securities
Affiliate securities
Total assets
Bonds payable
Long-term debt
Total liabilities
Derivative transactions

Estimated fair value

10,124
2,568
12,69255,287
196,980
252,267(2,187)

10,124
2,015
12,13948,044
190,038
238,082(2,187)(Millions of yen)difference
-552
-552
-7,243-6,941-14,185-[For the year ended March 31, 2023]
Carrying value
Investment securities:
Other securities
Affiliate securities
Total assets
Bonds payable
Long-term debt
Total liabilities
Derivative transactions

Estimated fair value

8,043
2,338
10,382
55,139184,825
239,964(1,238)

8,043
2,650
10,69448,094179,086
227,180(1,238)(Millions of yen)difference
312
312-7,044-5,738-12,783-

Note:1) Cash and deposits, marketable securities, accounts receivable, accounts payable, and short-term borrowings are not stated because
their fair values approximate their book values due to their short-term maturities.
2) Stocks and other securities without market quotations are not included in Investment securities. The consolidated balance sheet
amounts of such financial instruments are as follows:(Millions of yen)
FY2021
FY2022(As of March 31, 2022)(As of March 31, 2023)
Unlisted stocks
5,120
5,887
3) Investments in partnerships and other similar entities where the net amount of the investment is recorded in the consolidated balance
sheets are not included. The consolidated balance sheet amounts of such investments are as follows:(Millions of yen)
FY2021
FY2022(As of March 31, 2022)(As of March 31, 2023)
Investments in limited partnerships
481
9844) Net receivables and payables arising from derivative transactions are shown in net amounts, and items that are net liabilities in total
are shown in brackets.

- 87 -

The redemption schedule for Cash and deposits, account receivable, and marketable securities with maturities on
March 31, 2022, and 2023 is as follows:[For the year ended March 31, 2022](Millions of yen)
Within one year
Cash and deposits
Accounts receivable
Marketable securities
Total

56,612
5,408
40,000102,020After one year throughfive years-

After five years
through ten years

After one year throughfive years-

After five years
through ten years

After ten years--[For the year ended March 31, 2023](Millions of yen)
Within one year
Cash and deposits
Accounts receivable
Marketable securities
Total

62,99815,331
26,500104,829

After ten years--

The redemption schedule for short-term borrowings, bonds payable, and long-term debt with maturities on March 31,
2022, and 2023 is as follows:[For the year ended March 31, 2022]

2,800

-

-

-

After four
years
through fiveyears-

12,826
15,626

13,00513,005

10,00013,90823,90812,31812,31812,467
12,467After three
years throughfour years

Within one year
Short-termborrowings
Bonds payable
Long-term debt
Total

After one year
through two
years

After two years
through three
years

After three
years throughfour years(Millions of yen)
After fiveyears

42,510128,475
170,985[For the year ended March 31, 2023]

2,700

-

-

-

After four
years
through fiveyears-

13,00915,70910,00013,91523,915

12,65812,658

12,97912,97913,434
13,434

Within one year
Short-termborrowings
Bonds payable
Long-term debt
Total

After one year
through two
years

After two years
through threeyears- 88 -(Millions of yen)
After fiveyears

42,510115,062
157,572

Matters relating to the breakdown of the fair value of financial instruments by level, etc.
The fair value of financial instruments is categorized into the following three levels based on the observability andmateriality of the inputs used to calculate fair value.
Level 1 fair value: Fair value calculated based on quoted prices in active markets for assets or liabilities for which suchfair value is calculated, which are among the inputs to the calculation of observable fair value.
Level 2 fair value: Fair value calculated using inputs other than those included in Level 1 to calculate observable fairvalue.
Level 3 fair value: Fair value calculated using inputs other than observable inputs to the calculation of fair value.
When multiple inputs are used that have a significant effect on the fair value calculation, the fair value is categorized
in the level with the lowest priority in the fair value calculation among the levels to which those inputs belong.
(1) Financial instruments carried on the consolidated balance sheet at fair value[For the year ended March 31, 2022](Millions of yen)
Category

Fair value
Level 1

Investment securities:
Other securities
Total

Level 2
7,881
7,881

Level 3
-

Total
2,242
2,242

10,124
10,124[For the year ended March 31, 2023](Millions of yen)
Category

Fair value
Level 1

Investment securities:
Other securities
Total

Level 2
5,736
5,736

Level 3
-

Total
2,307
2,307

8,043
8,043

(2) Financial instruments other than those carried at fair value in the consolidated balance sheets[For the year ended March 31, 2022](Millions of yen)
Category

Fair value
Level 1

Investment securities:
Affiliate securities
Total assets
Bonds payable
Long-term debt
Derivative transactions
Total liabilities

Level 2
2,015
2,015
-

Level 348,044
190,0382,187
240,270

Total
-

2,015
2,015
48,044
190,0382,187
240,270[For the year ended March 31, 2023](Millions of yen)
Category
Investment securities:
Affiliate securities
Total assets
Bonds payable
Long-term debt
Derivative transactions
Total liabilities

Fair value
Level 1

Level 2
2,650
2,650
-

48,094179,086
1,238
228,419- 89 -

Level 3

Total
-

2,650
2,650
48,094179,086
1,238
228,419

Note:
1) Explanation of the valuation techniques and inputs used in determining fair valuea) investment securities
Among investment securities, listed stocks are classified as Level 1 because they are traded in active markets. On the other hand,preferred securities are classified as Level 3 because their fair value is calculated using inputs related to the calculation of fair valuethat are partially unobservable.
b) bonds payable
The fair value of the bonds payable at the Company is based on the quoted market price. The fair value of bonds payable at aparticular subsidiary is based on the present value of the total principal and interest discounted at the interest rate that would be used
for similar new issues and is classified as Level 2.

c) long-term debt
The current portion of long-term debt and long-term debt with variable interest rates are carried at their carrying amounts because
their fair values approximate their carrying amounts, as market interest rates are reflective of short-term market rates and the Company’s
credit status has not changed significantly since the inception of these borrowings. Those with fixed interest rates are classified as Level
2 as the fair value is calculated by discounting the total principal and interest of the related long-term borrowings, classified by period,at the interest rate assumed for a similar new borrowing.
d) derivatives
The fair value of interest rate swaps is based on prices quoted by the counterparty financial institutions and is classified as Level 2.
2) Fair Value Information on Level 3 Financial Assets and Liabilities Carried at Fair Value on the Consolidated Balance Sheets
Concerning the valuation process for calculating the fair value of preferred securities classified as Level 3, the Group’s accounting
staff calculates the fair value of preferred securities every quarter by valuation policies and procedures approved by the head of theaccounting department.
The fair value of the preferred securities is calculated based on actual values, considering appraised property values and other factors.
No unobservable inputs are estimated and the impact of changes in unobservable inputs is not material.
Reconciliation of beginning balance to ending balance
Investment securities (in Millions of yen)
Beginning balance
Net profit or other comprehensive income for the period:
Recognition in other comprehensive income
Ending balance

2,242
64
2,307

- 90 -

(Securities)
1. Information regarding securities classified as held-to-maturity debt securities and other securities for the years ended
March 31, 2022, and 2023
Held-to-maturity debt securities
None
Other securities[As of March 31, 2022]
Carrying
value

Acquisition
cost(Millions of yen)
Unrealized
gain (loss)

Securities whose carrying value exceeds their fair value:
Stock
7,543
4,659
2,883
Other
2,242
1,506
735
Subtotal
9,785
6,166
3,619
Securities whose carrying value does not exceed their fair value:
Stock
338
406
-67
Other
Subtotal
338
406
-67
Total
10,1246,572
3,551
Note: Unlisted stocks of ¥1,836 million and investments in investment limited partnerships of ¥481 million are not included in theabove table because there were no quoted market prices available, and it is extremely difficult to determine the fair value.

[As of March 31, 2023]
Carrying
value

Acquisition
cost(Millions of yen)
Unrealized
gain (loss)

Securities whose carrying value exceeds their fair value:
Stock
5,529
3,931
1,598
Other
2,307
1,506
800
Subtotal
7,836
5,437
2,398
Securities whose carrying value does not exceed their fair value:
Stock
207
253
-46
Other
Subtotal
207
253
-46
Total
8,043
5,691
2,352
Note: Unlisted stocks of ¥2,562 million and investments in investment limited partnerships of ¥984 million are not included in theabove table because there were no quoted market prices available, and it is extremely difficult to determine the fair value.

2. Sales of securities classified as other securities and the aggregate gain and loss for the years ended March 31, 2022,
and 2023[For the year ended March 31, 2022]

Stock
Other
Total

Proceeds from sales
345
345

Gains on sales
321
321

Proceeds from sales

Gains on sales(Millions of yen)
Loss on sales-[For the year ended March 31, 2023]

Stock
Other
Total

9
9

- 91 -

6
6(Millions of yen)
Loss on sales-

3. Impairment of investment securities
Impairment losses of 52 million yen and 99 million yen were recognized on investments in other securities in FY21
and FY22, respectively.
In impairment of investment securities, if the market value (concerning shares not bearing market value, the interest in
the net asset value of the company) dropped 50% or more from the acquisition cost at the end of fiscal years, the fullamount is impaired, and if the market value dropped by 30% to 50%, impairment is made for the amount deemed necessary,taking into consideration the materiality of the amount and the possibility of recovery.

(Derivative Transactions)
1. Summarized below are the notional amounts and the estimated fair value of the derivative instruments outstanding on
March 31, 2022, and 2023, for which hedge accounting has not been applied.
None
2. Summarized below are the notional amounts and the estimated fair value of the derivative instruments outstanding on
March 31, 2022, and 2023, for which hedge accounting has been applied.
Interest-related transactions[As of March 31, 2022](Millions of yen)Class of transactions
Interest swap contracts by general approach
Interest swap contracts by short-cut method

Subject to hedged
accounting
Long-term debt
Long-term debt

Notional
amount72,74760

Subject to hedged
accounting
Long-term debt

Notional
amount57,458After one year
57,458-Fair value-2,187-0[As of March 31, 2023](Millions of yen)Class of transactions
Interest swap contracts by general approach- 92 -

After one year
52,639Fair value-1,238

(Retirement Benefit Plans)
The Company and most of its consolidated subsidiaries provide a jointly established corporate pension fund scheme(cash balance plan) and retirement bonus scheme.
In addition, one consolidated subsidiary excluded from the above provides a specific retirement benefit mutual scheme,
while another excluded from the above provides a retirement bonus scheme.
On March 30, 2009, the Company established a retirement benefit trust for its retirement bonus scheme.
Additional retirement benefits for meritorious work are sometimes paid to employees upon their retirement. These areexcluded from retirement benefit obligations calculated by actuarial methods based on retirement benefit accounting.
For the retirement benefit schemes operated by certain consolidated subsidiaries, the simplified method is used to
calculate liabilities related to retirement benefits and retirement benefit expenses.
1. The changes in the retirement benefit obligation for the years ended March 31, 2022, and 2023 are as follows (excludes
schemes to which the simplified method is applied):
FY2021(from April 1, 2021
to March 31, 2022)
9,978
608
37
-21
-435
-3
10,164

Balance at the beginning of the year
Service cost
Interest cost
Actuarial gain and loss
Retirement benefit paid
Prior service cost
OthersBalance at the end of the year

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
10,164
583
54
-536
-426
58
9,899

2. The changes in plan assets for the years ended March 31, 2022, and 2023 are as follows (excludes schemes to which
the simplified method is applied):
FY2021(from April 1, 2021
to March 31, 2022)
9,263
97
-114
263
-237
49
9,321

Balance at the beginning of the year
Expected return on plan assets
Actuarial gain and loss
Contributions by the Company
Retirement benefit paid
OthersBalance at the end of the year

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
9,321
98
-2
232
-269
46
9,427

3. The changes in the liability for retirement benefits accounted for using the simplified method for the years ended March
31, 2022, and 2023 are as follows:
FY2021(from April 1, 2021
to March 31, 2022)
2,826
335
-256
-1
2,904

Balance at the beginning of the year
Retirement benefit expenses
Retirement benefit paid
Contributions to fund
Balance at the end of the year

- 93 -(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
2,904
263
-177
-4
2,985

4. The following table sets forth the funded status of the plans and the amounts recognized in the consolidated balance
sheet as of March 31, 2022, and 2023 for the Group’s defined benefit plans:

Funded retirement benefit obligation
Plan assets at fair value
Unfunded retirement benefit obligation
Net liability for retirement benefits in the balance sheet
Liability for retirement benefits
Asset for retirement benefits
Net liability for retirement benefits in the balance sheet
Note: Includes schemes to which the simplified method is applied

FY2021(from April 1, 2021
to March 31, 2022)
9,238-9,373
-135
3,882
3,748

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
9,051-9,483
-432
3,889
3,457

4,761
-1,013
3,748

4,562-1,1053,457

5. The components of retirement benefit expenses for the years ended March 31, 2022, and 2023 are as follows:

Service cost
Interest cost
Expected return on plan assets
Amortization of actuarial gain and loss
Amortization of prior service cost
Retirement benefit expense calculated by the simplified method
Retirement benefit expense

FY2021(from April 1, 2021
to March 31, 2022)
608
37
-97
161
-9
320
1,020

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
583
54
-98
47
-9
263
840

6. The components of retirement benefits liability adjustments included in other comprehensive income (before tax effect)
for the years ended March 31, 2022, and 2023 are as follows:
FY2021(from April 1, 2021
to March 31, 2022)
Prior service cost
Actuarial gain and loss
Total

-9
68
59

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
-9
581
571

7. The components of retirement benefits liability adjustments included in accumulated other comprehensive income(before tax effect) as of March 31, 2022 and 2023 are as follows:
FY2021(from April 1, 2021
to March 31, 2022)
Unrecognized prior service cost
Unrecognized actuarial gain and loss
Total

-76
469
392

- 94 -(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
-67
-112
-179

8. The fair value of plan assets, by major category, as a percentage of total plan assets as of March 31, 2022 and 2023 are
as follows:
FY2021(from April 1, 2021
to March 31, 2022)
48 %
36 %
16 %
100 %

Bonds
StocksOther
Total

FY2022(from April 1, 2022
to March 31, 2023)
47 %
37 %
16 %
100 %

9. The expected return on assets has been estimated based on the anticipated allocation to each asset class and the expectedlong-term returns on assets held in each category.
The assumptions used in accounting for the above plans are as follows:
FY2021(from April 1, 2021
to March 31, 2022)
0.2～0.9 %1.5 %2.6～3.8 %Discount rate
Expected rates of return on plan assets
Expected rates of salary increase

FY2022(from April 1, 2022
to March 31, 2023)
0.2～1.2 %1.5 %2.4～3.3 %(Asset retirement obligations)
1. Overview
The Company has obligations related to the restoration of the Haneda Airport Wharf to its original condition under the
Occupancy Permit for Land in the River Area administered by the Kanto Regional Development Bureau of the Ministryof Land, Infrastructure, Transport and Tourism (MLIT) and the Occupancy Permit for National Property related to
National Property administered by the East Japan Civil Aviation Bureau of the MLIT.
The Company also has an asset retirement obligation related to the obligation to restore the Haneda Catering Service
Plant and the Airport Clean Center to their original condition by the real estate leases.
The amount of the asset retirement obligation is calculated using a discount rate of 0.298% to 1.753% based on an
estimated useful life of 1 to 20 years from the date of acquisition.

2. The following table indicates the changes in asset retirement obligations for the years ended March 31, 2022 and 2023:
FY2021(from April 1, 2021
to March 31, 2022)
613
7
620

Balance at the beginning of the year
Accretion expense
Balance at the end of the year

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
620
7
628

3. Asset Retirement Obligations Not Reported in the Consolidated Balance Sheets
The Company and certain subsidiaries have been granted permission to use government-owned land administered by
the East Japan Civil Aviation Bureau of the MLIT and are required to restore the land to its original condition, including
demolition of passenger terminal buildings if the permission is revoked.
However, the effective period of use of the real estate (land) that the Company and certain subsidiaries are licensed touse concerning these obligations remains unclear in light of the future impact of trends in national aviation policy. As aresult, it is not possible to make a reasonable estimate of the asset retirement obligation, and no asset retirement obligation
corresponding to this liability has been recorded.

- 95 -

(Income Taxes)
Income taxes in Japan applicable to the Company and its domestic consolidated subsidiaries consist of corporation tax,
inhabitants’ taxes, and enterprise tax, which, in the aggregate, resulted in a statutory rate of approximately 31% for theyears ended March 31, 2022, and 2023.
The reconciliation between the effective tax rates reflected in the consolidated statements of income and the effective
statutory tax rate for the year ended March 31, 2022, and 2023 are omitted, because loss before income taxes wererecorded for the year ended March 31, 2022 and 2023.
The significant components of deferred tax assets and liabilities on March 31, 2022, and 2023 were as follows:
FY2021(from April 1, 2021
to March 31, 2022)(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)

Deferred tax assets:
Net operating loss carry forward
26,89135,373Non-deductible portion of depreciation and amortization
8,670
9,152
Liability for retirement benefits
1,897
2,143
Unrealized gain on intercompany transactions
659
581
Loss on valuation of investment securities
492
524
Provision for bonuses
305
523
Impairment losses
431
477
Deferred losses on hedges
669
428
Enterprise tax payable
126
206
Property tax payable
379
161
Other
1,437
1,146
Total gross deferred tax assets
41,96150,719Valuation allowance for net operating loss carryforwards (Note:2)-23,663-33,646
Valuation allowance for deductible temporary difference-3,758-3,400Total valuation allowance (Note:1)-27,421-37,047
Total of deferred tax assets
14,53913,672
Deferred tax liabilities:
Revaluation of certain assets to fair values-15,462-16,336
Unrealized holding gains on securities-1,076-686
Assets for retirement benefits
-338
-279
Gains on contribution of securities to retirement benefit trust
-216
-216
Other
-227
-239
Total of deferred tax liabilities-17,321-17,759
Net deferred tax assets/(liabilities)-2,782-4,086Note:1) The change in the valuation allowance is mainly due to the increase in the estimated amount of deferred tax assets related to Net
operating loss carried forward at certain consolidated subsidiaries.

- 96 -

2) Net operating loss carryforwards and valuation allowance by expiration date on March 31, 2022, and 2023 are as follows:[For the year ended March 31, 2022](Millions of yen)
Withinone year

After oneyear throughtwo years

After two years
through three
years

After three
years throughfour years

After four
years throughfive years

After five
years

Total

Net operating loss carry forward

-

-

389

570

35

25,896

26,891valuation allowance

-

-

-389

-570

-35

-22,667-23,663

Deferred tax assets

-

-

-

-

-

3,228

3,228

Withinone year

After oneyear throughtwo years

After two years
through three
years

After three
years throughfour years

After four
years throughfive years

After fiveyears

[For the year ended March 31, 2023](Millions of yen)
Total

Net operating loss carry forward

-

389

570

35

-

34,37735,373valuation allowance

-

-389

-570

-35

-

-32,651-33,646

Deferred tax assets

-

-

-

-

-

1,726

1,726

Note:
1) The amount is determined by multiplying the corresponding net operating loss carried forward by the effective statutory tax rate.
2) Deferred tax assets of ¥3,228 million and ¥1,726 million as of March 31, 2022 and 2023, respectively, are the result of determining
the recoverability based on estimated future taxable income.

- 97 -

(Investment and Rental Properties)
The Company and a certain subsidiary own rental offices and rental commercial facilities in the passenger terminalbuilding at Tokyo International Airport (Haneda). In addition, the Company and certain subsidiaries own rental officebuildings and rental housing in Tokyo and other areas.
The carrying value on the consolidated balance sheet and corresponding fair value of these rental properties and realestate including space used as rental properties as of March 31, 2022 and 2023 are as follows:
FY2021(from April 1, 2021
to March 31, 2022)(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)

Rental properties:
Carrying values
Balance at the beginning of the fiscal year
21,912
20,759Changes in the fiscal year
-1,153-559
Balance at the end of the fiscal year
20,75920,199Fair values at the end of the fiscal year
36,042
40,715
Real estate including spaces used as rental properties:
Carrying values
Balance at the beginning of the fiscal year
260,773
242,818
Changes in the fiscal year
-17,954-4,429Balance at the end of the fiscal year
242,818
238,389
Fair values at the end of the fiscal year
431,075
481,091
Note:1) The carrying value represents the acquisition cost less accumulated depreciation.
2) The fair value of most properties is mainly estimated by appraisal standards for valuing real estate. The fair value of other properties
is based on balance sheet amounts.

The income or loss from rental properties and real estate including space used as rental properties for the years ended
March 31, 2022, and 2023 were as follows:
FY2021(from April 1, 2021
to March 31, 2022)(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)

Rental properties:
Lease income
2,835
4,077
Lease cost
3,528
3,522
Lease profit (loss), net-693
555
Other, net
Real estate including spaces used as rental properties:
Lease income
27,46547,620
Lease cost
58,56560,045
Lease profit (loss), net-31,100-12,425
Other, net
Note: Lease income excludes income from real estate including space used as rental properties that was used by the Company andcertain consolidated subsidiaries for leasing services and operation management. The expenses for these rental properties(depreciation expenses, repair costs, insurance premiums, taxes and public dues, and others) are included in the lease cost.

- 98 -

(Revenue Recognition)
1. Information that disaggregates revenue arising from contracts with customers
The Group’s revenues consist primarily of revenues from contracts with customers, which are classified by theCompany’s reportable segments by major types of goods or services. Facilities Management revenue includes revenue
based on the “Accounting Standard for Lease Transactions” (ASBJ Statement No. 13, March 30, 2007) and otherregulations.
[FY2021 (from April 1, 2021 to March 31, 2022)](Millions of yen)

Rent revenue
Facility user charges revenue
Other revenues
Sales at domestic terminal stores
Sales at international terminal stores
Other revenues
Sales from food and beverage stores
Sales from in-flight meals
Other revenues
Sales to external customers

Facilities
Management
18,543
10,53910,94640,029

Reportable segments
Merchandise
Sales
5,166
4,242
3,765
13,174

Food and Beverage
2,790
730
332
3,852

Total
18,543
10,53910,946
5,166
4,242
3,765
2,790
730
332
57,057[FY2022 (from April 1, 2022 to March 31, 2023)](Millions of yen)

Rent revenue
Facility user charges revenue
Other revenues
Sales at domestic terminal stores
Sales at international terminal stores
Other revenues
Sales from food and beverage stores
Sales from in-flight meals
Other revenues
Sales to external customers

Facilities
Management
19,852
29,325
14,102
63,280

Reportable segments
Merchandise
Sales
10,372
19,476
11,46941,317

Food and Beverage
5,489
2,487
475
8,452

Total
19,852
29,325
14,102
10,372
19,476
11,469
5,489
2,487
475
113,050

2. Information that provides a basis for understanding revenue from customer contracts
The basis for understanding revenues is as described in “5) Recognition of significant revenues and costs” in “4.
Summary of significant accounting policies” in “(Basic Important Conditions to Prepare Consolidated Financial
Statements).”- 99 -

3. Information about the relationship between the satisfaction of performance obligations under contracts with customers
and cash flows from such contracts, and the amount and timing of revenue expected to be recognized from contracts
with customers that exist at the end of the current fiscal year and are expected to be recognized in the following fiscal
year or later
FY2021(As of March 31, 2022)
4,924
5,060
278
50

(Millions of yen)
FY2022(As of March 31, 2023)
5,060
13,26550
84

Receivables arising from contracts with customers (beginning balance)
Receivables arising from contracts with customers (ending balance)
Contract liabilities (beginning balance)
Contract liabilities (ending balance)
Note:1) Receivables arising from contracts with customers
Receivables from contracts with customers consist mainly of Passenger Service Facility Charges (PSFC) collected frompassengers by airlines by regulations governing the provision of passenger handling facilities, and receivables related to credit cards
and electronic money, etc., used by customers in stores and restaurants operated by the Company. These amounts include amounts
collected on behalf of third parties as agency business. The collection period of these receivables is mainly one to two months.
The increase in receivables is mainly due to an increase in Passenger Service Facility Charge (PSFC) and other receivables
resulting from an increase in the number of passengers.
2) Contract liabilities
Contract liabilities consist primarily of advertising revenues and represent consideration received in advance of contract
performance and are reclassified to revenue as the Company performs under the contract.
Contract liabilities are included in Other current liabilities within current liabilities in the consolidated financial statements.

- 100 -

(Segment Information, etc.)
Segment Information
1. Overview of reportable segments
The reportable segments of the Group are units for which separate financial information is available and whose operating
results are regularly reviewed by the Board of Directors to decide how to allocate management resources and evaluate theirperformances.
The Company is primarily engaged in the management of passenger terminal buildings and the provision of services tousers at Haneda Airport. Business divisions at the Company’s headquarters develop comprehensive business strategies andpursue business activities.
The Company is, therefore, composed of business segments with different services based on the business divisions. Its
three reportable segments are the facilities management operations, merchandise sales operations, and food and beverage
operations.
The segment of facilities management operations leases maintains and repairs, and operates passenger terminal facilities
at Haneda Airport. It also provides services for passengers. The segment of merchandise sales operations is engaged in retailsales of products to passengers and others, wholesale of products to companies operating airport terminals and others, andother activities incidental to these two sales operations. The segment of food and beverage operations provides food andbeverage services to parties including users of Haneda Airport and Narita International Airport. It is also engaged in the
production and sales of in-flight meals and other incidental activities.
2. Method of calculations of sales, profit (loss), assets, liabilities, and other items by reportable segments
Accounting methods for reportable business segments are, in general, the same as those described in “Basic Important
Conditions to Prepare Consolidated Financial Statements.”
Segment income is based on operating profit.
Intersegment sales and transfers are based on the prevailing market price.
3. Sales, profit (loss), assets, liabilities, and other items by reportable segments[FY2021 (from April 1, 2021 to March 31, 2022)](Millions of yen)
Reportable segments

Adjustments(Notes 1)

Consolidated
financialstatements(Notes 2)

Facilities
Management

Merchandise
Sales

Food andBeverage

Sales to external customers

40,02913,174

3,852

57,057－57,057

Intersegment sales and transfers

1,982

769

796

3,547

(3,547)－

Total

42,012

13,944

4,649

60,605(3,547)57,057

Segment profit (loss)(24,863)(6,134)(3,091)(34,090)(7,165)(41,255)

Segment assets

292,027

35,95910,213

338,199

125,678

463,878

Depreciation and amortization

29,2781,533

477

31,289505

31,794

Increase in tangible fixed assets andintangible fixed assets

2,957

2,143

33

5,134

154

5,289

Total

Operating revenues

Other items

Notes:
1) Details of adjustments are as follows:a. Adjustments to the segment income include ¥7,183 million of administration expenses for the administration and other divisions
at the parent company’s head office and certain subsidiaries that are not allocated to each of the reportable segments.
b. Adjustments to the segment assets include ¥174,595 million of corporate assets that are not allocated to each of the reportablesegments, which include excess funds managed by the parent company, long-term investment (investment securities), assets
related to administration divisions, special-purpose funds of certain subsidiaries and other assets.
c. Adjustments to depreciation and amortization include ¥509 million of depreciation concerning the administration and otherdivisions at the parent company’s head office and certain subsidiaries that are not allocated to each of the reportable segments.
d. Adjustments to increase in tangible fixed assets and intangible fixed assets (¥154 million) are primarily due to the acquisition ofrobots for test installation.
2) Segment income is adjusted with operating profit recorded in the Consolidated Statements of Income.

- 101 -

[FY2022 (from April 1, 2022 to March 31, 2023)](Millions of yen)
Reportable segments

Adjustments(Notes 1)

Consolidated
financialstatements(Notes 2)

Facilities
Management

Merchandise
Sales

Food andBeverage

Sales to external customers

63,28041,317

8,452

113,050－

113,050

Intersegment sales and transfers

2,391

892

953

4,237

(4,237)－

Total

65,672

42,210

9,405

117,288(4,237)113,050

Segment profit (loss)(3,133)

1,640(1,365)(2,858)(7,720)(10,579)

Segment assets

280,33138,082

10,001

328,415

118,539446,955

Depreciation and amortization

26,4901,670

428

28,589432

29,022

Increase in tangible fixed assets andintangible fixed assets

11,127732

146

12,00677

12,083

Total

Operating revenues

Other items

Notes:
1) Details of adjustments are as follows:a. Adjustments to the segment income include ¥7,733 million of administration expenses for the administration and other divisions
at the parent company’s head office and certain subsidiaries that are not allocated to each of the reportable segments.
b. Adjustments to the segment assets include ¥167,407 million of corporate assets that are not allocated to each of the reportablesegments, which include excess funds managed by the parent company, long-term investment (investment securities), assets
related to administration divisions, special-purpose funds of certain subsidiaries and other assets.
c. Adjustments to depreciation and amortization include ¥451 million of depreciation concerning the administration and otherdivisions at the parent company’s head office and certain subsidiaries that are not allocated to each of the reportable segments.
d. Adjustments to increase in tangible fixed assets and intangible fixed assets (¥77 million) are primarily due to the acquisition ofrobots for cleaning.
2) Segment income is adjusted with operating profit recorded in the Consolidated Statements of Income.

Geographical information
1. Operating revenues
Operating revenues in Japan account for more than 90% of the operating revenues recorded in the consolidated
statements of income, thus the information is omitted.
2. Property, plant, and equipment
Tangible fixed assets in Japan account for more than 90% of the tangible fixed assets recorded in the consolidatedbalance sheet, thus the information is omitted.

Major customer
Not applicable- 102 -

Impairment loss on fixed assets by reportable segment
Impairment loss on fixed assets by reportable segment for the years ended March 31, 2022, and 2023 is summarized asfollows:

Facilities Management
Merchandise Sales
Food and Beverage
Reportable segment total
Adjustment and eliminations
Consolidated(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
260
260

FY2021(from April 1, 2021
to March 31, 2022)-(Related Parties)
1. Related party transactions
Not applicable

2. Notes to a parent company and significant affiliates
Not applicable(Per Share Information)
FY2021(from April 1, 2021
to March 31, 2022)
1,655.32(270.75)

Net assets per share
Net profit (loss) per share
Notes:
1) Diluted net profit per share is not shown since potential shares do not exist.
2) Net profit (loss) per share is calculated based on the following:(Yen)
FY2022(from April 1, 2022
to March 31, 2023)
1,613.62(41.89)(Millions of yen, except for number of shares)
FY2021
FY2022(from April 1, 2021
(from April 1, 2022
to March 31, 2022)
to March 31, 2023)
Net profit (loss) per share:
Net profit (loss) attributable to owners of the parent
Amount not attributable to common shareholders
Net profit (loss) attributable to owners of the parent available
for distribution to common shareholders
Average number of shares outstanding during the period(thousand shares)(Significant Subsequent Events)
Not applicable- 103 -

(25,217)-(3,901)-(25,217)(3,901)

93,136

93,136

(5) Supplementary Consolidated Financial Statements
1. Detailed Statements of Bonds
Description

Issue Date

As of March
31, 2022

As of March
31, 2023

Interest
rate (%)

Availabilityof collateral(Millions of yen)
Redemption
date

The Company:
March 5,
March 5,
10,00010,000
0.12
none
2020
2025
March 5,
March 5,
2nd issued unsecured bond
15,00015,000
0.27
none
2020
2030
March 5,
March 5,
3rd issued unsecured bond
15,00015,000
0.59
none
2020
2040
Tokyo International Air Terminal Co., Ltd.:
December
April 30,
1st issued subordinated bond
4,034
4,004
1.95
none
6, 20122038
September
April 30,
2nd issued subordinated bond
8,068
8,008
1.95
none
10, 2013
2038
March 28,
April 30,
3rd issued subordinated bond
8,068
8,008
1.95
none
2014
2038
March 31,
April 30,
4th issued subordinated bond
6,000
6,000
6.00
none
2021
2038
April 9,April 30,
5th issued subordinated bond
450
450
6.00
none
2021
2038
Sub-total
66,62066,472Eliminations-11,333-11,333
Total
55,28755,139Note: The redemption schedule for the five years following the consolidated balance sheet date is as follows:
After one year throughAfter two years
After three years
After four years
Within one year
two years
through three years
through four years
through five years
10,000
1st issued unsecured bond

2. Detailed Statements of loans payable and Lease liabilities
Category

As of March
31, 2022
6,800
12,868487
195,294
1,596
217,046-15,182
201,863

As of March
31, 2023
7,700
13,051
467
182,789
1,173
205,181-16,015
189,165

Average interest
rate (%)
1.65
0.63
2.00
-

(Millions of yen)
Repayment Date

Short-term borrowings
Current portion of long-term debt
Current portion of Lease liabilities
Long-term debt (excluding the current portion)
CY2024～CY2078
Lease liabilities (excluding the current portion)
CY2024～CY2027
Sub-total
Eliminations
Total
Note:
1) The average interest rate is the weighted average interest rate on the balance of loans outstanding at the end of the fiscal year.
2) The average interest rate on Lease liabilities is not disclosed because Lease liabilities are recorded in the consolidated balance sheetsat their principal amount before deducting the amount of interest included in the total lease payments.
3) Scheduled principal payments of long-term debt and Lease liabilities (excluding the current portion) after the balance sheet date areas follows:
After one year throughAfter two years
After three years
After four years
two years
through three years
through four years
through five years
Long-term debt
13,915
12,658
12,97913,434
Lease liabilities
427
370
364
11

- 104 -

3. Detailed Statements of Asset Retirement Obligation
The amounts of asset retirement obligation at the beginning and end of this fiscal year are less than one-hundredth of
the amounts of total liabilities and equity at the beginning and end of this fiscal year, respectively. This statement has
been omitted because it is immaterial.

B. Others
Quarterly Financial Information

Net sales
Profit (loss) before income taxes and non-controlling interests
Net profit (loss) attributable to the company
Net profit (loss) per share (in yen)

1st Quarter
19,371-6,415-2,651-28.47(Millions of yen, except for numbers per share)
2nd Quarter
3rd Quarter
4th Quarter
43,61376,027113,050-9,731-10,298-12,383-3,341-2,587-3,901-35.88-27.79-41.89(Accounting period)
Net profit (loss) per share (in yen)

1st Quarter-28.47

2nd Quarter-7.41(Cumulative period)- 105 -

3rd Quarter8.09

4th Quarter-14.102. Non-Consolidated Financial Statements, etc.
A. Non-Consolidated Financial Statements(1) Non-Consolidated Balance Sheets(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

ASSETS
Current assets
Cash and deposits

16,17325,381

Accounts receivable – trade

15,92632,336

Securities

40,00026,500

Merchandise and finished products

3,342

2,661

Stored goods

5

5

444

427

Accounts receivable – other

4,397

7,850

Short-term loans receivable

4,042

5,042

Other current assets

1,340

726

Allowance for doubtful accounts

(31)

(43)

85,642

100,887

Buildings

115,367

105,875

Structures

818

660

5,061

3,922

9

6

Prepaid expenses

Total current assets
Fixed assets
Tangible fixed assets

Machinery and equipment
VehiclesTools, furniture and fixtures

5,497

6,448

Land

12,814

12,817

Lease assets

1,576

1,258

Construction in progress

1,428

8,712

Total tangible fixed assets

142,574

139,702

1,426

1,136

Intangible fixed assets
Software
Software in progress

131

9

Right to use facilities

30

28

1,588

1,175

Investment securities

19,975

18,592

Shares of subsidiaries and affiliates

23,512

23,253

Total intangible fixed assets
Investments and other assets

Investments in other securities of subsidiaries and affiliates

Long-term loans receivable

481

984

8,805

8,763

15

-

Deferred tax assets

11,877

11,077

Lease and guarantee deposits

1,430

1,373

123

149

Long-term prepaid expenses

Prepaid pension costs
Other investments
Total investments and other assets
Total fixed assets
TOTAL ASSETS- 106 -

454

477

66,67564,671

210,838

205,549

296,480

306,436(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

LIABILITIESCurrent liabilities
Accounts payable – trade

1,453

5,134

Short-term loans payable

3,185

3,185

349

349

Accounts payable - other

3,209

7,679

Accrued expenses

6,556

7,391

Income taxes payable

250

1,889

Lease liabilities

Advances received

1,331

1,351

Deposits received

32,14530,716

Provision for employees’ bonuses

245

394

Other current liabilities

1,776

357

Total current liabilities

50,50358,450Bonds payable

40,00040,000Long-term loans payable

55,11051,924

Provision for loss on business of subsidiaries and affiliates

6,382

7,243

Fixed liabilities

Provision for retirement benefits

368

566

Lease liabilities

1,380

1,031

Lease and guarantee deposited

3,190

3,215

Asset retirement obligations

319

324

Other fixed liabilities

109

109

Total fixed liabilities

106,862

104,415TOTAL LIABILITIES

157,365

162,865

38,12638,126

Legal capital surplus

41,947

41,947

Other capital surplus

12,184

12,184

Total capital surplus

54,131

54,131

1,716

1,716

NET ASSETS
Shareholders’ equity
Common stock
Capital surplus

Retained earnings
Legal retained earnings
Other retained earnings
Reserve for equalizing dividend

4,560

4,560

General reserve

59,20059,200Retained earnings brought forward(21,082)(15,773)

44,39449,702(9)(10)

136,643

141,950

2,472

1,620

Total retained earnings
Treasury stock
Total shareholders’ equity
Valuation and translation adjustments
Valuation difference on available-for-sale securities
Total valuation and translation adjustments
TOTAL NET ASSETSTOTAL LIABILITIES AND NET ASSETS- 107 -

2,472

1,620

139,115

143,571

296,480

306,436(2) Non-Consolidated Statements of Income(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Operating revenues
Rent revenue

23,826

25,697

Facility user charges revenue

9,300

19,206

Other revenues

12,138

15,109

Sales of merchandise

7,901

28,200Total operating revenues

53,166

88,212

4,017

16,89749,14971,315

Outsourcing and commission

14,671

19,736

Rent expenses

Cost of sales
Cost of sales of merchandise
Gross profit
Selling, general and administrative expenses
6,126

6,472

Provision for employees’ bonuses

103

375

Expenses for retirement benefits

253

197

21

11

Depreciation expenses

16,783

14,724

Other costs and expenses

16,732

21,890

Provision of allowance for doubtful accounts

Total selling, general, and administrative expenses
Operating profit (loss)

54,692

63,409(5,543)

7,905

1,029

1,342

Non-operating income
Interest income
Dividends income

63

113

Company housing rent

279

213

Contributions in aid of construction

71

222

Miscellaneous income

504

488

1,949

2,379

Interest expenses

614

590

Interest expenses on bonds

Total non-operating income
Non-operating expenses

141

141

Share issuance costs

1-

Fee and commission expenses

73

72

Loss on retirement of fixed assets

26

283

Miscellaneous expenses

34

42

Total non-operating expenses

891

1,128

(4,485)

9,156

Ordinary profit (loss)- 108 -

(Millions of yen)
FY2021(from April 1, 2021
to March 31, 2022)

FY2022(from April 1, 2022
to March 31, 2023)

Extraordinary gains
Gains on sale of investment securities
National subsidies
Total extraordinary gains

321

60

-

58

321

118

-

260

1,228

860

Extraordinary loss
Impairment loss
Provision for loss on business of subsidiaries and affiliates
Loss on valuation of shares of subsidiaries and affiliates

0-

Other extraordinary loss

-

136

1,228

1,257

(5,393)

8,017

Income taxes – current

9

1,515

Income taxes – deferred(1,017)

1,194

Total income taxes(1,008)2,709

Net profit (loss)(4,385)

5,308

Total extraordinary loss
Profit (loss) before income taxes- 109 -

(3) Non-Consolidated Statements of Changes in Shareholders’ Equity
FY2021 (from April 1, 2021 to March 31, 2022)(Millions of yen)
Shareholders’ equity

Balance at the beginning of the current
periodCumulative effect of changein accounting principle
Restated balance at the beginning of thecurrent period
Changes during the current period
Dividend from retained earnings
Net profit (loss)
Purchase of treasury stock

Common stock

Capital surplus

38,12654,131Retainedearnings

Treasury stock

Total
shareholders’equity(8)141,198

48,948(169)

38,12654,131(169)

48,779(8)

141,029(0)(4,385)(0)(4,385)

Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Balance at the beginning of the current
periodCumulative effect of changein accounting principle
Restated balance at the beginning of thecurrent period
Changes during the current period
Dividend from retained earnings
Net profit (loss)
Purchase of treasury stock--(4,385)(0)(4,386)38,12654,131

44,394(9)

136,643

Valuation and translation adjustments
Valuation difference on
Total valuation andavailable-for-sale securities
translation adjustments
1,781
1,781

142,979
(169)

1,781

1,781

142,810(4,385)(0)Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Total net assets

691

691

691

691

691

(3,695)

2,472

2,472

139,115- 110 -

FY2022 (from April 1, 2022 to March 31, 2023)(Millions of yen)
Shareholders’ equity

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss)
Purchase of treasury stock

Common stock

Capital surplus

38,12654,131Retainedearnings

Treasury stock

Total
shareholders’equity(9)136,643

(1)

5,308
(1)

44,394

5,308

Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

Balance at the beginning of the current
periodChanges during the current period
Dividend from retained earnings
Net profit (loss)
Purchase of treasury stock
Changes of items other than shareholders’equity during the current period (net)Total changes during the current period
Balance at the end of the current period

38,12654,131

5,308
49,702(1)(10)

Valuation and translation adjustments
Valuation difference on
Total valuation andavailable-for-sale securities
translation adjustments
2,472
2,472

5,307
141,950

Total net assets
139,115

5,308
(1)
(851)

(851)

(851)

(851)
1,620

(851)
1,620

4,455
143,571- 111 -

Notes on the Non-Consolidated Financial Statements(Notes on the Premise of a Going Concern)
There is nothing to report.

(Significant Accounting Policies)
1. Valuation standards and methods for assets(1) Securitiesa) Held-to-maturity securities are carried at cost.
b) Shares of subsidiaries and affiliates are stated at cost based on the moving average method.
c) Other securitiesi) Other securities other than shares without fair values are stated at fair value based on the market value at the year-end,
with valuation differences included in net assets. The cost of securities sold is determined by the moving averagemethod.
ii) Shares without fair values are stated at cost based on the moving average method.
For investments in limited liability investment partnerships and similar partnerships (deemed as securities under
Article 2, Paragraph 2 of the Financial Instruments and Exchange Act), the most recent financial statements
available according to the financial reporting date stipulated in the partnership agreement are used as the basis forcalculating the net amount equivalent to the Company’s interest.
(2) Derivatives
Derivative financial instruments are stated at fair value.
(3) Inventories
Inventories are principally stated at cost determined by the retail method (the book value of inventories in the balance
sheet is written down when their profitability declines).

2. Depreciation method of depreciable assets(1) Tangible fixed assets (excluding lease assets)
The declining balance method.
(2) Intangible fixed assets (excluding lease assets)
Amortization of intangible fixed assets is calculated by the straight-line method. Software intended for internal use isamortized by the straight-line method over its estimated useful life of 5 years.
(3) Lease assets
The straight-line method is adopted in which the lease term is treated as useful life and the asset is depreciated toresidual value.

3. Accounting policies for allowance and provisions(1) Allowance for doubtful accounts
To prepare for losses from doubtful accounts, estimated uncollectible amounts are recorded, which are computed either
by using the historical default rate for normal receivables or by considering individual collectability for particular
receivables such as highly doubtful accounts.
(2) Provision for employees’ bonuses
To prepare for the payment of bonuses to employees, the estimated amount is recorded as a provision.
(3) Provision for directors’ bonuses
To prepare for the payment of bonuses to directors, the estimated amount is recorded as a provision.
As bonuses to directors for FY2022 are not paid, no provision for bonuses to directors is recorded for FY2022.

- 112 -

(4) Provision for employees’ retirement benefits
To provide for the payment of retirement benefits to employees, the Company accrues an estimated liability based on
the projected benefit obligation and plan assets at the end of the current fiscal year.
a) Allocation method of projected retirement benefits to each period
In calculating the retirement benefit obligation, the benefit formula method is used to allocate the projected retirement
benefits to each period up to the end of the fiscal year.
b) Amortization of actuarial gains and losses and prior service costs
Prior service costs are amortized under the straight-line method over a certain number of years within the averageremaining service years (10 years).
Actuarial gains and losses are amortized, beginning in the year following their occurrence, under the straight-line
method over a certain number of years within the average remaining service years (10 years).
(5) Provision for loss on business of subsidiaries and affiliates
To prepare for business losses of subsidiaries and affiliates, the estimated amount of the Company's share of such losses
is recorded.

4. Recognition of significant revenues and costs
The Company is engaged in three business operations which are the facilities management operations, merchandise sales
operations, and food and beverage operations. The major obligations to be performed and the usual timing at which anentity satisfies such obligations in each of the business operations are as follows.
For transactions in which the Company’s role in providing goods or services to customers falls under the category ofagent, revenue is recognized as the net amount, the amount received from customers less the amount paid to suppliers.
(1) Facilities management
The facilities management operations are mainly engaged in the construction, management, and operation of passenger
terminals and leasing of real estate. Rent revenue consists mainly of office and store rent income, and is recognized by the“Accounting Standard for Lease Transactions” (ASBJ Statement No. 13, March 30, 2007) and relevant revised ASBJ
regulations.
Facility user charges revenues mainly consist of passenger service facility charge (PSFC) revenues. These revenues arecollected from passengers based on their use of passenger service facilities. The Company is obligated to use theserevenues to cover expenses related to facilities for the common use of passengers and to professionally manage and operate
the passenger terminals. Revenue is recognized when the air carrier completes the passenger air transportation services,
indicating that the performance obligation has been fulfilled.
Other revenues consist mainly of parking revenues, paid lounge sales, and advertising revenues. The performanceobligation is satisfied upon completion of the services such as provision of parking services, provision of lounge accessservices, and placement of advertisement. If the performance obligation is satisfied at a point in time, revenue isrecognized at the time the services are provided. If the performance obligation is satisfied over a certain period, revenue isrecognized on a straight-line basis over the period the service is provided.
(2) Merchandise sales
The merchandise sales operations are mainly engaged in the operation of merchandise stores and wholesale.
The performance obligation is satisfied when goods are delivered to customers for domestic flights and international
flights, and revenue is recognized when such goods are delivered.
Other revenues consist mainly of contract sales. The performance obligation is deemed to be satisfied when the goods
are delivered to the customer, and revenue is recognized when the goods are delivered to the customer.
(3) Food and beverage
The food and beverage operations are mainly engaged in the operation of restaurants, and the production and sale of inflight meals.
Restaurant sales consist primarily of contract sales. The Company has determined that its performance obligation issatisfied by providing food and beverage services to customers and recognizes revenue at the time food and beverage
services are provided to customers.

- 113 -

5. Other Basic Important Conditions to Prepare Non-Consolidated Financial Statements
Accounting for Retirement Benefit
The method of accounting for unrecognized actuarial gains and losses and unrecognized prior service cost related toretirement benefits differs from the method of accounting for these items in the consolidated financial statements.

(Significant accounting estimates)
1. Inventory valuation(1) Amount recorded in the consolidated financial statements for the current fiscal year
Loss (gain) on write-down of inventories
FY2021(from April 1, 2021
to March 31, 2022)(1,852)
1,416
(435)

Reversal at the beginning of the period
Amount recorded in the current period
Total(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)(1,416)154(1,262)(2) Information about the nature of significant accounting estimates for identified items
The method of calculating the amount in (1) is the same as that described in "Notes (Significant Accounting Estimates)
Inventory Valuation" in the Consolidated Financial Statements.

2. Valuation of shares of Tokyo International Air Terminal Corporation (shares of affiliated companies)(1) Amount recorded in the financial statements for the current fiscal year
(Millions of yen)Affiliate securities

FY2021(As of March 31, 2022)
13,530

FY2022(As of March 31, 2023)
13,530(2) Information about the nature of significant accounting estimates for identified itemsa) Calculation Method
The stock of Tokyo International Air Terminal Corporation is valued by a real estate appraiser based on the businessplan of the terminal, as well as other factors such as the valuation profit. The resulting figure is then added to the net
assets of the company to determine the actual value of the company.
b) Main Assumptions
The real estate appraiser's business plan for the Tokyo International Air Terminal Corporation is based on theassumption that international air passenger volume will recover. This recovery is estimated based on Haneda-specificmarket trends with reference to airline demand forecasts published by the International Air Transport Association (IATA).
We anticipate that the number of air passengers affected by the new coronavirus will recover to the FY2019 level by theend of FY2023, assuming that the spread of the new coronavirus is contained.
c) Impact on non-consolidated financial statements for the following fiscal year
The number of international air passengers, a key assumption, is subject to a high degree of estimation uncertainty,
which may result in fluctuations in our business performance. In the event that the business plan upon which the estimatesare based cannot be achieved, the real value of the terminal may decline due to a decrease in valuation gains, resulting ina loss on the valuation of shares of affiliated companies.

- 114 -

(Changes in Accounting Policies)
Adoption of Accounting Standards for Fair Value Measurement
The Company has adopted the “Implementation Guidance on Accounting Standard for Fair Value Measurement” (ASBJ
Guidance No. 31, June 17, 2021, hereinafter referred to as the “Implementation Guidance on Accounting Standard for
Fair Value Measurement”) from the beginning of the first quarter of the fiscal year ended March 31, 2023. The Company
has also decided to adopt the new accounting policy stipulated in the Implementation Guidance on Accounting Standard
for Fair Value Measurement by the transitional treatment described in Paragraph 27-2 of the Implementation Guidanceon Accounting Standard for Fair Value Measurement. There is no impact of this change on the non-consolidated financial
statements.

(Notes on Non-Consolidated Balance Sheets)
1. Assets pledged as collateral and corresponding liabilities with collateral
The following are assets pledged as collateral.
FY2021(As of March 31, 2022)
Investment securities (Note 1)
10,772
Shares of subsidiaries and affiliates
15,854Long-term loans receivable
8,510
Total
35,136
Note: Pledged as collateral for borrowings by affiliated companies and investee companies.

(Millions of yen)
FY2022(As of March 31, 2023)
10,837
15,8548,510
35,201

2. Monetary receivables from and monetary payables to subsidiaries and affiliates (excluding those presented separately)

Short-term monetary receivables
Long-term monetary receivables
Short-term monetary payables
Long-term monetary payables

FY2021(As of March 31, 2022)
18,4499,123
34,452
589(Millions of yen)
FY2022(As of March 31, 2023)
33,756
9,081
39,377569

3. Liabilities guaranteed
The Company provides a guarantee (including commitment) to the following group companies for their borrowing fromfinancial institutions.
(1) Debt guarantee(Millions of yen)
FY2021
FY2022(As of March 31, 2022)(As of March 31, 2023)
Airport Transport Service Co., Ltd.
1,800
1,800
Sakura Shokai Co., Ltd.
570
266
Japan Airport Delica Inc.
225
225
Air BIC Inc.
408
408
Japan Duty-Free Fa-So-La Isetan Mitsukoshi Co., Ltd. (Note)
Haneda Future Research Institute Inc.
300
87
Japan Airport Management LLC
5
Total
3,303
2,791
Note: The amount related to the debt guarantee for Japan Duty-Free Fa-So-La Isetan Mitsukoshi Co., Ltd. is shown net of the provision forloss on business of affiliated companies.

- 115 -

(2) Commitment to guarantee

Haneda Future Tokutei Mokuteki Kaisha

FY2021(As of March 31, 2022)
666(Millions of yen)
FY2022(As of March 31, 2023)
666

4. Amount of reduction entry
Due to the receipt of national subsidy, etc., reduction entry of the following amount is deducted from the acquisition costsof tangible fixed assets.

Buildings and structures
Machinery and equipment
OthersTotal

FY2021(As of March 31, 2022)
88
418
507

(Millions of yen)
FY2022(As of March 31, 2023)
88
418
36
543

5. Financial covenants
Some of the loan agreements that the Company has entered into for securing its short-term and long-term borrowings
are subject to financial covenants. The balance amount of the borrowings under these agreements and relevant covenants
are outlined below.
(Millions of yen)
FY2021

FY2022(As of March 31, 2022)(As of March 31, 2023)

Short-term loans payable

2,378

2,378

Long-term loans payable

13,393

11,015

Total

15,771

13,393(Fiscal year ended March 31, 2023)(¥814 million of short-term loans payable and ¥3,258 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, total net assets in the consolidated balance sheet on the last
day of each fiscal year and each second quarter shall not be less than 75% of the year-on-year amount.
(2) On and after the corresponding agreement is entered into, total net assets in the non-consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the year-on-year amount.
(3) On and after the corresponding agreement is entered into, ordinary profit during the fiscal year ended March 31, 2018,
and each subsequent fiscal year shall not be negative on a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during the fiscal year ended March 31, 2018,
and each subsequent fiscal year shall not be negative on a non-consolidated basis for two consecutive fiscal years.
(¥814 million of short-term loans payable and ¥3,257 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, the total net assets on the consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (six months
before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2017, whicheveris larger.
(2) On and after the corresponding agreement is entered into, the total net assets on the non-consolidated balance sheeton the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
non-consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (sixmonths before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2017,
whichever is larger.
(3) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a non-consolidated basis for two consecutive fiscal years.

- 116 -

(¥750 million of short-term loans payable and ¥4,500 million of long-term loans payable)(1) On and after the corresponding agreement is entered into, the total net assets on the consolidated balance sheet on
the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (six months
before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2019, whicheveris larger.
(2) On and after the corresponding agreement is entered into, the total net assets on the non-consolidated balance sheeton the last day of each fiscal year and each second quarter shall not be less than 75% of the total net assets on the
non-consolidated balance sheet on the last day of the fiscal year and second quarter immediately preceding (sixmonths before) the fiscal year and second quarter in question or the last day of the fiscal year ended March 2019,
whichever is larger.
(3) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a consolidated basis for two consecutive fiscal years.
(4) On and after the corresponding agreement is entered into, ordinary profit during each fiscal year shall not be negativeon a non-consolidated basis for two consecutive fiscal years.
For the above short-term loans payable (¥2,378 million in total) and long-term loans payable (¥11,015 million in total),
despite being partially in breach of part of these covenants at the end of the fiscal year ended March 31, 2023, financial
institutions have granted a consent not to exercise the right to accelerate repayment.

(Notes on Non-Consolidated Statements of Income)1. Transactions with subsidiaries and affiliates
FY2021(from April 1, 2021
to March 31, 2022)
Transaction volume from business transactions:Operating revenue
Purchases of goods
Selling, general and administrative expenses
Non-operating transaction volume

17,016
1,248
15,102
1,675(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)
35,461
3,284
21,6252,077

2. The amount of inventory at the fiscal year-end is the amount that reflects the writing-down of the book value due tothe decline in profitability, and the following inventory valuation loss is included in the cost of sales of merchandise.
Figures in parenthesis indicate the reversal of the write-down.
FY2021(from April 1, 2021
to March 31, 2022)(435)- 117 -

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)(1,262)

(Securities)
Shares of subsidiaries and affiliates[For the year ended March 31, 2022](Millions of yen)

Carrying value
Affiliate securities

Estimated fair value
2,015

2,255

difference-239[For the year ended March 31, 2023](Millions of yen)

Carrying value
Affiliate securities

Estimated fair value
2,650

1,995

difference655

Note: Carrying amount of non-marketable equity securities and other securities not included in the above.
(Millions of yen)

FY2021(As of March 31, 2022)
18,478
2,779

Shares of Subsidiaries
Affiliate securities

FY2022(As of March 31, 2023)
18,4782,779(Income Taxes)
Income taxes in Japan applicable to the Company consist of corporation tax, inhabitants’ taxes, and enterprise tax,
which, in the aggregate, resulted in a statutory rate of approximately 31% for the years ended March 31, 2022, and 2023.
1. The significant components of deferred tax assets and liabilities on March 31, 2022, and 2023 were as follows:
FY2021(from April 1, 2021
to March 31, 2022)
Deferred tax assets:
Non-deductible portion of depreciation and amortization
Provision for loss on business of subsidiaries and affiliates
Net operating loss carry forward
Provision for employees’ retirement benefits
Loss on valuation of the subsidiaries and affiliate securities
Impairment losses
Loss on valuation of investment securities
Enterprise tax payable
Property tax payable
Provision for bonuses
Other
Total gross deferred tax assets
Valuation allowance for net operating loss carryforwards
Valuation allowance for deductible temporary difference
Total valuation allowance
Total of deferred tax assets
Deferred tax liabilities:
Unrealized holding gains on securities
Returned assets
Gains on contribution of securities to retirement benefit trust
Other
Total of deferred tax liabilities
Net deferred tax assets/(liabilities)- 118 -

(Millions of yen)
FY2022(from April 1, 2022
to March 31, 2023)

7,947
1,954
2,913
1,204
548
379
247
74
259
75
1,345
16,949-3,252-3,252
13,697

8,418
2,217
1,364
1,264
548
421
277
178
159
120
730
15,702-3,583-3,583
12,119

-1,065
-488
-216
-49
-1,82011,877

-670
-99
-216
-55
-1,041
11,077

2. The reconciliation between the effective tax rates reflected in the non-consolidated statements of income and theeffective statutory tax rate for the year ended March 31, 2022, and 2023 were as follows:
FY2021(from April 1, 2021
to March 31, 2022)

Effective statutory tax rate
(Reconciliation)
Items permanently not deductible for tax purposes
Items permanently not includable in income
Tax Measure to Promote Wage Increases
Valuation allowance
Other
Effective tax rates reflected in the statements of income

The reconciliation wasomitted, because loss
before income taxes wererecorded for the year
ended March 31, 2022.

FY2022(from April 1, 2022
to March 31, 2023)
30.62%
0.48%-0.21%-1.27%
4.13%
0.04%
33.79%(Revenue Recognition)
Information that provides a basis for understanding revenue
The basis for understanding revenues is as described in “4. Recognition of significant revenues and costs” in“ (Significant Accounting Policies).”
The transaction price received by the Company in exchange for the transfer of goods or services includes, in part,variable consideration such as sales with a right of return. Variable consideration is estimated based on the value of thegoods beyond the expiration date of storage in the wholesaler's bonded warehouse and is reviewed periodically basedon the most recent information available. The Company recognizes as revenues and expenses the contractual return
value of goods expected to be returned under the contract, less an amount equal to the cost of sales of merchandise.

(Significant Subsequent Events)
Not applicable- 119 -

(4) Supplementary Non-Consolidated Financial Statements
1. Detailed Statements of Property, Plant and Equipment, etc.
Category

Property,plant andequipment

Type of assets

Beginningbalance

Increase

Decrease

Buildings

115,367

1,598

3Structures

818

-

-

Machinery and equipment
Vehicles

5061
9

8
-

0
-

Tools, furniture and fixtures

5,497

2,681

40

Leased assets

1,576

-

-

Sub-total

128,331

4,287

44

Land
Construction in progress

12,814
1,428

2
7,357

73

Total

142,574

11,647

117

1,426

291

30
131

0
70

1,588

361

SoftwareIntangible
assetsRight to use facilities
Software in progress
Total

Depreciation
andamortization

Endingbalance

11,085
(245)
157
(0)
1,148
3
1,689
(14)
318
14,402(259)
14,402
(259)

1
(1)
192
193
(1)

(Millions of yen)
Accumulated
depreciation
andamortization

105,875

240,267

660

5,275

3,922
6

10,82835

6,448

36,176

1,258

1,065

118,172

293,648

12,817
8,712-

139,702

293,648

579

1,136

-

1
-

28
9

-

581

1,175

-

Note:
1) The “Decrease” includes the amount of advanced depreciation.
2) The figures in square brackets in the “Decrease” and “Depreciation and amortization” represent amounts of impairment loss
included in the figures above.
3) The “Accumulated depreciation and amortization” includes accumulated impairment losses.
4) Major items in the “Increase” are as follows.
(Millions of yen)
Buildings
Haneda Airport, Terminal 2: Specific ceiling repair work360
Tools, furniture and fixtures
Haneda Airport, Terminal 2: ITV equipment camera expansion
577
Construction in progress
Haneda Airport, Terminal 2: Satellite - main building connection construction
7,063

2. Detailed Statements of Reserves
Items
Allowance for doubtful
accounts
Provision for bonuses
Provision for loss on
business of subsidiaries
and affiliates

Beginning balance

Increase(Millions of yen)Ending balance

Decrease

31

11

-

43

245

394

245

394

6,382

860

-

7,243

- 120 -

B. Primary assets and liabilities
As the consolidated financial statements are prepared, this information is omitted here.

C. Others

There are no special items to report.

- 121 -

Item 6. Stock-Related Administration for the Company
Fiscal year
Ordinary General Meeting of Shareholders
Record date
Record date of dividends
Number of shares constituting one unit
Purchase and sales of shares less than one unit
Handling officeTransfer agent
Forward office
Purchase and sales fee
Method of public noticeSpecial benefit for shareholders

From April 1 to March 31
June
March 31
Interim dividends: September 30
Year-end dividends: March 31
100 shares(Special account)
3-3, Marunouchi 1-chome, Chiyoda-ku, Tokyo Mizuho Trust & Banking Co.
Securities Agent Department, Head Office(Special account)
3-3, Marunouchi 1-chome, Chiyoda-ku, Tokyo Mizuho Trust & Banking Co.
Free of charge
The method of public notice by the Company shall be electronic public notice,provided, however, that if, the use of the electronic public notice becomes
impossible, due to an accident or any other unavoidable reason, the public
notices of the Company shall be made by publication in The Nihon Keizai
Shimbun published in Tokyo.
We distribute "Shareholder Coupons" and "Shareholder Discount Coupons"
once a year to shareholders who own one unit (100 shares) or more and arelisted or recorded in the shareholder registry as of March 31 of each year.
In addition, as a long-term special benefit plan, "VJA Gift Cards" will be
distributed once a year to shareholders who are listed or recorded asshareholders of one unit (100 shares) or more in the Company's shareholder
registry as of March 31 every year and who have held the Company's sharesfor more than three years.
1) Shareholder Coupons
Each ticket can be used as a 1,000 yen voucher at our designated stores at
Haneda Airport, Narita Airport, Kansai Airport, and Chubu Airport.
1 unit (100 shares) or more
but less than 10 units (1,000 shares)
10 units (1,000 shares) or more
but less than 100 units (10,000 shares)
100 units (10,000 shares) or more

1 coupon (1,000 yen)
2 coupons (2,000 yen)
3 coupons (3,000 yen)

2) Shareholder Discount Coupons
Shareholders holding one unit (100 shares) or more will receive five
"Shareholder Discount Coupons (10% discount)" that can be used at ourdesignated duty-free stores at Haneda Airport, Narita Airport, and Chubu
Airport.
3) Presentation of VJA gift cards
1 unit (100 shares) or more
but less than 10 units (1,000 shares)
10 units (1,000 shares) or more
but less than 100 units (10,000 shares)
100 units (10,000 shares) or more

1 gift card (1,000 yen)
2 gift cards (2,000 yen)
3 gift cards (3,000 yen)

Note: Pursuant to the Company's Articles of Incorporation, shareholders holding shares of less than one unit do not have any rights
other than the rights listed in each item of Article 189, Paragraph 2 of the Companies Act, the right to make a request under
Article 166, Paragraph 1 of the Companies Act, the right to receive allotment of offered shares and offered stock acquisitionrights in proportion to the number of shares held by shareholders, and the right to request sale of shares less than one unit.

- 122 -

Item 7. Reference Information on the Company
1. Information on the Parent Company
Not applicable.

2. Other Reference Information
The Company filed the following documents during the period from the commencing date of the fiscal year ended
March 31, 2023 to the filing date of Annual Securities Report.
(1) Annual Securities Report and Documents Attached, and Confirmation Letter
Business Term (78th) From April 1, 2021 to March 31,2022
Filed with Director-General of the Kanto Local Finance Bureau on June 24, 2022
(2) Internal Control Report and Documents Attached
Filed with Director-General of the Kanto Local Finance Bureau on June 24, 2022
(3) Quarterly Report and Confirmation Letter
Business Term (79th 1st Quarter) From April 1, 2022 to June 30,2022
Filed with Director-General of the Kanto Local Finance Bureau on August 12, 2022
Business Term (79th 2nd Quarter) From July 1, 2022 to September 30,2022
Filed with Director-General of the Kanto Local Finance Bureau on November 11, 2022
Business Term (79th 3rd Quarter) From October 1, 2022 to December 31,2022
Filed with Director-General of the Kanto Local Finance Bureau on February 10, 2023
(4) Extraordinary Report
Filed with Director-General of the Kanto Local Finance Bureau on June 28, 2022
Pursuant to Article 24-5, Paragraph 4 of the Financial Instruments and Exchange Act and Article 19, Paragraph 2,
Item 9-2 of the Cabinet Office Order on Disclosure of Corporate Affairs, etc. (results of exercise of voting rights at
the General Meeting of Shareholders).
(5) Shelf Registration Statement (share certificates, bond certificates, etc.) and Documents Attached
Filed with Director-General of the Kanto Local Finance Bureau on March 30, 2023
(6) Amended Shelf Registration Statement
Filed with Director-General of the Kanto Local Finance Bureau on May 11, 2023

Part II. Information on Guarantors, etc., for the Company
Not applicable.

- 123 -

[English Translation of the Independent Auditor’s Report Originally Issued in the Japanese Language]
Independent Auditor’s Report on the Financial Statements and Internal Control Over Financial Reporting
June 28, 2023

To The Board of Directors of Japan Airport Terminal Co., Ltd.:EY Ernst & Young ShinNihon LLC

Tokyo OfficeHirohisa Fukuda
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
Tokuro Onohara
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
Report on the Audit of the Consolidated Financial Statements
OpinionWe have audited the accompanying consolidated financial statements of Japan Airport Terminal Co., Ltd. (“theCompany”) and its consolidated subsidiaries (collectively referred to as “the Group") provided in the “Financial
Information” section in the Company’s Annual Securities Report (“Yukashoken Hokokusho”), which comprise theconsolidated balance sheet as of March 31, 2023, the consolidated statement of income, the consolidated statement ofcomprehensive income, the consolidated statement of changes in shareholders’ equity, the consolidated statement ofcash flows for the fiscal year then ended, notes on the consolidated financial statements, and supplementary
consolidated financial statements, in accordance with Article 193-2, Paragraph 1 of the Financial Instruments andExchange Act of Japan.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, theconsolidated financial position of the Group as of March 31, 2023, and its consolidated financial performance and its
consolidated cash flows for the fiscal year then ended in accordance with accounting principles generally accepted inJapan.
Basis for Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities underthose standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are
relevant to our audit of the consolidated financial statements in Japan, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our opinion.

Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of theconsolidated financial statements of the current period. These matters were addressed in the context of the audit of theconsolidated financial statements as a whole, and in forming the auditor’s opinion thereon, and we do not provide aseparate opinion on these matters.
(Inventory Valuation)
Description of Key Audit Matter
The Group recognized 4,283 million yen of merchandise andfinished goods on the consolidated balance sheets. This amountis net of an inventory write-down of 154 million yen. The
amount of the inventory write-down is calculated bymultiplying the value of goods in stock by the write-down
ratio.
The company and some of its consolidated subsidiaries
operate airport duty-free stores and urban duty-free stores.
International airline passenger volume has been recovering
rapidly following the significant easing of entry restrictions
since October 2022. This has led to a steady recovery in dutyfree sales, resulting in a decrease in backlogs of goods.
As outlined in the Notes (Significant Accounting Estimates),backlogged goods are identified based on items that haveexceeded their storage period in bonded warehouses.
Furthermore, for goods with an expiration date, inventory inexcess of the estimated sales quantity is also identified as
backlog based on the estimated sales quantity for the next
consolidated fiscal year. The estimated sales volume iscalculated by multiplying the annual sales volume for thecurrent fiscal year by the percentage increase or decrease in thenumber of international air passengers for the following fiscal
year.
The key assumption for the valuation of inventories is therate of increase or decrease in the number of international air
passengers in the next consolidated fiscal year. This is the basis
for calculating the estimated sales volume of goods with
expiration dates. The rate of increase or decrease in the numberof international air passengers is estimated based on the IATA
(International Air Transport Association) air demand forecast
and in consideration of market trends in Japan. The write-down
ratio used in the calculation of inventory write-downs is
calculated in such a way that the full amount of inventory
write-downs is recorded for items scheduled for disposal. For
other items, the write-down ratio is calculated mainly based on
the contractual return value or actual sales for the past threequarters.
The percentage change in the number of international air
passengers in the next consolidated fiscal year is determined bymanagement's judgment, taking into account a rapid recovery
trend in the number of international air passengers and an
estimated sales volume based on IATA's aviation demand
forecast. However, this estimation is subject to uncertainty.
Consequently, we have identified the valuation of inventories
as a key audit matter.

Auditor’s Response
In considering the inventory write-down, we conducted thefollowing audit procedures:
・To assess the comprehensiveness of the inventory in arrears,
we analyzed whether the inventory in arrears is identified
based on items that have exceeded the storage period inbonded warehouses. Additionally, for items with a use-bydate, the inventory in excess of the estimated sales quantity
in the next fiscal year is identified as inventory in arrears
based on the estimated sales quantity in the next fiscal year.
・To evaluate the key assumption, the rate of change ininternational air passenger volume, we considered that the
projected recovery in international air passenger volume wasdeveloped on the basis of IATA's air passenger volume
recovery projections.
・We conducted a review of the underlying assumptions usedin estimating the number of international airline passengers.
These assumptions were based on IATA's aviation demand
forecasts and market trends in Japan. Our objective was toensure that these assumptions remain valid in light of thecurrent environment surrounding the airline business.
・To ensure that the write-down ratio was properly applied, we
conducted a thorough review of the full amount of items to
be disposed of as inventory write-downs. We also confirmedthat the agreed-upon return values were consistent for itemswith contractually fixed return values and calculated thewrite-down ratio based on actual sales value data for the past
three quarters. The company recalculated the write-down
ratio for those items for which the write-down ratio had beenrecalculated based on the actual sales value data for the past
three quarters.
・In order to assess the efficacy of the valuation loss ratio
calculation methodology, we analyzed the discrepancy
between the valuation loss ratio applied to inventory
valuation at the end of the previous fiscal year and the actual
valuation loss ratio based on sales value data for the current
fiscal year.

Other Information
The other information comprises the information included in the Annual Securities Report, but does not include theconsolidated financial statements, the financial statements, and our auditor’s reports thereon. Management is
responsible for the preparation and presentation of the other information. The Audit & Supervisory Committee areresponsible for overseeing the directors’ performance of their duties with regard to the design, implementation andmaintenance of the reporting process for the other information.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and the Audit & Supervisory Committee for the Consolidated Financial
Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements inaccordance with accounting principles generally accepted in Japan, and for such internal control as management
determines is necessary to enable the preparation of the consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing whether it is appropriate
to prepare the consolidated financial statements with the assumption of a going concern, and in accordance withaccounting principles generally accepted in Japan, for disclosing, as necessary, matters related to going concern.
The Audit & Supervisory Committee is responsible for overseeing the Directors’ performance of their duties withregard to the design, implementation and maintenance of the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our responsibilities are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that expresses ouropinion on the consolidated financial statements based on our audit from an independent point of view. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the decisions of users of these consolidated financial statements.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment and maintainprofessional skepticism throughout the audit process to perform the following:・Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform audit
procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of the auditor.
Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
・When auditing the consolidated financial statements, obtain an understanding of internal control relevant to the audit
in order to design audit procedures that are appropriate in the circumstances in making risk assessments, but not forthe purpose of expressing an opinion on the effectiveness of the Group’s internal control.
・Evaluate the appropriateness of accounting policies used by management and their method of application, as well as
the reasonableness of accounting estimates made by management and related notes thereto.
・Conclude on the appropriateness of preparing the consolidated financial statements with the assumption of a going
concern by management, and based on the audit evidence obtained, whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If weconclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the notes to theconsolidated financial statements or, if the notes to the consolidated financial statements on material uncertainty are
inadequate, to express a modified opinion on the consolidated financial statements. Our conclusions are based on theaudit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause theGroup to cease to continue as a going concern.
・Evaluate whether the presentation of the consolidated financial statements and notes to the consolidated financial
statements are in accordance with accounting principles generally accepted in Japan, as well as evaluate thepresentation, structure, and content of the consolidated financial statements, including the related notes thereto, andwhether the consolidated financial statements fairly present the underlying transactions and accounting events.
・Obtain sufficient appropriate audit evidence regarding the financial information of the Company and its consolidated
subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction,
supervision and performance of the audit of the consolidated financial statements. We remain solely responsible forour opinion.

We report to the Audit & Supervisory Committee regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit process, and other matters required by auditing standards.
We also provide the Audit & Supervisory Committee with a statement that we have complied with relevant ethicalrequirements in Japan regarding independence, and to communicate with them all relationships and other matters that
may reasonably be deemed to bear on our independence, and where applicable, related safeguards in order to eliminate
or reduce obstruction factors.
From the matters communicated with the Audit & Supervisory Committee, we determine those matters that were ofmost significance in the audit of the consolidated financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated inour report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.

Report on the Audit of the Internal Control Report
OpinionWe also have audited the accompanying internal control report of the Company as of March 31, 2023, in accordancewith Article 193-2, Paragraph 2 of the Financial Instruments and Exchange Act of Japan.
In our opinion, the accompanying internal control report, which states that the internal control over financial
reporting was effective as of March 31, 2023, presents fairly, in all material respects, the results of the assessments ofinternal control over financial reporting in accordance with assessment standards for internal control over financial
reporting generally accepted in Japan.
Basis for Opinion
We conducted our audit of the internal control report in accordance with auditing standards for internal control overfinancial reporting generally accepted in Japan. Our responsibilities under those standards are further described in the
Auditor’s Responsibilities for the Audit of the Internal Control Report section of our report. We are independent of theGroup in accordance with the ethical requirements that are relevant to our audit of the internal control report in Japan,
and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Responsibilities of Management and the Audit & Supervisory Committee for the Internal Control ReportManagement is responsible for the design and operation of internal control over financial reporting and the
preparation and fair presentation of the internal control report in accordance with assessment standards for internal
control over financial reporting generally accepted in Japan.
The Audit & Supervisory Committee is responsible for overseeing and examining the design and operation of internal
control over financial reporting.
Internal control over financial reporting may not completely prevent or detect financial statement misstatements.
Auditor’s Responsibilities for the Audit of the Internal Control Report
Our responsibilities are to obtain reasonable assurance about whether the internal control report is free from material
misstatement based on our audit of the internal control report and to issue an auditor’s report that expresses our opinion
on the internal control report based on our audit from an independent point of view.
In accordance with internal control auditing standards generally accepted in Japan, we exercise professional judgment
and maintain professional skepticism throughout the audit process to perform the following:・Perform procedures to obtain audit evidence about the results of the assessments of internal control over financial
reporting in the internal control report. The procedures for the audit of the internal control report are selected andperformed, depending on the auditor’s judgment, based on significance of effect on the reliability of financial
reporting.
・Evaluate the overall presentation of the internal control report, including the appropriateness of the scope, procedures
and results of the assessments that management presents.
・Obtain sufficient appropriate audit evidence about the results of the assessments of internal control over financial
reporting in the internal control report. We are responsible for the direction, supervision and performance of the auditof the internal control report. We remain solely responsible for our audit opinion.

We report to the Audit & Supervisory Committee regarding, among other matters, the planned scope and timing of
our audit of the internal control report, the results thereof, material weaknesses in internal control identified during our
audit of internal control report, and those that were remediated, and other matters required by internal control auditing
standards.
We also provide the Audit & Supervisory Committee with a statement that we have complied with relevant ethicalrequirements in Japan regarding independence, and to communicate with them all relationships and other matters that
may reasonably be deemed to bear on our independence, and where applicable, related safeguards in order to eliminate
or reduce obstruction factors.
Interest required to be disclosed by the Certified Public Accountants Act of Japan
Our firm and its designated engagement partners do not have any interest in the Company and its subsidiaries which
are required to be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

Notes to the Reader of Independent Auditor’s Report:
This is an English translation of the Independent Auditor’s Report as required by the Financial Instruments andExchange Act of Japan for the conveniences of the reader.

[English Translation of the Independent Auditor’s Report Originally Issued in the Japanese Language]
Independent Auditor’s Report on the Financial Statements
June 28, 2023

To The Board of Directors of Japan Airport Terminal Co., Ltd.:EY Ernst & Young ShinNihon LLC

Tokyo OfficeHirohisa Fukuda
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
Tokuro Onohara
Designated Limited Liability Partner
Engagement Partner
Certified Public Accountant
OpinionWe have audited the non-consolidated financial statements of Japan Airport Terminal Co., Ltd. (“the Company”)
provided in the “Financial Information” section in the Company’s Annual Securities Report (“Yukashoken
Hokokusho”), which comprise the non-consolidated balance sheet, the non-consolidated statement of income, the nonconsolidated statement of changes in shareholders’ equity, notes on the non-consolidated financial statements, and the
supplementary non-consolidated financial statements of the Company as of March 31, 2023 and for the 79th fiscal year
from April 1, 2022 to March 31, 2023, in accordance with Article 193-2, Paragraph 1 of the Financial Instruments andExchange Act of Japan.
In our opinion, the non-consolidated financial statements referred to above present fairly, in all material respects, thefinancial position of the Company as of March 31, 2023, and its financial performance for the fiscal year then ended inaccordance with accounting principles generally accepted in Japan.
Basis for Opinion
We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities underthose standards are further described in the Auditor’s Responsibilities for the Audit of the Non-Consolidated Financial
Statements section of our report. We are independent of the Company in accordance with the ethical requirements thatare relevant to our audit of the non-consolidated financial statements in Japan, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
non-consolidated financial statements of the current period. These matters were addressed in the context of the audit of
the non-consolidated financial statements as a whole, and in forming the auditor’s opinion thereon, and we do notprovide a separate opinion on these matters.
(Inventory Valuation)
This information is omitted because it is identical to the key audit matters (Inventory Valuation) included in theauditor’s report on the consolidated financial statements.
Other Information
The other information comprises the information included in the Annual Securities Report, but does not include theconsolidated financial statements, the financial statements and our auditor’s report thereon. Management is responsible
for the preparation and presentation of the other information. The Audit & Supervisory Committee is responsible foroverseeing the directors’ performance of their duties with regard to the design, implementation and maintenance of thereporting process for the other information.
Our opinion on the financial statements does not cover the other information and we do not express any form ofassurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and the Audit & Supervisory Committee for the Non-Consolidated Financial
Statements
Management is responsible for the preparation and fair presentation of the non-consolidated financial statements inaccordance with accounting principles generally accepted in Japan, and for such internal control as management
determines is necessary to enable the preparation of the non-consolidated financial statements that are free frommaterial misstatement, whether due to fraud or error.
In preparing the non-consolidated financial statements, management is responsible for assessing whether it isappropriate to prepare the non-consolidated financial statements with the assumption of a going concern, and inaccordance with accounting principles generally accepted in Japan, for disclosing, as necessary, matters related to going
concern.
The Audit & Supervisory Committee is responsible for overseeing the Directors’ performance of their duties
including the design, implementation and maintenance of the Company's financial reporting process.
Auditor’s Responsibilities for the Audit of the Non-Consolidated Financial Statements
Our responsibilities are to obtain reasonable assurance about whether the non-consolidated financial statements as awhole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that expresses
our opinion on the non-consolidated financial statements based on our audit from an independent point of view.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the decisions of users of these non-consolidated financial statements.
In accordance with auditing standards generally accepted in Japan, we exercise professional judgment and maintainprofessional skepticism throughout the audit process to perform the following:・Identify and assess the risks of material misstatement, whether due to fraud or error, and design and perform audit
procedures responsive to those risks. Selecting audit procedures to be applied is at the discretion of the auditor.
Obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
・When auditing the non-consolidated financial statements, obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances in making risk assessments, but notfor the purpose of expressing an opinion on the effectiveness of the entity’s internal control.
・Evaluate the appropriateness of accounting policies used by management and their method of application, as well as
the reasonableness of accounting estimates made by management and related notes thereto.
・Conclude on the appropriateness of preparing the non-consolidated financial statements with the assumption of agoing concern by management, and based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the non-consolidated financial statements or, if such disclosures are inadequate, to modify
our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company to cease to continue as a going concern.
・Evaluate whether the presentation of the non-consolidated financial statements and notes to the non-consolidated
financial statements are in accordance with accounting principles generally accepted in Japan, as well as evaluate thepresentation, structure, and content of the non-consolidated financial statements, including the related notes thereto,
and whether the non-consolidated financial statements fairly present the underlying transactions and accounting
events.
We report to the Audit & Supervisory Committee regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit process, and other matters required by auditing standards.
We also provide the Audit & Supervisory Committee with a statement that we have complied with relevant ethicalrequirements in Japan regarding independence, and to communicate with them all relationships and other matters that
may reasonably be deemed to bear on our independence, and where applicable, related safeguards in order to eliminate
or reduce obstruction factors.
From the matters communicated with the Audit & Supervisory Committee, we determine those matters that were ofmost significance in the audit of the non-consolidated financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated inour report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Interest required to be disclosed by the Certified Public Accountants Act of Japan
Our firm and its designated engagement partners do not have any interest in the Company which is required to bedisclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

Notes to the Reader of Independent Auditor’s Report:
This is an English translation of the Independent Auditor’s Report as required by the Financial Instruments andExchange Act of Japan for the conveniences of the reader.

Cover【Document title】

Internal Control Report【Clause of stipulation】

Article 24-4-4, Paragraph 1 of the Financial Instruments andExchange Act of Japan【Place of filing】

Director-General of the Kanto Local Finance Bureau【Filing date】

June 28, 2023

【Company name】

Nihon Kuko Building KK.

【Company name in English】

Japan Airport Terminal Co., Ltd.

【Title and name of representative】

Nobuaki Yokota, President and COO【Title and name of chief financial officer】

Kazuhito Tanaka, Executive Vice President【Address of registered head office】

3-3-2, Hanedakuko, Ohta-ku, Tokyo, Japan【Place for public inspection】

Tokyo Stock Exchange, Inc.
(2-1, Nihombashi Kabutocho, Chuo-ku, Tokyo, Japan)

1. Matters relating to the basic framework for internal control over financial reporting
Nobuaki Yokota, President and COO, and Kazuhito Tanaka, Executive Vice President (Chief Financial Officer), areresponsible for establishing and maintaining internal control over financial reporting of the Japan Airport Terminal Co.,
Ltd. (“the Company”), its consolidated subsidiaries and equity-method affiliates (collectively referred to as “theGroup") and have established and maintained internal control over financial reporting in accordance with the basic
framework for internal control set forth in the “On the Revision of the Standards and Practice Standards forManagement Assessment and Audit concerning Internal Control Over Financial Reporting (Council Opinions)”
published by the Business Accounting Council.
The internal control over financial reporting is designed to achieve its objectives to the extent reasonable through theeffective function and combination of its basic elements. Therefore, there is a possibility that internal control overfinancial reporting may not completely prevent or detect misstatements.

2. Matters relating to the scope of assessment, the base date of assessment and the assessment procedures
The “Company” assessed the effectiveness of our internal control over financial reporting on the base date as ofMarch 31, 2023 and made this assessment in accordance with assessment standards for internal control over financial
reporting generally accepted in Japan.
In making this assessment, the Company evaluated internal control which may have a material effect on the entire
financial reporting on a consolidated basis (“company-level controls”) and based on the result of this assessment, theCompany appropriately selected business processes to be evaluated. In making these business processes assessment, theCompany analyzed these selected business processes, identified key controls that may have a material impact on thereliability of internal control over financial reporting and assessed the design and operation of these key controls.
The Company determined the required assessment scope of internal controls over financial reporting for the Group
from the perspective of the materiality that may affect the reliability of its financial reporting. The materiality that may
affect the reliability of its financial reporting is determined taking into account the materiality of quantitative andqualitative impacts. The Company has determined the assessment scope of internal controls over business processes
after considering the results of the company-level controls conducted for the Group (the Company, 10 consolidated
subsidiaries, and 3 equity-method affiliates). The Company did not include 9 consolidated subsidiaries which do nothave any quantitatively or qualitatively material impact on the consolidated financial statements in the assessment scopeof company-level controls.
With regard to the scope of assessment of internal control over business processes, the Company accumulated
business units in descending order of net sales (after eliminating intercompany transactions) for the previous fiscal year,
and those business units whose combined net sales amount to approximately two-thirds of net sales on a consolidated
basis were selected as significant business units. At the selected significant business units, the Company included, in theassessment scope, those business processes leading to net sales, accounts receivables and inventories as accounts
closely relating to business objectives of the Company. Further, not only at selected significant business units, but also
at other business units, the Company added to the assessment scope, those business processes having greater materiality
considering their impact on the financial reporting, those business processes relating to greater likelihood of material
misstatements in significant accounts involving estimates or forecasts as these significant accounts that may have amaterial impact on its business objectives; or those business processes relating to businesses or operations dealing withhigh-risk transactions.

3. Matters relating to the results of the assessment
As a result of the assessment above, the Company concluded that internal control over financial reporting of theCompany was effective as of March 31, 2023.

4. Additional notes
Not applicable.

5. Special notes
Not applicable.