Explanation of some indicators

Financial capital• Debt to equity ratio (D/E ratio) = Interest-bearing debt/
Shareholder’s equity

Human capital• Professional Career Partner (PCP): A professional who supports the
career formation of technical employees from a long-term
perspective• Career Partner (CP): An in-house certified career counselor that
supports technical employees’ job assignment at their workplace
and also helps their career formation

2022 UT Group Integrated ReportP29-30 UT Group’s value creation process

Intellectual capital• Career development expenses: The total expenses of the Career
Development Division, which performs institutional design andeducational content development related to career formation
supportNatural capital• Energy consumption: Annual electricity usage of the UT Group’s
Gotanda headquarters• Gasoline consumption: Annual gasoline consumption for company
vehicles managed by UT Group Co., Ltd.

Operating performance• Work-creating value: UT Group’s unique benchmark for providing
work opportunities to many people and supporting their growth:
Operating income + total personnel expenses

Career formation support• Users of career path: Annual users of the One UT, Next UT, UT Entry,
and job transfer from technical employees to general employees

Greenhouse gas emissions

Calculation is based on the Green Value Chain Platformby the Ministry of the Environment and the Ministry of
Economy, Trade and Industry (METI)• Scope 1: Direct emissions of greenhouse gases from burning fuel atbusiness sites• Scope 2: Carbon dioxide emissions from electricity use in offices• Scope 3: Major indirect emissions excluding the above (use ofcompany vehicles for business)

About the Integrated Report 2022
In FY3/2022, when demand for human resources rapidly recoveredfrom the COVID-19 pandemic period, UT Group focused on expanding
its market share, creating better workplaces and strengthening hiring
activities. These efforts resulted in welcoming many new associates
and creating workplaces for more than 30,000 technical employees inJapan.
Amid changes in the macroeconomic environment that cause great
anxiety for working men and women, UT Group has stuck to the basic
management philosophy it has had since its founding: supporting thestable employment and growth of dispatched workers. We havethereby successfully “created vigorous workplaces empowering people."In this Integrated Report 2022, we devised ways to convey in a moreeasily understood manner how we support the stable employment ofworkers and their growth, by clarifying it within our unique value chain.
This is the second year that we produce an integrated report. We hopethat the integrated report will be one of the meaningful tools forconstructive dialogue with stakeholders and ultimately for increasing
our corporate value.
Further information is also available on the Sustainability Part of our
website.
https://www.ut-g.co.jp/sustainability/● Editorial Policy:
This Integrated Report is positioned as a communication tool for
conducting constructive dialogues with shareholders, investors, andother stakeholders and we hope they understand our value creation
process as we provide financial and non-financial information
concerning UT Group’s mission, management strategies and businessmodel for medium- to long-term corporate value enhancement, andoperating performance among others.
● Reporting Organization:
UT Group Co., Ltd. and its consolidated subsidiaries● Reporting period:
FY3/2022 (April 2021-March 2022)* including some activities since April 2022
● Reference Guidelines:
The International Framework of the International Integration Reporting
Council (IIRC) / The “Guidance for Integrated Corporate Disclosure andCompany-Investor Dialogues for Collaborative Value Creation” of the
Ministry of Economy, Trade and Industry of Japan / GRI Standards,
Global Reporting Initiative● Forward-looking statements:
The information contained in this report contains forward-looking
statements. They are based on the Company’s judgment at the time ofthis report, and include factors such as risks and uncertainties. Actual
results and results may differ from those stated in this report.

2022

UT Group
Integrated Report

CONTENTS
02 The Essence of UT Group
07 Top message
13

Changes of the worker dispatch market andprogress of UT Group15

The worker dispatch market up to now and in the
future17

Progress of UT Group which continues to pursue
value enhancement for workers

19

Fourth Medium-term Business Plan

21

Aiming to further increase the value of workers

23 Challenges that must be addressed to growtogether with workers

O u r Va l u e s

We stand by people andstay face to face with them

25 Toward the realization of sustainability management

We contribute to the growth of clients through

29 Value creation process

the growth of our associates.

Chapter 01 Business strategy
33 Business operation centered on three segments
37 Business segment changes in line with the Fourth
Medium-term Business Plan
38 Manufacturing Business39 Area Business
40 Solution Business41

Engineering BusinessOur business is only possible when our associates
receive high expectations
and are highly valued.
Through those associates, we contribute to ourclients’ business and society.
While our services are invisible and intangible,
UT Group works for clients and42 Overseas Businessfor society through the action taken by each of

43 Expanding and enhancing business areas mainly
through M&A

UT Group’s associates.

Chapter 02 Enhancement of the business baseand growth strategies

With that in mind, each of us will continue to act

47 UT Group’s unique value chain
49 Creating a vigorous workplace
51

Vigorously work with skills attained

53 Efforts to strengthen the value creation baseautonomously and strive forself-improvement on the basis of our Four Values.
In the One-to-One Spirit, each of us stands byeach other and stays face to facewith each job, task, and desire.

57 Voices from UT associates

Chapter 03 Financial and non-financial highlights
63 Financial strategy and capital policy
65 10-year data
67 Consolidated financial statements

Chapter 04 Corporate governance75

Policy on corporate governance

77 Composition of the Board of Directors
79 Outside Directors roundtable discussion
81

Toward a governance system to increase corporatevalue

85 UT Group’s IR activities
87 Audit & Supervisory Committee Members
89 UT Group basic policies
91

Corporate profile

VALUESVISION
Our Vision

Becoming the company witha future workstyle platform
Provide "Reassurance, Bonding and Growth”
for each and every associate in a work environmentthat is susceptible to changes in the market.
And then, our responsiveness to changes is being
provided for client companies.
UT Group declares its dedication to becoming
a “company with a future workstyle platform” that cancontinuously create and support vigorous workers,
in accordance to changes in the workplace.
While responding to changes in lifestyles and workstyles,
our aim is to realize a society in which workers equally
have career development opportunities and are correctly treated.

Respond to everyone's "desire to work"
We offer diverse workplaces, workstyles,

and the possibility to improve skills to all motivated people for work.

Empower non-Japanese workers, too
We provide the necessary support for non-Japanese who live and work with us in Japan to empower them,
toward which end we provide workplaces and assist their continuous career development.

Provide reassurance to workers at any time
In addition to ensuring appropriate legal compliance in the workplace,

we try to help raise the quality of working by providing support even during
non-working hours.

Note: “Associate” is a term UT Group has decided to use to describe its employees.

Our Mission

Create vigorous workplaces
empowering workers
We, UT Group, have grown since our foundation witha focus on realizing our workers’ personal growth andreassurance in their lives.
The power of working really brings us a variety of
empowerment.
The power of working brings us reassurance in life.
The power of working brings us bonding in society.
And the power of working sometimes helps us realize ourpotential, which we could not have imagined ourselves.
It gives us the joy of living up to dreams and aspirations
that had been given up or forgotten.
We offer opportunities for skill development and careerformation to people who are willing to work. We alsobuild a “good place to work” with our clients, andcontinually increase the number of people who are awareof their potential and who live their lives seriously.
We believe that increasing the number of suchindividuals and increasing the overall sum of individuals’
empowerment end up helping our clients’ businesses togrow and ultimately contributing to society.

MISSION

TOP MESSAGE
Yoichi Wakayama
President, Representative Director and CEO
UT Group Co., Ltd.

We are reorganizing UT Group andimproving operations with an eye on
realizing the Fourth Medium-term
Business Plan.
We intend to enter a phase of new
business creation chosen by workers.

We are aggressively hiring workers and assigning them to clients’
workplaces, and thereby responding to the rapidly-recovering
demand for workers in the manufacturing industry field.
I would like to thank all our shareholders andstakeholders for their continued support.
More than two years have passed since thespread of COVID-19 began, and I can feel firsthandthat manufacturing companies—the UT Group’s
main business partners—are regaining vitality.
While the macro outlook remains uncertain
due to factors such as rising raw material prices
driven by the impact of the invasion of Ukraine andother factors, as well as supply constraints causedby supply chain disruptions, demand for workers
in the manufacturing industry remains tight, and,particularly in the automotive and semiconductor
and electronic component sectors, demand is
expected to be firm at high levels.
Looking at the environment surrounding theUT Group, in the automobile-related sector, major
automakers had to make production adjustments
due to a shortage of parts caused by lockdowns
in ASEAN countries and a global shortage ofsemiconductors. Nevertheless, demand for newcars has remained strong, and we are assuming
their production will normalize and expecting
continuing solid demand for workers.
In the field of semiconductors and electronic
components, demand for workers also continues
to be strong as semiconductor manufacturing
equipment (SME) manufacturers and semiconductor
manufacturers are rapidly increasing theirproduction capacity against the backdrop of a
global shortage of semiconductors.
Responding to this rapidly recovering
demand for workers, we continued to actively hire
employees throughout FY3/2022. This resulted
in achieving a record high of 31,636 technicalemployees in Japan at the end of FY3/2022. We
also aggressively made acquisitions of leading
dispatch companies in certain geographic areas
even amid the COVID-19 pandemic. These efforts
contributed to achieving the highest consolidated
net sales to date, ¥156.7 billion, an increase of
36.2% year-on-year.

Quarterly Changes in Net Sales and Number of Technical Employees(Persons, million yen)

FY3/2018

FY3/2019

FY3/2020

FY3/2021

FY3/2022• No. of technicalemployees: +3,081• Net sales: Up 42%(from the end of theprevious FY)• No. of technicalemployees: +2,014• Net sales: Up 24%(from the end of theprevious FY)• No. of technicalemployees: -949
• Net sales: Even(from the end of theprevious FY)• No. of technicalemployees: +4,012• Net sales: Up 14%(from the end of theprevious FY)• No. of tech employees:+7,9 00• Net sales: Up 36%(from the end of theprevious FY)

1Q

1Q

1Q

1Q

1Q

40,00035,000Net sales

2022 UT Group Integrated Report

30,000
Number oftechnical
employees

25,00020,00015,000

2Q

3Q

4Q

2Q

3Q

4Q

2Q

3Q

4Q

2Q

3Q

4Q

2Q

3Q

4Q

* Technical employees : Domestic business only

07

08

"No matter how successful a business is, it won't last 10
years. So how do we adopt to changes and create businesses
that last longer than 10 years?"
What matters over the next 5-10 years is to become a company
chosen by workers.

The Three Growth Strategies of the Fourth Medium-term
Business Plan are steadily driving sales growth.

Founded in 1995, UT Group has consistently strived
to improve the treatment of dispatched workers
and to increase added value. In the manufacturingindustry, we created a business that offers a new
way of working to workers: they become our regular
employees (we call them “associates”) and aredispatched to client companies’ worksites. We also
promoted their enrollment in social insurance. We
then established a career development support
system for the associates so that they can acquire
skills and grow. After that, we developed a "TwinCustomer Strategy" to become chosen not only
by client manufacturing companies, but also by
working people who are our associates. Even
during the harsh business environment of the
COVID-19 pandemic, we have maintained our
employment level and we now have more than
30,000 technical associates who are vigorously at
work.
Looking at the HR (human resources) services
market outlook over the next 5-10 years, I believethat what matters most will be to become acompany chosen by workers. From time to time, I
hear or observe the status of various businesses ofother companies, and am struck to learn that evenany successful business model is not sustained
for longer than 10 years. Moreover, I feel that thebusiness cycle is becoming even shorter. So I am
convinced that companies must change in linewith changes in the market. Mencius, a Chinese
Confucian philosopher, once said, "the time of
Heaven, the benefit of the Earth, and the harmonyof the People." I think we are now in an era when
how a business is created in accordance withchanges in the world is questioned.

The UT Group began to implement the growthstrategies for the coming era before the outbreak of
the COVID-19 pandemic. The strategies have been
incorporated in the Fourth Medium-term Business
Plan formulated in May 2020, covering the fiveyear period from FY3/2021 to FY3/2025. The plan
has identified three growth strategies―“One-Stop
Strategy for Major Manufacturers,” “Area Platform
Strategy” and “Solution Strategy”―under the
medium-term management goal “Create a 'diversity& inclusion’ workstyle platform.” This Mediumterm Plan already stands at the halfway point, andI am pleased that the three growth strategies are
steadily driving sales growth.
Let me explain specific progress we are making
in the workplaces. First, the “One-Stop Strategy
for Major Manufacturers” is to provide a one-stop
set of services, from manufacturing operators to
manufacturing engineers in charge of production
technology and equipment maintenance, basedon our strong relationship with the leading
manufacturers, which have been our conventional
partners. Currently, we are focusing on providing
the "employment agency solutions" on behalf ofclient companies. The solutions cover all processes
from hiring of workers to their training and retention
in the workplace. In particular, in the semiconductor
sector where the market is rapidly expanding andthe HR needs are high, we have established four

So what should UT Group do now? Instead of
sticking to the current success model, we needto constantly create new businesses. The ruleNo. 1 is that “a business shall be positioned fromthe customers’ viewpoints." For us, this meansthat we must create a business model from thestandpoint of not only the client companies towhom we dispatch workers, but also from that ofworkers. Whenever I deal with a change, I go backto UT’s Mission: “Creating vigorous workplaces
empowering workers.” This is because I firmly
believe that to create a workplace where workers
vigorously work will lead to increased value forclient companies.
With Japan’s declining population, declining
birthrate, and aging population, and thediversification of individually-held values, I thinkthat workers will become more discriminating when
they choose the company where they want to work.
Social change is accelerating, and there is no
doubt that it will be difficult for large companies tomaintain a model of continuing the employment of
their employees according to the present methods.
What is expected beyond that is a society in which
individuals and companies of various positions
will be organically connected. I believe that nonJapanese and older workers who have beenminorities in the workforce until now, freelancers
who prefer to work without being bound by thecompany, and other types of workers will increase
and given the right opportunity and environment will
work vigorously. We are entering an era in which
the provision of services, conditions, benefits, andincentives to these types of workers will have thepotential to bring great value.

Twin Customer Strategy
Supply high-skilled talent
Reassurance

Three Growth Strategies

1

2

3

Expand services to theengineer field

Build the structure toadvance career in a local
area

Promote support formobilization of personnelof major manufacturers

One-Stop Strategy for
Major Manufacturers

Area Platform Strategy

Solution Strategy

Flexibility

Becoming acompany chosen
by workers
BondingEnhancedcompetitiveness

Provide good workplaces

Value
provided toclientcompanies

ComplianceFurther enhance thecompetitiveness ofmanufacturing dispatch forlarge companies, which isa core business area of thedispatch, and expand the
manufacturing engineer field,
leveraging the existing clientbase.

Promote partnerships withand M&As of local dispatch
operators, enhance thelocal workplace, integrate
their employees in UT’s
career platforms, and raise
profitability.

Promote and ensure
support for human resource
mobilization in responseto the potentially growing
demand in structural reformof large companies dueto the changing businessenvironment.

2022 UT Group Integrated Report

GrowthValueprovided
to workers

Technology Skill Development Centers to train
specialized engineers in-house. We plan to produce
5,000 SME engineers by the end of March 2025 andcontribute to the client companies’ enhancement ofcorporate value.
Next, on the “Area Platform Strategy.” This is
to provide a variety of “working opportunities” ineach region in response to the desire of job seekers
to work in their local area. In order to achieve thisgoal, we are actively promoting business alliancesand M&As with leading local dispatch operators,
strengthening our local hiring capability, andestablishing a stable employment environment. We
integrated several subsidiaries which were engaged
in the Area Platform Strategy within the Group andestablished UT Connect Co., Ltd. in April 2022 toplay a central role in this business. We have highexpectations for new business development inareas as the COVID-19 pandemic has definitely
triggered the desire of people to work with theassurance of job security in the local area whileadvancing their careers.
And finally, the “Solution Strategy.” This aims atsolving the management issues of client companies
and strengthening mutual relationships through HR
mobilization support for large corporate groups. To date,
we have accepted employees of the Toshiba Group, theHitachi Group, and others as full-time associates of UTGroup, and have supported their HR mobilization.

Achieve the growth of both workers and clients
09

10

"Companies need to continue growing
to realize their vision."

During FY3/2022, we newly consolidated Fujitsu
FSAS CREA, a worker dispatch company of the
Fujitsu Group in October 2021. I believe that therole of the UT Group is to propose new solutions
that satisfy large companies’ structural reform
needs, that are evident throughout Japan.
While pursuing these efforts, we are working
to improve corporate value through high growth ina sustainable manner. Our targets for FY3/2025,
the final year of the Fourth Medium-term Business
Plan, are ¥270 billion in net sales and ¥25 billion in
EBITDA.

JOBPAL, our new comprehensive hiring site for dispatchedworkers, offers services to more workers.

We are reorganizing UT Group and improving operations toachieve EBITDA of ¥15 billion in the current FY3/2023.

Companies need to grow sustainably. It issynonymous with a living creature being breathing.
Companies should have a vision to achieve, andmust continue growing to achieve it.
"UT" of UT Group is an acronym standing for
Upward Together. This incorporates our desire to
go up and grow together. This means, of course,
together with our twin customers—our clientcompanies and our associates.
The vision that the UT Group wants to achievein the Fourth Medium-term Business Plan is to“Create a 'diversity & inclusion’ workstyle platformthat can respond to more workers.” We are currently
developing services targeted for more workers
toward March 2025. JOBPAL, a comprehensive jobsite for dispatched workers, was released in April
2022. This site integrates the hiring information of
all Group companies and disseminates information
concerning the career development support

In the first two years of the Fourth Medium-term
Business Plan, we focused on expanding sales
and market share, and as a result, we were able
to achieve our sales target one year ahead ofschedule. In FY3/2023, we will work to improve
the gross profit margin by increasing revenue andprofit, driven by the top-line growth based on theincrease in technical associates by the end of
FY3/2022, as well as by higher unit contract prices.
We also aim to achieve EBITDA of ¥15 billion
yen by implementing the following measures: 1)
improving hiring efficiency through the integrationof hiring activities within the Group; 2) optimizing
personnel allocation through the reorganization of
the aforementioned subsidiary reorganization, 3)
improving productivity through the consolidation

programs and job selection know-how cultivated by
the UT Group. Our plan is to convert the in-houseservice, which has been provided to approximately
30,000 technical associates, into a platform thatcan be used by 400,000 workers in the overall
manufacturing dispatch industry.
By March 2025, the UT Group will have about
50,000-60,000 technical associates. In order topresent diverse workstyles to such a large numberof people, digital transformation (DX) in training
is indispensable. Currently, a new training system
is being developed, mainly led by the Career
Development Division. There is no doubt that"HR development" is the key to survival in the HR
service industry.
We intend to grow JOBPAL into a foundationthat realizes monthly hiring of 2,000 associates,
acquiring 700,000 annual users by 2025.

Numerical targets for the Fourth Medium-term
Business Plan
ResultImprovement in efficiency by hiring via JOBPAL

Initial target

180.0
156.7 180.0

15.015.0

115.1
101.1 130.0

10.0

8.6 7.9 7.5

Registered members
11400,000

JOBPAL, a comprehensive job site for dispatched workers: https://jobpal.jp

The Fourth Mediumterm Business Plan
periodThe Fourth Mediumterm Business Plan
periodFY3/2025

FY3/2024

FY3/2023

No.1 in manufacturing
dispatch
FY3/2022

FY3/2020

FY3/2025

FY3/2024

FY3/2023

FY3/2021

FY3/2022

FY3/2020

80,000 per year

FY3/2021

4.9

Achieving
2,000 hires
per month!

¥270 billion¥25 billion

Net sales
EBITDA

FY3/2025

2022 UT Group Integrated Report

Job applicants

Net sales
EBITDA

12.0

103.8

700,000 per year

FY3/2030

Business expansionin adjacent areas

19.0 20.0

Targets by 2025
Users¥600 billion¥100 billion

25.0

200.0

150.0

Vision for JOBPALNet sales
EBITDA

30.0

220.0

• Hiring activities by each operating • Integrated management ofcompany
information on jobs and job• Uncoordinated, different formats
seekers of the UT Groupof job information• Building of a member network of• No sharing of information on job
job seekers to enable matchingseekers
with client companies

Becoming a workstyleplatform company

EBITDA goal (billion yen)

270.0

AFTER

UT Vision 2030

Revised target

Sales target (billion yen)
BEFORE

of common indirect functions; and 4) the resulting
improvement in efficiency of SG&A expenses.
I am anticipating that the outcome of ourefforts to expand our market share and improve
productivity even during the COVID-19 pandemic
will become evident in our business results in
FY3/2023 and beyond. What lies ahead is ourlonger-term management vision, UT VISION 2030.
Our grand targets are net sales of ¥600 billion and
EBITDA of ¥100 billion in FY3/2030.
The mission of the UT Group is to build a new
career platform and disseminate it throughout
Japan. Against the backdrop of high demand forworkers, the UT Group will continue to be chosen
by workers and client companies. Please keep yourexpectations high for the UT Group.

¥156.7 billion¥7.5 billion

FY3/202212

Changes of the worker dispatch market
and progress of UT GroupThe worker dispatch market in Japan has expanded and become transformed, due to the impact of social
circumstances and legal revisions. UT Group has been a leader in the industry in adopting new systems,
including the open-ended employment of dispatched workers.

The number of technicalassociates exceeded 30,000

Promotion of skill enhancement of technical associates
specialized in the semiconductor industry

Established a contract promotion team (origin of the current Career
Development Division) to improve skills of technical associates

UT Group’s
initiatives of being
engaged withworkers

Realized a scheme to train dispatched workers
and raise their salary according to their improvement in skills

Opened 4 Technical Skill
Development Centers

Made a transition from being specialized insemiconductors to targeting all industries

Established Aim-CIC. Realized the open-ended
employment and the 100% social insurance coverage

Received the Grand Prize in the Good
Career Company Award
Received the Porter
Award

Launched the “One UT” and “Next UT”

23,73685,649■ UT Group technical associates (persons)82,476

Dispatched workers of labor dispatch offices (10,000)
Dispatching offices

138.25127.25* UT Group technical associates asof the end of fiscal year;* The number of Dispatched workers
of labor dispatch offices is based on
the “Labor Force Survey (detailed
compilation of long-term time seriesdata)” by the Statistics Bureau of
the Ministry of Internal Affairs andCommunications (annual average)*The number of dispatching offices
is from the “Trend of the Number ofDispatching Offices” by the Ministryof Health, Labor and Welfare (thefigure for FY2021 is an aggregate
from the “Business Report ofWorker Dispatching Business”)

106
96
44,977
10,92638,827

5,346

30.5

3,948

13,061

11,125

14,462
1,117

Revisions of
the Worker
Dispatching Act

Enforcement of the Worker Dispatching Act

Expansion of job categories for
dispatched workers to 26
Liberalization of job categories
for dispatched workers in principle
Lifting of the ban on employment
placement dispatching

The worker dispatch market has been growing to meet the needs of the times since its inception.

13

employment status was once again highlighted, bringing
greater focus on the protection of dispatched workers.
As a result, employment stability measures and careerformation support became mandatory for dispatch
companies, their asset requirements became severer
from the perspective of business continuity, and theworker dispatch business became centrally controlled bya permit system. These moves to enhance the protectionof the rights of dispatched workers have been affecting
dispatch companies’ business operations.

2021

2020

2019

2018

2017

2016

2015

2014

2013

2012

2011

2010

2009

2008

2007

2006

2005

2004

2002

2003

Lifting of the ban on manufacturing dispatch

Promotion of the protection of dispatched workers

Relaxation of the dispatch period.
No more restriction on the dispatch period for 26 job
categories specified by the Cabinet Order

Mandatory employment stability measures
Mandatory career formation support by dispatch companies
Implementation of the optimization planfor 26 specialized job categories
Ban against unreasonable treatment of
non-regular employees(Equal pay to equal work)

Dedication to workers led to UT Group’s creation of a business model that was ahead of the times.
While the protection of dispatched workers has beencalled for in recent years, UT Group, since its foundation,
has been working on introducing friendly measures for
its associates, including open-ended employment and100% social insurance coverage. Unlike many of ourcompetitors which are still struggling to build a system
to support employee education and career formation,
we started to do this in the early 2000s and have alreadyestablished the industry’s best system. We simply
thought hard about what we should do for our workers

and devoted our efforts to doing the obvious right things
with a focus on those who work with us. Now the times
have caught up with us from behind. That is how wefeel. We are pleased that our efforts have resulted in thecurrent growth of our business. UT Group’s backbone ofbusiness is to support workers and broadly contribute tosociety, in the past and in the future.

2022 UT Group Integrated Report

The number of dispatching offices has been increasingin the worker dispatch market, regardless of social
circumstances or the economy. The dispatch industry
has gained greater recognition amid the increase in thenumber of non-regular workers. A turning point in therise of the prosperous dispatch market came in 1999,
when the the Worker Dispatching Act was revised andthe scope of work and the dispatch period were relaxed.
However, the global financial crisis in 2008 triggered
the layoff of dispatched workers, and their unstable

2001

2000

1999

1998

1997

1996

1995

1994

1993

1992

1991

1990

1989

1988

1987

1986

46

14

The worker dispatch market up to now andin the future

The Revised Worker Dispatching Act of 1986 has set the rules for the worker dispatch market,
which continues to expand by incorporating the diverse needs of workers and companies involved.
It is said that the business of dispatching labor has
existed in Japan since the Edo period. Prior to theenforcement of the Worker Dispatching Act, however, it
was in the form of “job contracting” because the dispatch
business had not been approved. The pioneer companies
in the worker dispatch business were born in the 1960s
and 1970s, and the Worker Dispatching Act was enforced
in 1986, creating the foundation for current worker

dispatch services.
Thereafter, the expansion of the scope of dispatch workthrough revisions to the Worker Dispatching Act
expanded the worker dispatch market. Although the
instability of employment during recessions tends to be a
problem, the market is expected to expand further amid
growing social needs for diverse workstyles in tandemwith an emphasis on the protection of workers.

Types of employment in Japan’s labor market
Japan’s labor market can be classified by three factors:
direct or indirect employment, contract period, andapplicable law. As opposed to regular employees who areprimarily full-time employees of a company, non-regular
workers include part-time workers, contract workers, andTerm of the employment
contract

Applicable legislation

Full-time employee* Limited full-time employee

Indefinite (open-ended)
term

Labor Law in general

Part-time worker

Fixed termPart-time Labor Act

Contract worker

Fixed term

Labor Contracts Act

Classification
RegularOver 280% increase in the number of dispatched workers since 2002, and an increasing shift
from contract workers to dispatched workers
In 2013, the Labor Contract Law was revised, and rules
were established so that workers whose work period
exceeded a total of five years under a fixed-term labor
contract could apply for an open-ended labor contract
and convert their employment status. This has led
companies to employ fewer contract workers and moredispatched workers and the worker dispatch market isthus expected to expand further.

Changes in the competitive landscape are forcing many
companies to have different employment needs so they
are shifting away from the Japanese-style employment
environment. Job seekers also prefer more diverse
workstyles. Owing to such changes in society, thenumber of non-regular workers is on a rising trend. The
number of dispatched workers, in particular, increased bymore than 280 percent from 2003 to 1.51 million in 2021.

Revision of the Worker Dispatching Act
which affected the worker dispatch market

Dispatched workers vs. contract workers [10,000]
500● Contract workers○ Dispatched workers who belong to dispatch companies● 1999: Liberalization in principle of allowable job categories forworker dispatch● 2004: Lifting of the ban on dispatch to manufacturing operations

400

When the Worker Dispatching Act came into effect in 1986, thenumber of allowable job categories for worker dispatch was limited
to 13 specialized jobs, but this has since been expanded as aresult of subsequent revisions. This deregulation has encouraged
more industries to use dispatched workers.

300● 2012: Promotion of the protection of dispatched workers● 2015: Mandatory implementation of career formation supportand employment stability measures by dispatch companies● 2020: Elimination of unreasonable difference in treatment ofregular versus non-regular employees

200

DirectThe size of the dispatch worker market targeted by UT GroupUT Group’s main target is the dispatch of workers
engaged in production processes in the manufacturingindustry, with a primary focus on the semiconductor,
automotive and machinery sectors. According to the
Labor Force Survey (FY3/2022) by the Statistics Bureauof the Ministry of Internal Affairs and Communications,out of 1.51 million dispatched workers in Japan, there are

390,000 production process workers who are the target
for UT Group. In addition, 90,000 engineers with moreadvanced skills and knowledge in the dispatched worker
category as well as 340,000 production process workers
in the contract worker category are also UT’s prospective
target categories.

2021

2019

2020

2017

2018

2016

2014

2015

2013

2011

2012

2010

2009

2007

Worker Dispatching Act

2008

Fixed/Indefinite(open-ended) term

2005

Dispatched worker or
temporary worker

0

2006

Indirect

The strategic
targets and theareas of strengthof the UT Group

2003

100
Non-regular

2004

Employment
statusdispatched workers. Dispatched workers do not have a
direct employment relationship with the company they
are dispatched to. The company they work at and thecompany by whom they are paid are different, and theWorker Dispatching Act is applicable to them.

Social background of the increasing number of non-regular workers

From the Labor Force Survey, Statistics Bureau, Ministry of Internal Affairs andCommunications (detailed data for 2021)

Since 2010, the laws have been revised to improve the working
environment of dispatched workers, including a ban in principle
on daily labor dispatch of 30 days or less, and an obligation on
dispatch companies to explain the treatment of workers. As the“notification system” was also abolished and unified into a “permit
system,” some dispatch operators could not respond to thesechanges and withdrew from the business.

Issues raised by lack of career formation support for non-regular workers
Although the revised Worker Dispatching Act of 2015
required dispatch companies to train their dispatchedworkers, educational support has not yet been enhanced.
The 2021 Basic Survey on Skill Development by the
Ministry of Health, Labour and Welfare shows the realitythat both off-JT and OJT undertaken for non-regular

workers were far less than for full-time employees.
The lack of career formation support for non-regular
employees, particularly among young people, is anoteworthy problem as it is expected to eventually affectthe future growth of the Japanese economy.

Issues raised by lack of career formation
support for non-regular
workers behind their increase

Dispatching offices which carried out off-JT (by job class) [%]Dispatched workers
1.51mnNon-regular
workers
20.97mn

Production process workers
0.39mnEngineers
0.09mnOffice workers, etc
1.03mnEmployees/
workers(excl. executivesof companies)
56.41mn

Production process workers
0.34mnPart-time workers
14.81mn

Engineers
0.16mnCommissioned and other
1.89mnO ce workers, etc.
2.26mnFrom the Labor Force Survey, Statistical Bureau, Ministry of Internal Affairs and Communications basic data for 2021)

15● Shortage of high-skill workers at companies● Dificulty in achieving long-term stability for non-regular
workers● Decline in labor productivity in Japan as a wholeNon-regular
workers

0

10

20

30

40

50

60

Dispatching offices which carried out planned OJT (by job class) [%]New employees(full-time)Mid-career employees(full-time)
Managers(full-time)

Non-regular
workers

0

10

20

30

40

50

60

From the Basic Survey on Skill Development (2021) of the Ministry of Health, Labor and Welfare

Increasing needs for dispatch companies
that have a solid career formation
support system
Many dispatch companies and companies which use
dispatched workers do not provide sufficient training
to dispatched workers. This is not only due to lack ofawareness of dispatch companies, but also because of ashortage of instructors, systems, and facilities. UT Groupis different. Since foundation, UT Group has focused on
supporting career formation and has expanded training
facilities and training menus to suit the purpose and levelof workers. This has therefore become UT’s strengthand UT has become a company that is chosen by clientcompanies and workers alike.

2022 UT Group Integrated Report

Regularemployees
35.44mn

Contract workers
2.76mnNew employees(full-time)Mid-career employees(full-time)
Managers(full-time)16

Progress of UT Group which continues topursue value enhancement for workers

UT Group, founded in 1995, celebrated its 28th anniversary in 2022. We experienced numerous
difficulties and turning points in becoming a leading company in manufacturing dispatch.

by the spread of COVID-19 infections, we expanded thenumber of technical associates*. We are aiming to help
realize a society in which all those who are willing to work
will have equal opportunities to improve their skills anddevelop their careers. We are determined not to forget
our initial resolution to make efforts for workers.

Secondfounding
periodSecondgrowthperiodFounding
periodbillionNumber of technicalassociates

31,636

FY3/2000

FY3/2005

FY3/2010

FY3/2015

FY3/2022

Founding period

First growth period

Second growth period

Second founding period

Strived hard to change the worker dispatch
industry without being held back by socalled common sense

The first stock listing in the manufacturing
dispatch industry

Setbacks, caused by the global recession,and then a return to basics in order toachieve recovery

Toward the realization of a career platform
concept that allows both workers and clientcompanies to grow together

At the time of UT’s founding, the low retention rate for
manufacturing dispatched workers was the general
norm. In order to break this status quo, we proposed asystem to provide educational support for dispatchedworkers and raise their salary according to their skill
improvement. We adopted the employment of fulltime employees and 100% social insurance coverage,
breaking the industry norm. However, the IT recession
in 2001 adversely affected us and we recorded a loss
for two years in a row despite the continued uptrend insales. To reconsider the raison d'être of the company, aGroup of Aims was established by volunteer members
within the company. This has resulted in the creationof UT Group’s basic philosophy of “Creating vigorous
workplaces empowering workers".

Expansion of business to achieve further growth In 2003,
Nihon Aim became the first company in the manufacturing
dispatch industry to be listed on the JASDAQ market. In
addition to the worker dispatch business specializing inthe semiconductor manufacturing sector, we subsequently
expanded business through M&A and other means,
into a design and development business for embedded
software development, and a manufacturing equipment
business for the sale of used manufacturing equipment,with the aim of further growth. Our aim was to become
a comprehensive provider of cost-cutting solutions by
fully supporting manufacturing companies from the threeperspectives of design, equipment, and human resources.
In FY3/2008, we achieved rapid growth, including a 65%
increase in consolidated sales and an 80% increase inoperating income.

1995 Yoichi Wakayama established Aim-CIC Ltd. at the age of 24.
1996 Aim-CIC was reorganized into Nihon Aim Co., Ltd.
2000 Introduced a unique business model of contracting the entire process work.
2001 Established a contract promotion team to improve skills of technicalassociates.

2002 Promoted specialization in the semiconductor manufacturing sector.
2003 Nippon Aim was listed on the JASDAQ.
2006 Entered a design and development business and a manufacturing
equipment business.
2007 Became a holding company, making a new start as United Technology Holdings.

After achieving rapid growth through its expansion
strategy, UT Group recorded a significant decline inprofit, due to the global recession triggered by the global
financial crisis in 2008. We then sold the design anddevelopment business and the manufacturing equipment
business in efforts aimed at revival. We decided to return
to basics of foundation and to concentrate management
resources in the original worker dispatch business.
The major setback caused by the economic recession
therefore prompted us to rethink our purpose and what
we should achieve in business. This turned into our
second growth period and a trigger for the foundation of
our base to date.

UT Group was ahead of the times in developing various
leading initiatives for personnel development and careerformation, in addition to the launch of the One UT and the
Next UT in 2015. These initiatives have gradually become
our strength in being chosen by workers and clientcompanies alike. We grew to become a top company inscale in the manufacturing dispatch industry in 2018. Our
business has been highly accredited externally, including
the receipt of the Porter Award in 2019. We changed ourmarket listing to the First Section of the Tokyo Stock
Exchange in November 2019 and then to the Prime
Market in April 2022. We are now moving forward to thenext stage.

2009 Changed company name to UT Holdings Co., Ltd.
2009 Sold the design and development business and the manufacturing
equipment business.
2010 Broke away from dependence on semiconductors and Nihon Aim andshifted to an all-direction strategy.
2012 Changed all subsidiaries’ names to start from UT.
2015 Launched the One UT and the Next UT.

2018 Became Japan’s No. 1 in manufacturing dispatch.
2018 UT Aim received the Grand Prize of the Good Career Award.
2019 UT Group received the Porter Award.
2019 Announced the long-term management vision "UT Vision 2030".
2019 Changed market listing to the First Section of the Tokyo Stock Exchange.

2022 UT Group Integrated Report17

Net sales¥156.7IT recession

Number of technical associates
Sales from the staffing business
Sales from the manufacturing
equipment business

FY3/19 9 6[FY3/2022]

Global financial crisis

First
growthperiodSpread of COVID-19 infections

In 1995, UT Group began with just two people with ashared ambition to change the worker dispatch industry.
We have turned the IT recession of 2001, the global
financial crisis of 2008, and numerous other hardships
into opportunities and are now entering another growth
period. In March 2019, we passed a big milestone of ¥100
billion in net sales. In FY3/2022, despite being troubled

18

The Fourth Medium-term Business Plan
(FY3/2021-FY3/2025)

UT Group will create a platform that supports diversity of workstyle andhelp each and every worker become empowered.

What we want to accomplish in the Medium-term Business Plan

Medium-term
management targets

Becoming the company with a career platform thatcaters to as many workers as possible

EBITDA
Revised target

Mainly large
manufacturing
factories
NonJapanese¥270¥200 billion

Offices

Mainly young
men

Older
workers

Mainly large
manufacturing
factories

Sales for FY3/2021 and FY3/2022—the first two years of the Fourth Medium-term Business Plan (announced
in May 2020)—advanced to the target level one year ahead of the original plan. We have therefore revised thesales and EBITDA targets. We will strive to improve profitability through further sales growth and productivity
improvement.

FY3/2025 target
Women

Mainly youngmen

Revised the performance targets of the Fourth Medium-term Business Plan based on the
FY3/2022 results

Net sales

1 Expand coverage of the career platform
The recruitment target, which
is mainly young men, is being
expanded to include women,
older workers, and non-Japanese.
The client target is also being
expanded to medium-sizedfactories, offices, and otherindustries, in addition to large
manufacturing companies. We willthus establish a new platform thatbrings in diverse people.

Performance targets(initial)

Medium-sized
manufacturing
plants

Initial target

270.0

Revised target

Other
industries¥25¥20-30 billion

billion(initial)

ResultInitial target

20.0
200.0

19.0
15.0 15.0

156.7 150.0
115.1

25.0

Revised target

220.0

Respond to various workstyles in accordance with the life
stage of associates

We are responding to the needs ofFocus on career advance in work
Focus on stability in work
people who want to grow at workand advance their careers as well • Career advance in workplaces nationwide• Employment stability that ensures noas those who want a stable job• Career consulting to support workers growchange in work area and career• Career consulting tailored to the life stage
in the same geographic area. We • Skill-up training programs• Career path to a growth stage
are prepared to support diverse
workstyles tailored to the life stage
and needs of each associate. We
will create an environment that
Providing growth
Providing stable job
opportunities
opportunities
facilitates working by women andolder workers, and a system toWorkstyles tailored to the life stage
support their career development.

30.0

Numerical targets for the Fourth
Medium-term Business Plan

180.0 180.0

2billionNumerical targets for the Fourth
Medium-term Business Plan
ResultRevised target

FY3/2025 target

130.0

12.0

101.1 103.8

8.6

10.0

7.9

7.5

4.9

FY3/2020

FY3/2021

FY3/2022

FY3/2023

FY3/2024

FY3/2025

FY3/2020

The Fourth Medium-term Business Plan period

FY3/2021

FY3/2022

FY3/2023

FY3/2024

FY3/2025

The Fourth Medium-term Business Plan period

Commitments

3 Expand job types and career paths

19

Men

Seniors

Women

NonJapaneseWorkplacedevelopment
Establishing a new system toconnect workers and companies
Assessment andtraining

Large
plantsInfo. andtelecom.
sectorConstruction
sectorManufacturingsectorServices
sector

EBITDA growth rate: 30% or more

Total return ratio: 30% or more

(CAGR starting from FY3/2021)

The UT Group recognizes return to shareholders as an importantmanagement priority. We intend to achieve a corporate growththrough strategic investment as well as return to shareholders. We
are committed to a total return ratio of 30% or more by dividend
payment and share buyback.

The UT Group emphasizes earnings
growth as much as sales growthby business expansion. The Fourth
Medium-term Business Plan includes
strategic M&A activities aimed atformation of a long-term businessbase. We therefore use EBITDA toshow our commitment in earnings
growth and set 30% or more CAGR
in EBITDA for the period starting from
FY3/2021.

2022 UT Group Integrated Report

We are further expanding
options, such as the attributes ofcompanies to be dispatched andthe types of jobs to choose from.
We will respond to more workers
by further developing workplaces
to realize diverse workstyles
across Japan, and by enhancing
assessment and education
systems for work in a variety ofindustries and job types.

Expand the attributesof companies

Expand the attributesof job applicants

Gross D/E ratio: 1.0 or less(at the end of FY3/2025)

We intend to achieve both a high growth and a stable financial
position by balancing debts with shareholders’ equity, whichstems from efficient business operation and capital policy.

20

Aiming to further increase the value of workers
The Fourth Medium-term Business Plan has six key themes, from which three growth strategies havebeen developed and steadily implemented.

Six main themes of the Fourth Medium-term Business Plan

1

2

Develop and provide manufacturing
workers

Expand area platforms

We will further strengthen and expand theindustry-leading manufacturing personnel
services established in the third medium-termbusiness plan, and make a robust base as acore business. Specifically, we will incorporate
HR Technology and other technologies into UTGroup's core functions of hiring and personnel
development, in order to improve functions, raise
efficiency, and enhance the quality of corporate
services. At the same time, we will effectively
promote the career formation of our associates in
response to their career-oriented workstyle.

Depending on their life stage, some associates
may prefer a stability-first workstyle. We will
therefore include a function of offering a stableliving base in the career platform and further
expand that role. Specifically, we will expand therole of our regional offices so that we can quickly
respond to different local needs of clients andreorganize to enable them make own decisions
from sales to recruitment.

Three growth strategies

1

One-Stop Strategy for Major Manufacturers

Expand service to the engineer area

We will leverage our existing client base toexpand the field of manufacturing engineers
and strengthen our competitiveness.
By promoting career advancement frommanufacturing operators to manufacturing
engineers, we promote long-term retentionof technical associates and increase ourshare in all processes of clients’ plants.

2

Building a structure that will allow you
to grow your career locally4

Create vigorous work environment
empowering non-Japanese workers

Exploit work areas for highly-skilled
engineers

In Japan, where the population of production
ages is declining, manufacturing sites that
support Japan’s manufacturing are facing a major
challenge of securing workers. Meanwhile, in
emerging countries, the manufacturing industry
is expected to grow along with its economic
development. Anticipating the growing needsof non-Japanese who want to acquire skills inJapan and work in their home country and thegrowing needs of Japanese companies that build
manufacturing bases in emerging countries, we
aim to foster non-Japanese workers in Japan andserve as a bridge between Japan and emerging
countries.

Technology is critical to improving corporate
productivity. In addition, more highly-skilled
people with knowledge and experience acrossbusiness domains are needed due to an increasein product development where software andnetworking are integrated with manufacturing.
We will expand business and enhance functionsin this area, through alliance with proven large
companies and M&As, in order to respond to theneeds of engineers who want to continue working
in the technical field by expanding their scale andenhancing their functions.

5

6

Accelerate support for the personnel
mobilization

Building a business base in new job
areas

The Elderly Employment Stabilization Act, which
was revised as part of the Japanese government’s
campaign for a society in which all 100 million
people can work actively, requires companies torehire those who want to work after retirement. UTGroup aims to support continued employment by
establishing joint-venture companies, particularly
for large companies with large numbers of
employees, and to develop workplaces where thewealth of experience of the elderly is used in avariety of fields.

UT Group takes over operations in non-corebusinesses, such as manufacturing of noncore products and office dispatching, as wellas personnel engaged in these areas frommanufacturers which need to reorganize
operations due to changes in the businessenvironment and management strategy. We will
establish a business base in new areas such as
office dispatch and business process outsourcing(BPO), based on new companies that have joinedin UT’s Solution Business.

We will accelerate industry reorganization bypromoting alliance and M&A with dispatch
operators with a solid local business base.
Through management integration, we will
enhance local workplaces, build a career
platform that encompasses the area, andimprove profitability.

3

Increaseshare in allprocesses ofclients’ plants

Solution Strategy

Competition of small
dispatch operators
within an area
Hiring and and labor
management by each
operator
Individual management
by small and mediumsized operators

Promote M&A of local
dispatch operators andaccelerate industry
reorganization

Build a career
platform thatencompasses
the area

General electronics manufacturers
Business reorganization is underway torespond to changes in the international
competitive environment, such as therise of emerging economies due to cheap
labor and the globalization of supply
chains.

Promote support for personnel
mobilization of major manufacturers

We will provide support for personnel
mobilization in response to the structuralreform demand of large companies. We
will support their personnel strategies witha focus on reviewing their fixed workforce
composition and business portfolio andsolving their managerial issues including
reemployment of their retiring employees.

Promote humanresource
mobilization bytaking over theemployment ofclient employees
and expanding
the workplaces

Automakers
The technology evolution has dramaticallychanged the competitive landscapeand major automakers’ businessreorganization is likely to be accelerated.

Furtherincrease indemand forstructuralreform dueto the postCOVID-19
changing
business
environment

The basic strategy for each segment
Manufacturing BusinessEngineering Business

Solution Business5 Solution Strategy
Accelerate support for3
personnel mobilization

1 One-Stop Strategy for Major Manufacturers
1 Develop and provide manufacturing workers

2 Area Platform Strategy
2 Expand area platforms
Create vigorous work
3 environment empowering
non-Japanese workers

4

Exploit work areas for highlyskilled engineers
Base building through M&As

6

Build a business base in new
job areas

2022 UT Group Integrated Report

3

Produce 1,000
manufacturing
engineers per year

Area Platform Strategy

Base building through M&As

21

Promote careeradvancement frommanufacturing
operators to
manufacturing
engineers

Base building for existing businesscompanies

Priority growth strategy in the 5-year plan
periodLonger-term measures for business base22

Challenges that must be addressed to growtogether with workers
To realize a society where workers can live with reassurance.
Our key challenges (materiality) are closely aligned with our thoughts on workers.

The Essence of UT Group

Policy on Value
Creation
Basic Policy on Individual
Dignity and Growth

Theme Category

Value creation
activities to realize
the mission

Key Themes and Initiatives

Materialities

Individuals’ potential
to be broadened
We respect and are engaged
with each worker and continue tocreate an environment where
workers can vigorously work.

Securing of talented people

Mission / Vision / Values

Purpose

Basic Policy on Corporate Governance
Basic Policy on Sustainability
Basic Policy on Stakeholder Engagement
Basic Policy on Internal Control System
Basic Policy on Risk Management
Basic Policy on Compliance
Basic Policy on Information Security

Basic Policy on
Environmental
PolicyAppropriate work practices

Number of client companies (domestic andoverseas), and workplaces (domestic andoverseas)

Career path

Diversity indicators

Numbers of elderly hired, disabled persons
hired, and women hired (technical and generaljobs), and ratios of female directors, female
managers, and female associates

Health and safety of employees
Average overtime hours

Number of recipients of information
security training courses

Business ethics

We foster a corporate culture that
respects each individual,
and maintain an open and faircorporate attitude.

Business ethics

Corporate governanceAttendees at the general meeting of shareholders, questions raised at the general
meeting of shareholders, voting rights exercise rate, ratio of independent outside officers,
average attendance rate of the Board of Directors, Board meetings held, Nomination
and Compensation Committee meetings held, IT Investment Committee meetings held,
Compliance and Risk Management Committee meetings held, Governance Council meetings
held, and Management Committee meetings held

Code of Conduct

Appropriate environmental
considerations

Development of environmental policies
and environmental management

We recognize our impact
on the natural environment
and appropriately control it.

● Issues to be proactively addressed○ Issues to be enforced across the group

Code of Conduct

Recipients of compliance training courses, Internal whistleblowing cases, and cases ofand cases of serious violations of laws
human rights-related consultations
and regulations

Corporate governance

Environmental management

Greenhouse gas emissions, and paper
consumption to sales

Organization control andbusiness base that support
value creation activities

Securing of talented people

Management of client relationship

Appropriate work practices

Eco-friendly sustainablebusiness operations
Development of environmental policies andenvironmental management
Operational environmental efficiency measures

Value creation activities
to realize the mission

Development of human resources
Diversity and inclusion

2022 UT Group Integrated Report

Expectations from stakeholders

23

Total number of recipients of training
coursesAcquirers of child-care leave (male andfemale), return rate after child-care leave,
and acquirers of nursing-care leave

Data security

Fair and transparent
organizational controls

that. Similar processes were carried out internally, toreceive opinions from executives, managers, associates*,and others. We thus set priority on the relevance of UTGroup’s business to its items.

Workplace development activities

Data security

Materiality assessment process
In order to understand the social needs of the staffing
industry so that we properly identify our materiality, we
looked at the items of the SASB Materiality Map’s service
sector and the items that RobecoSAM has set as criteria
to focus on in the Professional Services sector. We did
this to facilitate extracting 12 items that are considered
to be highly desirable in the sta ng industry. We thenhad dialogues with external stakeholders and asked
what they expected of UT Group. In order to discussmatters from a common perspective, we asked them toassign relative priorities to the 12 items of the staffing
industry and asked for their specific opinions based on

Career formation support
activities

Median annual salary, median annual salary
increase, retention rate of technical associates,
number of employees (domestic, domestic
technical, overseas technical, and general jobs)

Proper labor practices

Health and safety of associates

Organizational
support and businessbase to support value
creation activities

Environmental-friendly
sustainable business
management

HR development Indicators

Numbers of One UT users, Next UT users,
UT Entry users, and Job changers from atechnical job to a general job

Diversity and inclusion

We continue to lead the staffing
industry from the perspectiveof workers, without being
constrained by legacy customs.

Hiring activities

Numbers of applicants (technical jobs),
interviews (technical jobs), new graduates(technical jobs and general jobs), and midcareer hires (technical jobs and general jobs)

Development of human resources

Continued strengtheningof business base

Basic Policies on
Organizational
Governance

Activity Policy and Evaluation Indicators (page 25 for details)

Corporate governance
Code of Conduct
Data security

Business ethics

Management of client relationship
Relevance to UT’s business24

Toward the realization of sustainability
management
We respect each and every worker,
and aim to maintain harmony with society from the perspective of the workers

Sustainability approach and promotion system
In order to create an environment
in which as many people aspossible who have the will to work
can pursue their own potential,
the UT Group will work together
with client companies to build
good workplaces and create as
many virtuous cycles as possible
in society whereby both workers
and companies can grow. All of
our officers and associates strive
for realizing an organization inwhich diverse individuals respectand make the best of each other,
contributing to the sustainableco-existence and co-prosperityof individuals and society.

Continuously strengthen the business foundation

Sustainability promoting structure● Materialities and goals
Board of Directors
Report the overall
activity status

Sustainability Office

Overall activity
policy and targets

Management Council

Report the activity
statusActivity
plan

Business divisions

Appropriate work practices

Health and safety of associates

Data security

Enabling diverse workstyles

Stable operations of associates tohelp realize customer value

Enhancing security literacy
education

With client companies, we develop
workplaces that ensure safe and healthy
work, and cooperation, so that each andevery associate can continue to work withpeace of mind.

Regarding the handling of personal
information of associates and job applicants
as well as client information, we strive toensure a high level of information security
and cybersecurity in accordance with therelevant policies and regulations.

We focus on ensuring that all associates
receive fair evaluations and are rewardedin accordance with their proper workstyleand capabilities, without being bounded byindustry practices. We will not tolerate any
violation of human rights.

Benefits to the UT Group businessDialogues with stakeholders

Business activities andsustainability activities

Synergies of a higher retention
rate of associates andimprovement in their skills

A reliable, safe work environment increases the retention rate of associates, leading to theimproved effectiveness of training and reduced hiring costs. In addition, consulting for improving
the workplace environment also has significant benefits for client companies, which leads tostrengthening relationships with them.

Reduced business risks

We possess massive data, including personal information of associates and job applicants,
as well as confidential information of client companies, and any unforeseen circumstances in
information security can severely damage the business. The enhanced information literacy weachieve reduces these business risks and leads to sustainable business growth.

Sustainability disclosure (quantitative, qualitative)

Expand the potential of each and every one

Fair and transparent organizational controls● Materialities and goals● Materialities and goals

Development of HR

Securing of talented people

Diversity and inclusion

Business ethics

Corporate governance

Code of Conduct

20% increase in average annual
income of technical associates by
FY3/2025*

50,000-60,000 technical associates
by FY3/2025

The ratio of women in managerial
positions* to 15% by FY3/2025

Ensuring thorough complianceContinuous improvement of theeffectiveness of the Board of
Directors

Promoting understanding of humanrights issues among officers andassociates

In line with the diversification of workstyles,
we emphasize diversity in which everyone
can work their own way. We want tobecome a platform for workstyles that are
not bound by any attribute, such as age,gender, or nationality.

We thoroughly educate all officers andassociates on compliance and continuously
strengthen internal control. We also focus
on the soundness of the worker dispatch
industry by establishing a compliancesystem in the dispatched workplace.

With a strong awareness that our businessbears great social responsibility, we areworking to improve our system for accurate
and prompt decision-making and businessexecution, as well as our system forsupervision and monitoring.

The UT Group Code of Conduct and theUT Group Compliance Code of Conduct
stipulate appropriate actions to comply withlaws and regulations, social norms, internal
rules and other rules to be taken, and that
officers and associates shall comply with it.

We will provide access to our extensive
career development support system, career
paths that enable workers find the work of
their liking, and personal bonding with a
Career Partner and others, to help eachand every one of our associates to grow.

We are creating good workplaces where
our associates can feel rewarded andgrowing, and work with vigor.

* Target for FY3/2025 compared to FY3/2021* The ratio of women in managerial positions at UTGroup Co. and its major operating companies.

Benefits to the UT Group business

Increase in market share and inunit contract price

By securing abundant human resources, we will realize the worker dispatch system with quick
response to client needs. Improvement of skills of the workforce contributes to improving the
productivity of the dispatched company, that generally will result in an increase in the unit
contract price. Improved customer satisfaction also leads to an increase in our share at the
dispatched workplace.

Protection of associates whoplay the key role of the businessWe believe that human rights compliance is of utmost importance to technical associates who
perform their duties. All initiatives to enable technical associates to grow, and to improve boththeir retention rate and the workplace environment, are based on a high level of human rights
awareness and commitment to the workers.

Diversity to be secured toenhance hiring capabilities

Expanding the recruitment target to people with diverse attributes, such as women, older
people, and non-Japanese, will strengthen hiring capabilities. Ensuring diversity in the functionsof the head office not only helps establish a sound management system, but also serves as afoundation for empowering diverse human resources.

Compliance with laws andregulations related to worker
dispatch

We believe that violations of laws and regulations and other compliance violations are businessrisks that may lead to cancellation of dispatch contracts, claims for damages, and loss of social
credibility. In particular, understanding of many laws and regulations related to the worker
dispatch business is indispensable for business continuity.

2022 UT Group Integrated Report25

Benefits to the UT Group business

26

Sustainability Indicators (non-financial KPIs)
Indicators aimed at respecting the will of each and every worker, and aiming for co-existence and co-prosperity withsociety from the perspective of workers have been set as follows:

Broaden the potential of each individual

Eco-friendly, sustainable business operations

Hiring activities

FY3/
2020

FY3/
2021

Applicants (technical jobs) *1

109,220

116,463 180,648

Acquirers of child-care leave (total) *3–

Numbers of interviews (technical jobs) *1

35,25236,75360,628Acquirers of child-care leave (male) *3

–

–

27

9 51

553

584

Acquirers of child-care leave (female) *3

–

–

229

Return rate after child-care leave *3

83.1

79.6

Acquirers of nursing-care leave *3–

4.0

Graduates hired (technical jobs) *2● Materialities and goals
Development ofenvironmental policies andenvironmental management

Mid-career hired (technical jobs) *4

Benefits to the UT Group business
Meet the needs of clientcompanies

Many of the large-scale manufacturers—our main clients—are working to reduce theirenvironmental impact, including decarbonization, as an important management issue. They also
ask business partners such as us to do the same and this is an important factor in enhancing thecontinuity of contracts.

Contribute to market
sustainability

The realization of a sustainable society contributes to the business continuity of the clientcompanies to which we are dispatched, which in turn leads to the continuity of our market.

Responding to climate change

In the event of a large-scale natural disaster related to climate change, production activities may be suspended
due to damage to the manufacturing facilities of client companies or other disturbances, increasing physicalrisks related to the supply chain. In response to climate change and other environmental issues that havebecome more apparent on a global scale, we are building an environmental management system in line with
the Basic Environmental Policy formulated in April 2021. In addition, we will continuously disclose information inaccordance with the framework proposed by the Task Force on Climate-related Financial Disclosures (TCFD).
1 Governancea. The process by which the Board of Directors receives
reports on climate-related issues, how often they are
addressed, and what are monitored
The UT Group has established a company-wide risk
management system to manage and analyze risks,
including climate change, and to report the analysis to theManagement Committee and the Board of Directors at least
once a year.
b. Management's responsibility for climate-related issues,
processes for receiving reports (e.g. committees), andmonitoring methods
The President, who has the highest authority for climaterelated issues, has established the Sustainability Office
to promote sustainability at the Management Committee
and the Board of Directors, and manages and promotes
initiatives related to sustainability issues, including climatechange.

2 Risk management

17

22

7,291

14,406

93

76

197

3 Strategy
Potential
financial impact

Scenario
Increased legal andsocial requirements forTransition strengthening decarbonization
efforts and the resultant
risks
increase in the cost to respondto these demands

Physicalrisks

Loss of sales opportunities due
to suspension of operations in
the event of a natural disaster
caused by climate change

Deforestation to accelerate
climate change

Commitment

Take various measures
to adapt to a
decarbonized society

Small●Reduce the impactof a decline in sales
through the introductionof compensation forabsence from work intransaction contracts
and other measures●Reinforce the systemfor quickly confirming thesafety of associates

Small

Career formation support activities

FY3/
2020

FY3/
2021

FY3/
2022

Recipients of training courses *6

37,00532,87444,351

Career path

FY3/
2020

FY3/
2021

FY3/
2022

One UT users

322 *6236 *6570 *3

Next UT users

456 *2412 *2

541*3

UT Entry users *3

406

348

295

Job changers, from a technical job to a
general job*3

55

18

60

FY3/
2020

FY3/
2021

FY3/
2022

Median annual salary *3––

3,346,991

Median annual salary increase *7

–

–

+5.8

Monthly retention rate of technicalassociates *8

–

–

96.8

Number of employees (domestic) *3

22,30525,08333,478

Number of employees (domestic technical) *3––

31,636

Number of employees (overseas technical) *10––

13,982

Number of employees (general jobs) *3

–

–

1,842

Workplace development activities

FY3/
2020

FY3/
2021

FY3/
2022

Number of client companies (domestic)

1,042 *3

1,538 *3

1,658 *9

Number of client companies (overseas) *10

–

–

86

Workplaces (domestic) *9

–

–

2,197

HR development Indicators

Workplaces (overseas) *10––

Diversity indicators

FY3/
2020

FY3/
2021

FY3/
2022

157

Elderly hired

569*11

425*11

1,939 *3

33 *7

14*7

152 *12

Women hired (technical jobs)

1,914*4

2,838 *4

5,078 *3

Women hired (general jobs)

49*11

36 *11

72 *3

Ratio of female directors *13

0.0

0.0

14.3

Disabled persons hired

Ratio of female managersc *3

11.0

10.5

14.3

Ratio of female associates *3

28.0

28.9

28.7

Reduce paper
consumption in offices

Small

4 Metrics and goals

Data security
Number of recipients of information security
training courses *9

Health and safety of employees
Average overtime hours *14

FY3/2020

FY3/2021

FY3/2022

100.0

79.8

57.0

* The indicator is calculated as 100 for the fiscal year ended March 31, 2020

*1

UT Aim, UT Community, Support System, UT Pabec, UTHP, and UTConstruction*2 UT Aim, UT Community, UT Pabec, UT Technology, and UT Construction*3 UT Group companies in Japan*4 UT Aim, UT Community, Support System, UT Pabec, UTHP, UT Technology,
and UT Construction*5 UT Group, UT Aim, UT Community, UT Pabec, UTHP, UT Technology, and UTConstruction*6 UT Aim, UT Community, UT Pabec, UTHP, UT Technology, and UTConstruction*7 Manufacturing Business and Engineering Business*8 UT Aim, UT Community, UTHP, UT Technology, and UT Construction*9 UT Group companies in Japan except UT FSAS CREA
*10 Overseas UT Group companies*11 UT Group, UT Aim, UT Community, Support System, Seekel, UT Pabec,
UTHP, Fujitsu UT, UT Toshiba, UT System Products, UT MESC, UTTechnology, UT Construction, and UT Heartful

FY3/
2020

FY3/
2021

FY3/
2022

242

FY3/
2020

FY3/
2021

256

83.2
12.0
FY3/
2022

–

–

27,343

FY3/
2020

FY3/
2021

FY3/
2022

18.2

11.5

16.4

Fair and transparent organizational controls
Business ethics
Recipients of compliance training courses

FY3/
2020

Corporate governance

FY3/
2021

FY3/
2022

20,788 *15 17,411*15 27,343 *9

Cases of serious violations of laws andregulations *3

０
FY3/
2020

Attendees at the general meeting ofshareholders *13

０
FY3/
2021

71

Questions raised at the general meeting ofshareholders *13

０
FY3/
2022

32

32

11

3

４

Voting rights exercise rate *13

85.0

80.1

88.7

Ratio of independent outside officers *13

75.0

60.0

64.0

Average attendance rate of the Board of
Directors *13

99.0

100.0

99.5

Board meetings held *13

21

19

20

Nomination Committee meetings held *13

4

4

１

９

13

12

12

Nomination and Compensation Committee
meetings held *13

–

３

–
10

IT Investment Committee meetings held *13
Compliance and Risk Management
Committee meetings held *13

12

Governance Council meetings held *13

–

–

４

Management Committee meetings held *13

–

–

35

FY3/
2020

FY3/
2021

Code of Conduct

５Internal whistleblowing cases *9
Cases of human rights-related consultations *9

–

FY3/
2022
０

–

１
18

Appropriate environmental considerations
Environmental management

FY3/
2020

FY3/
2021

FY3/
2022

Greenhouse gas emissions *16*18
Greenhouse gas emissions (Scope 1)
Greenhouse gas emissions (Scope 2)
Greenhouse gas emissions (Scope 3)

2,015.5–
34.1
1,9 81.4

1,738.3–
25.7
1,712.6

1,9 01.1–
29.9
1,871.2

100.0

79.8

57.0

Paper consumption to sales *17*19

a. Indicators used to manage climate-related risks and opportunities.
In order to curb paper consumption in offices, the UT Group has adopted
paper consumption to net sales (an index based on the ratio of FY3/2022
as 100) as an indicator.
b. Result

The paper consumption to
net sales*

Proper labor practices*12 UT Group and UT Heartful*13 UT Group (Attendees at the general meeting of shareholders include the live
video viewers)*14 UT Group, UT Aim, UT Community, UT Pabec, UTHP, UT Technology, UTConstruction, and UT Heartful*15 UT Group, UT Aim, UT Community, UT Pabec, UTHP, Fujitsu UT, UT Toshiba, UTTechnology, UT Construction, and UT Heartful*16 UT Group and UT Aim*17 UT Group, UT Aim, UT Community, UT Pabec, UTHP, UT Toshiba, UT System
Products, UT Technology, UT Construction, and UT Heartful*18 Emissions are calculated based on the “Green Value Chain Platform” of theEnvironment Ministry and the Ministry of Economy, Trade and Industries.
Scope1: Direct emissions of greenhouse gases from burning fuel at business site
Scope2: Carbon dioxide emissions from electricity use in the offices
Scope3: Major indirect emissions excluding the above (use of company vehicles
for business)*19 Indicators are set based on 100 for FY3/ 2020.

2022 UT Group Integrated Reporta. Details of the process for identifying and assessing
climate-related risks and how to determine theirimportance.
As part of the company-wide risk management process,the UT Group regularly conducts comprehensive risk
assessments and identifies risks related to climate change.
After that, the degree of importance is determined basedon the frequency of occurrence and the degree of impact
through interviews with related divisions.
b. Details and prioritization of critical climate-related risk
management processes
For important risks, including climate-related risks, theRisk Monitoring Office monitors the status of measures andreports risk information to the Management Committee andthe Board of Directors.
c. Status of integration into the company-wide risk
management system.
In the UT Group, material risks, including climate change, aremanaged by the Management Committee after regular risk
assessments, and the status of such risks is monitored by
the Board of Directors.

27

26

Mid-career hired (general jobs) *3

Based on the Basic Environmental Policy, we strive to efficiently use environmental resources,
reduce greenhouse gases and other substances of concern that are emitted as a result of ourbusiness activities, and work to conserve the global environment. We also conduct educationand enlightenment activities to ensure that officers and associates of our Group companies
understand the importance of environmental conservation.

FY3/
2022

6,483

Graduates hired (general jobs) *3

Continuous reduction in the ratio of paper use to net sales

Continued strengthening of business base28

Value creation process

UT Group is creating value that is deeply associated with the development of society
in order to help realize a society where workers and companies can grow sustainably.

Based on a business model called the "Twin Customer
Strategy," which enables all involved to achievesustainable growth with both workers and clientcompanies as its customers, we are building a value
chain run by a sustainable cycle centered on HR
development and the creation of better workplaces. By
investing appropriate financial and non-financial capital
into these two unique frameworks of the UT Group, we

will create economic value in our business and social andenvironmental value. This is one way we contribute to therealization of a better society as a company. By making
the outputs as the starting point of a virtuous cycle,
we will continue to work toward the realization of thevision, “Becoming the company with a future workstyleplatform.”

Input

Business Model

Financial capital

OutputCreate vigorous workplace sempowering workers●Shareholdersʼ equity (million yen)––––––––––––– 19,592

Economic value●Interest-bearing debt (million yen)–––––––––––– 19,907●Debt to equity ratio (D/E ratio) (time) ––––––––– 1.01

Human capital●Employees in Japan (person)–––––––––––––––– 33,478●Of which technical associates
in Japan (person) ––––––––––––––––––––––––––––––––– 31,636●Employees outside Japan

Outcome(person)–––––––

14,684Giving as many
workers as
possible thepower of work

Cycle to develop
workers throughwork

Cycle todevelop good
workplaces●Of which technical associates outside
Japan (person) ––––––––––––––––––––––––––––––––––––– 13,750

Realize appropriate profitability as a business to enable business
continuity and return to various stakeholders.
Supporting
competitiveness ofclient companies
through the powerof work

V is io n
Becoming the company
with a future workstyleplatform

Operating performance●Net sales (million yen)–––––––––––––––––––––– 156,769●ROE –––––––––––––––––––––––––––––––––––––––––––16.2%●EBITDA (million yen)––––––––––––––––––––––––––––– 7,502●Work-creating value (million yen)––––––– 130,616●EPS (yen) –––––––––––––––––––––––––––––––––––––––– 77.81●Free cash ﬂow (million yen) ––––––––––––––– △4,020●Professional Career Partners (person)––––––––– 15●Career Partners (person)––––––––––––––––––––––––––– 684

Value Chain

Social capital●Applicants (technical job, person) ––––––––––––––– 180,648●Interviews (technical job, person)–––––––––––––––––– 60,628●New hires (person) ––––––––––––––––––––––––––––––– 15,209●Client companies –––––––––––––––––––––––––––––– 1,744

UT's unique value chain to continuously improve a betterworking environment with workers
Vigorously work with skills attained●Workplaces––––––––––––––––––––––––––––––––––––––– 2,354●Career development expenses (million yen)––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––

Diversity indicators●Participants in education
courses (person)––––––––––––––––––––––––––– 44,351●Ratio of women in employees–––– 28.7%●Career interviews
conducted (time)––––––––––––––––––––––––– 23,122●Ratio of women in managers–––––– 14.3%●Users of career path (person) –––––––––– 1,466●Employee retention rate––––––––––– 96.8%

Workplacedevelopment
activities

Intellectual capital

Career formation support

Hiringactivities

337

Workplaceand labor
management

Support forcareerformation

Educationanddevelopment

Production oftalented
personnel

Creating a vigorous workplace

We at UT Group aim
to realize a society inwhich all people who
are willing to work areequally given
opportunities for skill
development and careerformation, and aretreated fairly.

Greenhouse gas emissions●Scope1 [tCO₂]–––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– –●Scope2 [tCO₂]––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– 29.9
●Scope3 [tCO₂]–––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––––– 1,871.2

Manufactured capital●Capital expenditures (million yen) ––––––––––––– 1,895●Investment in software (million yen)–––––––––––––– 461

Natural capital●Energy consumption (kWh) ––––––––––––––––– 65,715

MissionVisionValuesCreate vigorous
workplaces
empowering workers

Becoming thecompany with a future
workstyle platform

We stand by people
and stay face to facewith them●Gasoline consumption (ℓ)–––––––––––––––– 806,005

Corporate GovernanceSocial and environmental value
Contribute to solving social issues through our business, support eachand every worker, and aim to realize a sustainable society.

Basic Policy on Sustainability

292022 UT Group Integrated Report* Please see the backpage for explanationof each indicator.

30

ChapterBusiness strategy

01

The goal of our business is to have both workers andclient companies as customers and help everyone involved
achieve sustainable growth.
UT Group’s business model is based on the growth ofworkers and aims to contribute to client companies’
improvement of productivity and mobilization of human resources.

Business operation centered on threesegments

UT Group business operations are centered on manufacturing, engineering, and client solutions, while
creating synergies among the separate businesses, mainly in the areas of human resources.

Summary of each segment

Business segments’ functions and interactions* The business segments up to FY3/2022

Manufacturing Business

Manufacturing companies

This segment is engaged in manufacturing dispatch andoutsourced work services. Our strength is that we candispatch teams of associates* for outsourced work of an
entire production line to Japan’s major manufacturersof semiconductors, electronic components, andautomobile-related products. In addition to being able tomobilize a large number of highly skilled personnel, ourhigh personnel retention rate has been highly evaluatedby client companies.

• UT Aim Co., Ltd.* : Manufacturing personnel services, Administration service
and consulting business of the Training Programs for Foreign Workers• UT Community Co., Ltd.* : General personnel dispatch and outsourced work
• Support System Co., Ltd.* : General personnel dispatch and outsourced work
• Seekel Holdings Co., Ltd. : General personnel dispatch and outsourced work
• Green Speed Joint Stock Company : General personnel dispatch andoutsourced work in Vietnam• Progress Group Inc.* : General personnel dispatch and outsourced work
• SURI-EMU Corp. : General personnel dispatch and outsourced work
* Reorganized as UT Connect in April 2022

Semiconductors andelectronic components
sectorAutomotive sector

mainly large manufacturers centered on

Manufacturing worksites
Posting of workers, onsite management

Development process

Note: “Associate” is a term UT Group has decided to use to describe its employees.

Engineering BusinessBusiness strategy

Manufacturing process

Engineering BusinessThis segment is engaged in transfer of engineers indesign & development, software, IT, and construction. In
addition to new graduates, operators in the Manufacturing
Business with no experience in engineering are trained
and transferred to client companies as engineers. We
also focus on developing higher-value-added engineersby operating a training facility where we assist engineers
to further enhance their skills.

Posting of workers

Solution Business• UT Pabec Co., Ltd.** : Battery manufacturing personnel dispatch andoutsourced work
• UTHP Co., Ltd.* : Manufacturing personnel dispatch and outsourcedwork• Fujitsu UT Co., Ltd. : General personnel dispatch and outsourced work
• UT Toshiba Co., Ltd. : General personnel dispatch and outsourced work
• UT MESC Co., Ltd. : Manufacturing outsourced work and dispatch ofengineer for elevators, escalators, etc.
• UT FSAS CREA Co., Ltd. : Contracting business for staffing, operationand deployment of administrative and IT personnel* Reorganized as UT Connect in April 2022** Merged into UT Aim in April 2022

Needs to make personnel costs
into variable costs

Manufacturing Business
Area Strategy Business Div.

Decline in product sales
Slowdown in business

Increased personnel and otherfixed costs due to changes in the
product life cycle

This segment supplies large corporate groups withlabor issue solutions by accepting their employees as
UT Group’s employees. We deploy diverse solutions toassist client companies’ structural reforms, including thetype of outsourced work called client employee transfer(In-house Solution Service) in which all manufacturing
employees of one plant of the client company as wellas their work are transferred to UT Group. Reforms also
include establishment of a joint company with a clientcompany in which we assist fixed-term employees’change in status to regular (open-ended) employment.

Career advancement
Posting of workers, onsite management• UT Aim Co., Ltd. : Design and manufacturing engineer outsourcing andcommissioned business• UT Technology Co., Ltd. : IT engineer outsourcing and commissioned
business• UT Construction Co., Ltd. : Construction engineer outsourcing

Assignment●M&A●Making
subsidiaries●Acceptanceof workers

Overseas Business Div.

Posting of workers, onsite management

Assignment

Continuous
trainingand HRdevelopment

Sharing of HR

Solution Business

Re-posting ofworkers

Difficulty in hiring

Local core manufacturing
companies

Revision of labor laws

Overseas companies

Strong hiring capability,
using broad hiring channels andeconomies of scale

Operating Results by Segment—Net Sales and Breakdown
Net sales [million yen]

16,792

115,131
16,218+3.5%

35,020+17.9%

29,711

FY3/2021

33

Engineering Business

14.1%

△3.4

10.7%

Solution Business

25.8%

△3.5

22.3%

+6.8

66.9%

Workers

Manufacturing Business+51.7%

104,957

FY3/2022

60.1%

FY3/2021

Young men

Women

Elderly2022 UT Group Integrated Report

69,201

Sales breakdown

156,769

NonJapanese

FY3/2022

34

Business operation centered on three segments

Complementary relationship of three segments
The Manufacturing Business is mainly involved in the
manufacturing process of products and the Engineering
Business is engaged in design and development andquality assurance, while the Solution Business supports
the HR structural reform of client companies. The
respective scope of each segments is defined so as

Addressing the product lifecycle in the manufacturing industry

to create interactions by complementing each other insharing of personnel, ongoing workplace development,
and business segmentation according to the productlifecycle.

Provide solutions tailored to the
product cycle in the market fromthe introduction stage to the decline
stage

Sales

Cross-segment utilization of workers

Job applicants

Client companies

Business strategy

Acceptance of workers

Solution BusinessNew hiring

Potentially aim at sharing of workers

Manufacturing Business
Career advancement

Engineering Business

The career advancement of workers
for obtaining the abundant anddiverse workforce as desired for theentire Group
Many of the people who join the UT Group
receive training to enhance their basic
skills for working, and start working in the
Manufacturing Business as a manufacturing
operator. Then, in keeping with skill
improvement, these associates can transfer
to advanced jobs and other industries mainly
by using the One UT program, which isdesigned to facilitate a change of jobs frombeing a manufacturing operator to being
an engineer. The advancement of workers
through career development support
leads to the sharing of personnel between
businesses and the development of diverse
workers. Further, in the future we aim tocreate a system where employees acceptedfrom client companies in the Solutions
Business can also be shared with otherbusinesses.

ProfitTime

0Introduction

GrowthMaturity

UT’s Manufacturing Business responds tothe increasing demand for workers fromthe introduction stage of production startup as production expands. When the
product enters a stage of decline or whena withdrawal from the production needs tobe considered, UT’s Solutions Businesssupports the client’s structural reform
through schemes such as the transfer of theclient’s full-time employees to UT Group andpermanent employee transfer contracts andM&A (UT to acquire the business).
The product life cycle is greatly affectedby market slowdown and other factors, but
UT Group is prepared to respond to needsof clients during their growth phase andthe decline phase. That is why UT Group’sbusiness foundation is solid and lesssusceptible to economic fluctuations.

Decline2
Solution Business

What is a product lifecycle?
A product lifecycle shows a pattern ofproduct growth in a market. The lifecycle has
four stages: introduction, growth, maturity,and decline.

1
Manufacturing Business

Workplace development activities starting from the Manufacturing Business

Client companies
Workplace development triggered from worker
dispatch to the clients’ production process

Manufacturing Business
Discover needs of theclients

Engineering Business

Solution Business

Manufacturing companies’ needs for
dispatched workers are mostly for
manufacturing operators in the production
process. The rapid dispatch of a large
number of workers in response to the client’s
sudden production adjustments is one of
the strengths of UT Group. UT’s workplacedevelopment activities therefore mostly begin
with the Manufacturing Business. In doing thiswe strive to increase the share of dispatchedworkers in the clients’ production process
worksite and earn the client’s trust so as toexpand the scope of business within clientcompanies. The diverse services provided by
the three segments meet the diverse needsof our client companies and are the source of
our ability to develop workplaces.

Worker dispatch to production processes torealize stable production lines

1

2

UT’s manufacturing operators support a stable production
line during a stage of the product becoming accepted in
the market and a stage of its mass production. We dispatch
workers mainly to major companies in the automotive andsemiconductor/electronic components sectors.

Support of the mobilization of the client’s
personnel during stages of investment
curtailment and business withdrawal
2022 UT Group Integrated Report

35

Discover needs of theclients

Increase the share of dispatchedworkers and trust in the client’s
production process worksite, andfind the client’s needs from thedesign and development division to
the need to support structural reform

UT Group’s segments that correspond to eachstage of the lifecycle

As the product enters a stage of decline, both sales
and profits decrease, and there emerges a need to curb
investment and withdraw from the business. UT’s Solution
Business supports the mobilization of the client’s personnel
while continuing to respond to existing client.

36

Business segment changes in line with the
Fourth Medium-term Business Plan

Since April 2022, the segment classification has been changed from the previous three segments to fivesegments. This change will strengthen our business strategies based on the characteristics of each segment.

BEFORE

Manufacturing
BusinessEngineering
Business

Solution
BusinessEngaged in manufacturing dispatch andoutsourced work services to manufacturing
plants of major companies, as well as theworker dispatch business that is deeply
entrenched in various areas across Japan. The
segment is also in charge of the managementof non-Japanese technical interns and theoverseas HR service businesses.

Engaged in dispatch of engineers for the design& development, IT, and construction work. New
graduates and operators in the Manufacturing
Business are trained as engineers with highly
specialized skills at their own training facilities
and provided with stability and security to clientcompanies.

Provides solutions to support structural reformwhereby employees of client companies
are accepted as employees of UT Group,and benefit in terms of job security by being
dispatched to manufacturing outsourced workand production processes, or as engineers andadministrative operators.

Business strategy

Manufacturing
Business

Area
Business

Solution
BusinessEngineering
Business

Overseas
Business

Worker dispatch andoutsourced work services
to large manufacturers.
Also provides management
support and agency
services of non-Japanese
workers, using the training
and mobilization of
manufacturing engineers
and labor management
know-how.

Community-based worker
dispatch business that
responds to the needsof local-oriented job
seekers who want to work
locally and the demandfor personnel by local
companies

Operation of Group
companies that havecapital relationships andpersonnel exchanges withclient companies. Provides
structural reform solutions
to clients, to support
the mobilization of theirworkers.

Dispatch of engineers forthe construction, IT, andother work. Responsible fordeveloping the work areasof highly skilled engineers.

HR service businesses in
the overseas markets withhigh medium- to longterm growth potential.
Responsible for building
the foundation of theoverseas HR service
business through businessalliances and M&A.

UT AimUT SURI-EMU

The Manufacturing Business provides a wide range of worker dispatch services, from manufacturing operators to
manufacturing engineers, to major manufacturers such as companies making semiconductors and automobiles.
By retaining technical associates and improving their skills, we are increasing the value we provide to both
workers and manufacturing companies.

We respond to the HR issues of major manufacturing companies and support thefoundation of growth industries
The Manufacturing Business is conducted by UT Aim,which plays a central role in the UT Group's dispatchof manufacturing workers. UT Aim supports production
processes for semiconductors and electronic components,
semiconductor manufacturing equipment, automobiles,

batteries, etc. through worker dispatch and outsourced work
services. These client industries are important in Japan andare expected to develop further partly with the support of
the government.

UT Aim Co., Ltd.
Since its founding, UT Aim has been the core of the UT Group's HR
service business for the manufacturing industry. In 2018, it received
the Grand Prize of the Good Career Company Award of the Ministry of
Health, Labour and Welfare.

AFTER

UT Connect

Manufacturing Business

UT Technology
UT Construction

Fujitsu UTGreen Speed

UT Toshiba
UT MESCUT FSAS CREA

Growing needs for UT’s “employment agency solution" and management support
and agency services of non-Japanese workers
As Japan’s working age population is declining alongwith the declining birthrate, it continues to be difficult tohire workers in all types of jobs. At the same time, many
manufacturing industries need to adjust their labor force asreaction to production fluctuations.
Another emerging issue is the transfer of manufacturing
skills due to less hiring of full-time employees employed at
manufacturing sites. One way to resolve these management
issues is the "Employment agency solution." For many
years, we, the UT Group, have employed manufacturing
workers as our full-time employees on behalf of clientcompanies and has helped them improve their skills anddevelop their careers. Our expertise in labor management
and process management at dispatched worksites is highly

regarded. Nowadays, the value of UT Aim's employment
agency solution—from HR hiring, retention, development,
and training for work-readiness, all handled by UT Aim—isincreasing even more as the environment has become moredifficult to hire workers.
The Manufacturing Business also provides management
support and agency services of non-Japanese workers
under the Government’s Technical Intern Training Program
and the Specified Skilled Worker Visa System for Foreigners,
utilizing the labor management foundation we have cultivatedfor dispatched workers. We have established a strict
compliance system and support empower non-Japanese
workers.

Responding to HR issues in the production process of industries that are expected to grow further

Segment changes and overview of the five new segments
UT Group has changed and evolved its business model in line with the diversifying needs of client companies
and updated aspirations of workers.
Segments have been reorganized into the five business segments according to the characteristics of eachbusiness model.

37

of local workplace enrichment. The Solutions Businesswill continue to support large client companies’
mobilization of their employees in response to theirneed for structural reform. The segment will also
further strengthen relationships with large corporategroups through the operation of Group companies thathave capital relationships and personnel exchanges
with client companies. The Engineering Businesswill expand its high-margin business model with UTConstruction in charge of the construction engineer fieldand UT Technology, the IT engineer field. Lastly, theOverseas Business focuses on Green Speed, a major
worker dispatch company in Vietnam that became aconsolidated subsidiary through acquisition in October
2020, to expand the manufacturing work dispatch to
local companies. The segment also aims to create
reliable workplaces for non-Japanese workers who
have associated with UT Group in Japan (Manufacturing
Business) after returning to their home countries.
With the five new business segments, UT Group will
respond to the current customer needs and strengthen
the foundation for its medium- to long-term growth.

Semiconductor
manufacturing equipment

Automobiles and auto parts

Batteries(EV batteries, etc.)

UT’s employment agency solution and management support and agency services of non-Japanese worker

As the "second HR division " of client companies, wewill contribute to structural reform and productivity
improvement at the worksite
UT’s Manufacturing Business is specialized in large-scale deals with major
manufacturers, and pursues added value as a dispatch worker operator.
We asked client companies and employees at the worksites what a better
workplace means to them. The employment agency solution was theanswer based on a large number of statements during interviews at theworksites. This solution means that the UT Group, as, in effect, a second
HR Division, will work closely with client companies to solve the issues
facing manufacturing sites by providing comprehensive services spanningfrom HR hiring, retention, development to training for work-readiness. In
particular, we are focusing on the training of semiconductor manufacturing
equipment (SME) engineers and have a plan to produce 5,000 SME
engineers during FY3/2022-FY3/2025. Our goal is to provide services thatdeliver outcome. By stimulating job seekers’ mindset to become eager for
growth and turning them into engineers, we will provide the employment
agency solutions not only in the existing automotive and semiconductor/
electronic component sectors, but also in all other sectors.

Nobuyuki TSUKUISenior Executive Officer in charge ofthe Manufacturing Business Division
President of UT Aim Co., Ltd.

2022 UT Group Integrated Report

The key point of the change in business segments is that
the Area Business and the Overseas Business were spunoff from the former Manufacturing Business to become
new separate segments.
With this change, the new Manufacturing Business is
now dedicated to business with large manufacturers.
The segment supports production activities of industries
such as semiconductors, electronic components andautomobiles, that are expected to grow further, throughdispatch of and outsourced work services by large
numbers of manufacturing operators and manufacturing
engineers, as well as management support and agency
services of non-Japanese workers.
Unlike the Manufacturing Business that specializes
in clients of a certain scale and certain industries,
the Area Business is engaged in community-based
worker dispatch business that supports workers andmanufacturing companies in various fields in various
areas of Japan. UT Connect, which was establishedin April 2022, plays a central role. Going forward, thissegment will continue to make alliances with andacquire local dispatch companies to enhance the level

Semiconductors andelectronic components

Joined Victor Company of Japan,
Limited in 1989. After serving as
Director, Business Planning Office ofDaitec Co., Ltd. (Crystal Group), andas Managing Executive Officer of Icon
World Co., Ltd. (currently, Fujiwork
Co., Ltd.), he joined UT Group in 2012.

38

Area Business

Solution BusinessIn response to the needs of job seekers who want to work in their hometown, the Area Business provides avariety of work opportunities in each area.
We are working to strengthen our local hiring capabilities and to develop a stable employment environment.

The Solution Business supports large client companies’ mobilization of their employees in response to theirneeds for structural reform.
We will help solve the HR issues of companies in order to respond to changes in the business environment.

We are pursuing the Area Platform Strategy, one of the pillars of
the Fourth Medium-term Business Plan

We strengthen relationships with client companies by supporting
the mobilization of their employees

UT Group has positioned the Area Platform Strategy as oneof the growth strategies in its Fourth Medium-term Business
Plan. This is in response to the voices of people who wantsecure jobs in their hometown, and this social demand is
growing more and more. Therefore, in order to meet thedifferent demands of job seekers and client companies bygeographic area, each area office is organized so as to makeits own decisions from sales to hiring.
This Area Platform Strategy is executed by the Area
Business segment, specifically by UT Connect, which wasestablished in April 2022 through the integration of several
subsidiaries that had conducted business in various areas.

UT Connect Co., Ltd.

UT SURI-EMU Co., Ltd.

In April 2022, UT Community took over the area strategy businessof UT Aim through an absorption-type company split, merged UTGroup’s subsidiaries engaged in the area business through anabsorption-type merger, and was renamed UT Connect.

For more than 30 years, UT SURI-EMU has been engaged in
manufacturing dispatch and outsourced work services mainly in Aichi
Prefecture. It has strength in the utilization of human resources of the
Nikkei (Japanese Brazilian) community.

Collaboration with local dispatch companies through M&A
Business strategy

There are many dispatch companies throughout Japan.
We therefore pursue acquisition of worker dispatch
companies that have a local hiring base and a network ofclient companies for dispatch, so as to enhance the level ofworkplace enrichment in areas and expand the communitybased career platforms. In recent years, we have acquired

UT Community

leading dispatch companies based in Ibaraki and Aichi
prefectures and have expanded our business base in theseareas. We are convinced that, for job seekers who choosejobs based on a value criteria of the safety and security infamiliar lands, there is a high need for UT Group’s advocacyof workstyles suited to their life stages.

RenamedMerged[Main business] General manufacturing dispatch
and outsourced work services[Main business area] Kansai

UTHP[Main business] General manufacturing dispatch
and outsourced work services

Support System

UT Connect

MergedUT Progress[Main business] Manufacturing dispatch andoutsourced work services[Main business area] Tokai, Ibaraki, Nagano, etc.

Merged[Main business] Worker dispatch, fee-based
employment placement business, outsourced
work, and consulting services[Main business area] Kanto, Kansai and Tokai

Spun off and absorbed

Area Strategy
Business of UT Aim[Main business] General manufacturing dispatch
and outsourced work services

UT Toshiba

UT MESCUT FSAS CREAIn April 2018, formerly a FujitsuGroup company became UT’s
consolidated subsidiary.

In April 2020, formerly a Toshiba
Group company, became UT’s
consolidated subsidiary.

In July 2020, formerly a HitachiGroup company, became UT’s
consolidated subsidiary.

In October 2021, formerly a
Fujitsu Group company, became
UT’s consolidated subsidiary.

Basic scheme of the Solution Business
The Solution Business is driven by four major schemes:
1) to create subsidiaries through M&A; 2) to form joint
ventures based on joint investment; 3) business splits called
carveouts; and 4) the transfer of clients’ full-time employees
to UT Group, called “In-house Solution®.”The most unique scheme is the “In-house Solution®”,in which UT Group takes over the specific business andemployees of a client company. We have so far accepted
a total of 2,700 employees from 13 clients as our full-time
employees, and have enhanced the relationship of trustwith these companies by maintaining continuity in these
employees’ employment and career.

M&A(acquired companies tobecomes subsidiaries)

Formation of a joint
ventureCompany A

Company A

Carve-out

Company A

X businessof A

Specific business
transfer to UT
UT
100%

A
20%

In-house Solution®

(business split)

UT
80%

New business

X businessof UT(full-time employee transfer)

Admin. Div. ofCompany A

Manufacturing
Div. of A

Outsourced contract for theentire Manufacturing Div.
Admin. Div. ofCompany A

Manufacturing
Div. of UT

Tsutoshi YAMADA
Senior Executive Officer in charge of Area
Strategy Business Division, UT Group
President, UT Connect Co., Ltd.
President, UT SURI-EMU Co., Ltd.
Joined Nihon Aim (now UT Aim) in 2005 as
the first cohort of new hires and has served
as manufacturing engineer then as on-sitemanager in Tokai and Kinki regions. He
was appointed Senior Executive Officer in
April 2021.

The Solution Business uses various approaches, from M&A to Inhouse Solution®, to meet the needs of our clients. In either methods,
the clients’ employees to be transferred are employed as fulltime employees of the UT Group. Since the UT Group has good
dispatch workplaces throughout Japan, these employees will havejob security as well as broader career options. In this business,
we place importance on expanding the potential of the workers
that we have accepted. Providing an environment where they cancontinue to vigorously work for another 10 or 20 years, will lead tothe enhancement of their careers, even if their workplace or work
conditions change. In addition, the HR mobilization support leads tofurther strengthening of the relationships of trust with client companies.
We believe that the needs for the Solution Business will expand toencompass a wide range of manufacturing industries. We would like todevelop the HR mobilization support, which has anticipated the times
and help advance the structural reform of Japan’s workstyles.

Yuji AIZAWA
Senior Executive Officer in charge ofCustomer Solution Business Division, UT
Group2022 UT Group Integrated Report

39

Fujitsu UT

We respond to the structural reform needsof client companies and further strengthen
relationships with them.

Our goal is to take on the role of a crosscompany "local HR division"
The Area Business aims to be a platform for co-employment in local
areas, which means that the area produces jobs and people whohave been raised in the area play an active role in local companies
across the area. The UT Group's Area Strategy Business segment iscomprised of leading worker dispatch companies, in various areas,
which have been acquired. By combining these local companies’
area-specific business foundations with the UT Group’s businessfundamentals and know-how to meet the demands of major
manufacturing companies, we will be able to provide higher-quality
HR solutions. Our aim is to become the "best local outlet" in various
parts of Japan and our goal is to take on the role of a cross-company"local HR division.” What is important here is to become a company
that is chosen by workers. In the future, a wide range of job seekers,
including not only young men but also women, older workers, and nonJapanese, will be targeted, and we will make efforts to develop diverse
workplaces in order to build a community-based career platform where
our associates can advance their career, while working locally.

people often need to be flexible in adapting to change in thebusiness environment. The Solution Business provide various
support related to HR strategy of client companies, such as
reorganization of group companies, mobilization of personnel,
and re-employment of retirees along with structural reforms,
by utilizing UT Group’s HR business know-how.

Seekel Holdings[Main business] Manufacturing dispatch andoutsourced work services[Main business area] Suburbs of Ibaraki
Prefecture

MergedThe Solution Strategy is one of the growth strategies of UTGroup’s Fourth Medium-term Business Plan. By supporting
the mobilization of workers of large corporate groups, we aim
to help solve these client companies’ management issues andenhance the mutual relationships. In case of large groups that
operate a wide range of businesses, their organizations andJoined Argus Co., Ltd. in 1991. After
serving as a director of Icon World Co.,
Ltd. (currently Fujiwork Co., Ltd.), he joined
UT Group in 2012.

40

Engineering Business

Overseas Business

The Engineering Business contributes to improving the skills of workers and expanding their options, such as
career advance from status of a manufacturing operator to being an engineer active in the construction and IT
industries.

The UT Group has made full-fledged efforts to develop business overseas where medium- to long-term growthis anticipated. We have started a new business that started from a major dispatch company in Vietnam that has
been acquired and has become a consolidated subsidiary.

Realizing highly profitable businesses in the construction and IT
industries

A leading dispatch company in Vietnam joined the UT Group anda business connecting Japan and Vietnam is being developed

The Engineering Business is performed by two UT Group
companies: one engaged in worker dispatch for theconstruction and plant industries and another in worker
dispatch and outsourced work services for the IT industry.
Although our domains are different from other UT Group
companies mainly in the manufacturing industry, we aredeveloping high-value-added businesses that are conductedby our highly-skilled engineers while utilizing the UT Group’s

customer base, such as the maintenance of water treatment
plants by semiconductor manufacturers and DX support for
automobile manufacturers.
UT Technology has signed the only official training partner
agreement with Siemens in Japan: we train engineers incharge of installation support and construction of Siemens’software, and provide dispatch and contracted work
services.

UT Construction

UT Technology

Worker dispatch for the construction and plant industry. It dispatches
engineers to manage the construction and maintenance ofinfrastructure works handled by government agencies and to maintainplants.

Worker dispatch and outsourced work services for the IT industry.
It dispatches engineers involved in infrastructure network operation
support and embedded software development.

The UT Group will expand its business overseas, leveraging
our know-how of the worker dispatch business in Japan. The
Overseas Business segment will be in charge. As a footholdfor overseas expansion, we acquired Green Speed, a major
Vietnamese worker dispatch company, in October 2020, andhas made it a consolidated subsidiary. The UT Group has
so far been involved in the management of approximately

1,000 technical interns, mainly Vietnamese, for the Japanesemanufacturing industry. On the other hand, Green Speed
has accumulated a track record of work dispatch to the
manufacturing industry in Vietnam, since its establishment.
We aim to play a role as a career bridge between Japan and
Vietnam by making use of the networks of both companies

Green Speed Joint Stock Company

Business strategy

Providing associates with opportunities to take on the next stage of
growth and challenge new job types
The Engineering Business contributes to boost activity
levels of the UT Group by providing manufacturing operators
working in other business segments with opportunities togrow to become highly specialized engineers and to take onchallenges in other industries and job types. We have built
our own training programs and worked with client companies

Manufacturing BusinessEngineering Businesse.g. Manufacturing operators

Area Businesse.g. Manufacturing operators,
admin staff

New hires(new graduates and mid-career hires)

Hiring channels within
the UT Group[One UT]
Outside hiring
channels

Construction sector[Next UT]

IT sector

Transfer to clientcompanies as
their employees

e.g. Construction
management engineers
e.g. Network engineers,
software engineers

Our aim is to develop business throughout Vietnam
By joining the UT Group, Green Speed, which
is based in Ho Chi Minh City in Southern
Vietnam, will also strengthen the hiring ofworkers in Hanoi in Northern Vietnam. In thesuburbs of Hanoi, many Japanese companies
have been establishing or expanding
manufacturing bases. We are therefore
making sales proposals to them, based on
our relationships with client companies inJapan as strength.
In the fast-growing Vietnamese market,
there are still unexplored areas in theworker dispatch business. In addition, inthe medium to long term, our mission is tosupport Vietnamese technical interns who
have acquired skills at a factory in Japan towork at a Japanese company in Vietnam after
returning to their home country. Our mutual
cooperation in the HR service businessbetween Japan and Vietnam is also attracting
attention.

Career support for technical interns(UT Group in the management agency business)

Vietnam

Career bridgefor foreigntechnical interns

Secure a place of work in their home country after
completion of the technical intern program

As a stage for career advancement for highly
motivated employees, we will expand options
beyond the manufacturing industry

We will strengthen cooperation with major Japanesemanufacturers and aim to have 30,000 technicalassociates

In recent years, both the construction and IT industries have been plagued
by a labor shortage, and there has been a growing momentum for clientcompanies to collaborate with UT Group to develop human resources.
In particular, the revised Labor Standards Act will impose upper limits
on overtime work in the construction industry from April 2024, which is
expected to increase demand for outsourced work services, and we see
this as a major business opportunity.
One of the strengths of the Engineering Business is that we have hiring
channels for potential engineers from other UT Group companies. We havea unique training program to encourage our associates who work mainly as
manufacturing operators to use the One UT program and are transferred towork as engineers. Going forward, the key to enhance growth opportunities
for workers is to strengthen collaboration in hiring, training, and customer
development, especially with UT Aim and UT Connect. Boosting the growthof workers and increasing the number of highly skilled engineers will also
contribute to improving the profitability of the business.

Founded in 2012, Green Speed has expanded the worker dispatch business
in Vietnam by doing business with Western global companies (i.e., fromthe U.S., Germany, and Italy) as well as domestic companies. We havethoroughly implemented rules for employee training even for one-day
dispatch, and have been highly regarded for the high quality of dispatchedworkers. Currently, Japanese client companies represent about 20% of ourtransactions, but we would like to strengthen our connections with major
Japanese manufacturers and accelerate our business in earnest using
our alliance with the UT Group as a foothold. At local plants of Japanesecompanies such as in the automobiles and electrical sector, 2,000 to 3,000
employees are always in operation, and the need for dispatched workers isgreatly expanding throughout Vietnam.
Taking advantage of our 10 years of experience and trust that has been
earned, 31 offices in Vietnam, and our ability to hire 3,000 people at most permonth, we have set a goal of promoting the Green Speed brand to Japanesecompanies and having 25,000-30,000 dispatched workers annually by 2025.

Hiroshi HOKARI
President, UT Construction Co., Ltd.
President, UT Technology Co., Ltd.
Joined UT Group in 2012 after
having worked at a peer company
for seven years. He was seconded to
UT Construction and served in onsite managerial positions. He wasappointed as executive officer in 2015
and as President of UT Construction
in 2018.

Japan

Le Van Hoang
President of Green Speed Joint Stock
Company
Established Hoang Nhan Co., Ltd.
in 2008 and Green Speed Co., Ltd.
in 2012, and joined the UT Group in
October 2020.

2022 UT Group Integrated Report41

to develop workers in the construction and IT industries,
which are constantly plagued by a labor shortage. Every
year, hundreds of our associates use the Next UT programand are transferred to the dispatched client company as its
full-time employees.

Worker dispatch company centered in Ho Chi Minh City, a city in thesouthern part of Vietnam. It is one of the largest of its kind in Vietnam,
employing more than 10,000 technical workers.

42

Expanding and enhancing business areas
mainly through M&A
UT Group is actively engaged in good workplace development through M&A across Japanto promote the Fourth Medium-term Business Plan.

Satoshi MORIYASU

M&A-driven good workplace development across Japan

Senior Executive Officer in charge of Business Development Divisiondispatch operators. In addition to enhancing local
workplaces, this will also improve profitability throughthe integration of career platforms. We plan to roll out the
M&A strategy throughout Japan.
Among several schemes for M&A, the main one isbusiness integration through acquisition of 100% of equityof a company. The way in which a deal proceeds depends
on discussions with the company to be affiliated. In allcases, we will promote M&A that can result in improving
the value of workers and client companies.

Since the start of the 2020s, we have been actively
strengthening our business base through M&A. Amongthe six key themes of the Fourth Medium-term Business
Plan, the four relevant themes are 1) to expand area
platforms; 2) to exploit work areas for highly-skilled
engineers; 3) to accelerate support for personnel
mobilization; and 4) to create vigorous work environment
empowering non-Japanese workers. In particular, in
the Area Platform Strategy, we have produced several
achievements in partnerships and M&A with local

Major M&As (March 2021 - May 2022)
2020 April

Three Toshiba Group companies (Kanagawa Prefecture): The three Toshiba Group companies engaged in personnel dispatch andBusiness strategy

other activities have become UT’s consolidated subsidiaries.

July

Mito Engineering Service Co., Ltd. (currently UT MESC Co., Ltd., Ibaraki Prefecture): A Hitachi Group company engaged in
manufacturing outsourcing and dispatch of design engineers for elevators. UT acquired all shares and made it a consolidated subsidiary.

OctoberGreen Speed Joint Stock Company (Vietnam): A holding company of two sta ng companies in Vietnam. UT acquired a 51% stakeand entered into a capital alliance. To serve as a career bridge of non-Japanese technical interns.

November

Seekel Holdings (currently UT Connect; Ibaraki Prefecture): Comprehensive personnel dispatch and outsourcing business based in

2021 April

Ibaraki Prefecture. UT acquired all shares and made it a consolidated subsidiary.

Aki-Japan Corp. (Tokyo): An engineer dispatching operator specialized in the construction industry. UT acquired a 20% stake of a special
holding company which held all shares of Aki-Japan, and entered into a capital alliance, on the premise of a business alliance.

Progress Group, Co., Ltd. (currently UT Connect; Aichi Prefecture): Comprehensive personnel dispatch and contracting businessMay

based in Aichi Prefecture. Its workforce were Japanese and people of Japanese descent. UT acquired all shares and made it a consolidated
subsidiary.

SURI-EMU Corp. (currently UT SURI-EMU; Aichi Prefecture): Comprehensive personnel dispatch and contracting business based in
Aichi Prefecture. Its workforce included many Japanese-Brazilians. UT acquired all shares and made it a consolidated subsidiary.

October

Fujitsu FSAS CREA (currently UT FSAS CREA; Kanagawa Prefecture): Administrative and IT-related personnel dispatch andcontracting business for operation and deployment work. UT acquired a 51% stake and made it a consolidated subsidiary.

Positioning of M&A in the Fourth Medium-term Business Plan

Accelerate support for
personnel mobilization

Create vigorous work
environment
empowering
non-Japanese workers

Promote partnerships and M&A
with regional dispatch
operators to enhance
workplaces in the area andimprove profitability throughintegration into career
platforms.

Strengthen the business baseof highly-skilled engineers
through partnerships withmajor dispatching operatorsand M&A of dispatch operators
specializing in engineers.

Promote support for personnel
mobilization and firmly
incorporate demand forstructural reform from large
companies, which is expected
to expand due to the changing
business environment.

While solidifying the base of thelabor management agency
business in Japan, establish
a business base for personnel
services overseas throughoverseas business alliancesand M&A.

Acquired:

Acquired:

Acquired:

Acquired:

Support System
Seekel Holdings
Progress Group, etc.

Aki-Japan, etc.

UT Toshiba
UT MESCUT FSAS CREA, etc.

Green Speed Joint Stock
Company

M&A

43

Started his career with a consulting farm. After serving as Director of PeachJohn Co., Ltd., Manager of of G.U. Co., Ltd. and Executive Officer of TAKE AND
GIVE NEEDS Co., Ltd., he is currently Senior Executive Officer of UT Group.

To create friends who aspire together toachieve the mission set forth by the UT Group

Expand the system to realize smooth groupbonding and raise employee awarenessI believe that the M&A strategy will play the roleof a driver that strongly drives UT Group’s Four
Medium-term Business Plan. Of the six key themes,
the M&A strategy is incorporated in the threethemes of expanding area platforms, accelerating
support for personnel mobilization, and exploiting
work areas for highly-skilled engineers.
Among them, we are making particular efforts at
M&A aimed at expanding the area platform. In April
2022, UT Community absorbed and merged several
subsidiaries that had joined the UT Group, andwas reorganized and renamed UT Connect. I thinkthat we need to build a new division responsible
for the Area Platform Strategy and strengthen thedevelopment of local workplaces amid the growing
needs of people who want to work locally.
That is why the strategy to acquire a local
dispatch operator which has established a local
hiring system and a network with client companies
and make it our subsidiary is greatly beneficial for
UT Group to build a business base that is closely
tied to the area. Collaboration with UT Group will
also benefit dispatched workers working for local
dispatch operators and their client companies. The
workers can avail themselves ofuse UT Group’s
personnel development programs, and complianceat workplaces will be enhanced, increasing thetrust of the client has in us.
I would like to emphasize that we are notmaking acquisitions to secure immediate sales. We
are carrying them out to accelerate the realizationof the Fourth Medium-term Business Plan andto increase our associates nationwide in order torealize UT Group’s mission to “Create vigorous
workplaces empowering workers” together.
The evaluation of target companies for M&A varies
depending on the situation, but we first use acertain sales scale to set a cutoff condition, and ofcourse we will scrutinize the candidate companies
from a multifaceted perspective, including arigorous simulation of how much the target
company can increase profitability through ouracquisition.
What is particularly important among thevarious criteria is how it fits with UT Group’s
corporate philosophy and policies, and whether
it has a compliance mindset emphasizing goodcare of workers. In interviews with the owner andthe top management of the target company, we
particularly focus on their views of employees andtheir corporate culture. If the company can sharethe values of UT Group, it makes sense to have thatcompany join UT Group.

UT Group’s Business Development Division
currently has four members. Each of us has over 10
years of experience in practical M&A and related
businesses in the areas of corporate management
planning, financial advice, and management
consulting. We perform due diligence, postintegration planning, and post-merger integration(PMI) practice at a level of experience equivalent tothat of M&A specialists at consulting firms.
We always make sure to include a postintegration business manager from the early stageof the M&A project to quickly advance the project.
We believe this is of utmost importance in PMI toensure that the business manager is committed
to grouping in of the target company and to gain
trust in its workplaces. As a result of our having
completed successful M&A deals, our associates
outside the Business Development Division have
deepened understanding of the importance of PMI
and its process. In FY3/2022, we standardized
the PMI process again, based on a review andevaluation of recent acquisition deals, and theknowledge shared by associates who have been
involved in PMI. This has resulted in establishing asystem to perform PMI with higher accuracy, in myview.
Again, we do not pursue superficial M&A thatentails re-labeling acquired companies. Our firstpriority is to promote a relationship of trust between
the workers and clients of the acquired company
and our group. We believe it is important to bring inassociates who can empathize with
UT Group’s values. We explain to those in theacquired company UT Group’s culture of creating
fair opportunities for everyone and making it abusiness and UT’s long-cherished values. We
also want to expand the nationwide network of
associates who sympathize with UT Group’s values.
We are dedicated to advance M&As to expand anddeepen better relationships between workers andclient companies.

2022 UT Group Integrated Report

Exploit work areas forhighly-skilled engineers

Expand area platforms

Expanding and deepening better
relationships between workers and clientcompanies through M&A

44

Chapter

Enhancement of the business baseand growth strategies

02

The growth of workers and improvement of the working
environment.
Synergies of these support the unique value chain of the UTGroup, and help realize vigorous workplaces, which adds to ourstrength that justifies being chosen by client companies.

UT Group’s unique value chain
UT Group’s value chain facilitates continuous growth of associates
and the improvement of their working environment.

UT Group’s value chain is unique and strong as it isstructured to continuously raise value in a sustainable
cycle centered on personnel development and thecreation of better workplaces. In this sustainable cycle,
associates receive extensive career formation support
as well as education and training, and raise their skills

and motivation. The performance of these high-valueadded associates leads to the development of new clientcompanies with better treatment and work environments,
and then leads to the realization of an environment inwhich more associates can vigorously work.

1

Secure personnel based on the needs of client companies

2

Support new hires meticulously

3

Aim to create added value for client companies and associates*

4

Achieve growth of associates according to their individual career plan5

A unique system that enables transfer of workers
for positions at a client company or UT Group

6

6

Improve workers’ skills and also their motivation for work

7

Good performance of highly skilled associates
helps boost development of new workplaces

Vigorously
work withskills attained
Enhancement of the business base and growth strategies

Workplacedevelopment
activities

1

Hiringactivities

Workplaceand labor
management23

Support forcareerformation

4

Note: “Associate” is a term UT Group has decided to use to describe its employees.

Education anddevelopment

5

Production oftalented
personnel

Creating
a vigorous
workplace
7

Hiring activities

Workplace and labor management

Support for career formation

Education and development

Production of talented personnel

By proposing a system for fostering
personnel and enhancing their added
value, we seek to improve theirtreatment and the working environment
at their dispatched workplaces anddevelop new clients. A sustainable cycle
centered on personnel development andthe creation of better workplaces is aunique value chain of UT Group.

Our hiring activities aim to match theneeds of job seekers to the needs ofclient companies on a nationwide scale,using recruitment methods according
to the characteristics of each area.
In April 2022, we opened JOBPAL, a
comprehensive job site that integrated
job information from UT Group
companies, to expand the contacts with
job applicants.

On-site managers are responsible formanaging the health and motivationof each associate, as well as
understanding and managing the statusof the working environment at clientcompanies and outsourced workplaces
where UT associates work daily. We
encourage both associates and clientcompanies to join us in creating anenvironment where associates can worksafely and reassured.

UT Group’s internally certified CareerPartners suggest the best career
path for each associate and support
motivated and growing associates
through regular career interviews. In the
personnel system, we have achieved afair and highly transparent evaluation
system.

Based on the Group’s unique threestep education system, we offer a wide
range of programs from the basics toprofessional knowledge. In addition
to collective training and online live
training, e-learning and other selflearning programs are available. In
addition, we have educational facilities
that allow associates to develop
knowledge and skills through first-handexperience of using actual equipment.
Even the unexperienced can acquire
practical skills.

A variety of job and transfer
opportunities are realized with UT’s
systems, including One UT (job change
from manufacturing operator to highlyskilled engineer) and Next UT (transferfrom UT’s dispatched worker to aclient company’s full-time employee).
We respect the will and careers of
associates and have established asystem to position the production oftalented personnel as an important partof business.

2022 UT Group Integrated Report

47

Workplace development activities

48

UT Group’s unique value chain

Hiring activities

CLOSE - UP !
[ Main initiatives ]Our hiring activities are aimed atmatching the needs of job seekers
to the needs of client companies
on a nationwide scale, using
recruitment methods according
to the characteristics of eacharea. We also use a wide range ofrecruitment channels, including
marketing for recruitment, callcenters that serve as application
points for job seekers, interviews
at offices nationwide, and online
interviews. We launched JOBPAL,
a job site for dispatched workers,
in April 2022 to expand points ofcontact to job seekers.

Enhancement of the business base and growth strategies

Vigorously
work withskills attained• Recruiting job seekers according toareas and job characteristics• Call centers accepting applications• Interviews at o ces nationwide• Online interviews

Improvement in efficiency by hiring via JOBPAL
Workplacedevelopment
activities

Hiringactivities

Workplaceand labor
management

Support forcareerformation

Educationanddevelopment

Production oftalented
personnel

BEFORE• Hiring activities by each
operating company• Uncoordinated, different
formats of job information• No sharing of information on
job seekers

Creating
a vigorous
workplaceCreating a vigorous
workplace[Targets by 2025]

AFTER• Integrated management of
information on jobs and job
seekers of the UT Group• Building of a member networkof job seekers to enable
matching with client companies

Workplace development activities

Users

700,000 per year

Job applicants

80,000 per year

Registered members

49[ Main initiatives ]• Client development• Proposals on use of personnel• Business outsourcing proposals• Compliance system construction• Workplace improvement proposals

Building a compliance system
Proposals for establishing a system forcompliance at dispatched manufacturing
sites in cooperation with client companies isanother of our initiatives. We share our knowhow accumulated in creating workplaces, infields such as management of working hours
and mental health care. We are working
to create a workplace environment where
employees can work with peace of mind by
developing on-site managers with knowledgeof laws and regulations and compliancematters, and by formulating measures toprevent occurrence of risks and prevent
recurrence when they occur.

[ Main initiatives ]• Labor management by on-sitemanagers• Corporate housing arrangement
and management• Transportation• Labor management• Joint safety and healthconference• Regular meetings for workplace
improvement with clients

The UT Group on-site managers are in charge ofcreating a worksite based on the needs of the clients

Achieving

2,000 hires
per month!

400,000

CLOSE - UP !

Labor management by sitemanagers
In the UT Group, labor management at
the dispatched manufacturing site is not
entrusted to the client company, but iscarried out by UT's on-site manager. Onsite managers not only manage attendanceof associates, but also are involved in theirhealth management and mental care so as
not to hinder clients’ production plans while
helping associates. We also provide healthand safety education in accordance with
OSHMS* guidelines to prevent occupational
accidents. The creation of a good workplaceenvironment by site managers has a positive
impact on hiring activities and leads to thedevelopment of new clients.

*OSHMS: A system of safety and health management aimed atraising the level of safety and health at worksites
2022 UT Group Integrated Report

The basic system of UT Group
is to improve the skills andmotivation of associates, under
its extensive career formation
support. By proposing such asystem for fostering personnel andenhancing their added value, we
seek to improve their treatment
and the working environment attheir dispatched workplaces anddevelop new clients. A sustainable
cycle centered on personnel
development and the creation of
better workplaces is a unique value
chain and a great strength of UTGroup.

CLOSE - UP !

On-site managers are responsible formanaging the health and motivationof each associate, as well as
understanding and managing the statusof the working environment at clientcompanies and outsourced workplaces
where UT associates work daily. At
the outsourced workplaces, we haveestablished and have been operating
a labor safety and health management
system based on the OSHMS*, and at
the dispatched workplaces, we work
hard to create pleasant workplaces
jointly with client companies. We
encourage both associates and clientcompanies to join us in creating anenvironment where associates canwork safely and reassured.

In April 2022, we launched JOBPAL, a
comprehensive job site that integrated job
information from Group companies. We
aim to expand the hiring capacity of theentire UT Group by posting job informationof the entire UT Group. In the future, theregistered information of job seekers (JOBPAL
members) will be shared by Group companies
and a member network will be built to enable
continuous contact. Our plan is to acquireapproximately 700,000 users and have 80,000
job postings per year by 2025. We also plan
to expand the monthly hiring capacity of
1,000-1,500 to around 2,000 for the UT Group
as a whole.

Vision for JOBPAL

Workplace and labor management
The UT Group is working to create an environment where
each and every associate can work energetically.
Creating a good workplace environment will have a positive
impact even on hiring activities and lead to new workplacedevelopment activities.

Opened JOBPAL, a job site fordispatched workers

Clientcompanies

50

UT Group’s unique value chain

Education and development[ Main initiatives ]Based on the Group’s unique threestep education system, weoffer a wide range of programs from the basics to professional
knowledge. In addition to collective training and online live
training, e-learning and other self-learning programs areavailable. In addition, we have educational facilities that allow
associates to develop knowledge and skills through first-handexperience of using special equipment. Even the unexperienced
can acquire practical skills step by step.

• Practical training to nurture professionals by job type
• Development of a three-step education system• Rich educational opportunities• Curriculum of hands-on learning at training facilities

CLOSE - UP !

Three-step education program

Vigorously
work withskills attained

Workplaceand labor
management

Hiringactivities

Support forcareerformation

Educationanddevelopment

Production oftalented
personnel

Vigorously work withskills attained
Support for career formation

51[ Main initiatives ]• Support by CareerPartners• Regular career interviews• Enhanced career pathsof choice• A common group HR
system for performance
evaluation

CLOSE - UP !

Supported by Carrier Partners
Internally-certified Career Partners support the careerdevelopment of each associate according to their life plan, inareas of training, acquisition of qualifications, transfer to a clientcompany, etc. Career Partners maintain face to face contact
with each and every associate, to think together about their
future and support it – so that not one person is left behind.

Full range of career paths to choose fromUT Group has developed career paths that enable eachassociate to grow according to their life stages. This includes“Good Job,” which allows associates to freely choose theirworkplace within UT Group, “One UT,” which allows them tochange careers within UT Group, “Next UT,” which supports
the transfer of dispatched associates to positions as fulltime
employees at client companies, and “UT Entry,” which allows
any associate to nominate themself for an executive position.
All of these systems were beyond the thinking of conventional
dispatch companies. They have truly embodied UT Group’s
philosophy of broadening the potential of each associate since
the Group’s foundation.

Three-step
education program

One of the key efforts for HR development in
the UT Group is to support "manufacturing
operators" on site so that they can advanceto "manufacturing engineers" who areresponsible for production technology andequipment maintenance. Our latest example ofthese efforts is the opening of the Technology
Skill Development Centers. They are in-housetraining facilities to develop semiconductor
manufacturing equipment engineers, and four
centers are currently in operation throughout
Japan. We also operate the UT Advanced
Career Center (UTACC), a dedicated facility fortraining skills that can be used immediately on
manufacturing sites, and practical programs
are provided to nurture inexperienced
personnel into engineers.

Application of specialized areas

Basics of specialized

Understanding of a job, a workplace, and aclient company
Communication skill

Portableskill

Digitalliteracy

Continual
learning

Preparation of your mind and body
Areas of interests

See page 55 for details

Production of talented personnel
A variety of job and transfer opportunities are
realized with UT’s systems, including One UT (jobchange from manufacturing operator to highlyskilled engineer), Next UT (transfer from UT’s
dispatched worker to a client company’s full-time
employee) and UT Entry (associates’ voluntary
nomination to the position of person in chargeof group management or of executive officer).
We respect the will and careers of associates
and have established a system to promote eventhe production of talented personnel as part ofbusiness goals.

CLOSE - UP !
[ Main initiatives ]UT Entry• One UTUT Entry is a unique system that
supports candidates for the desired
post and reassignment. All associates
have the right to apply for entry
into the system, whereby they cantake on the challenge of a different
position or an executive officer postof the UT Group. This industry-firstsystems aims to foster motivation andsatisfaction by providing fair career
opportunities for all associates.

• Next UT• UT Entry

Primary career paths
Select an optimal job

Good Job

Enable associates in the
manufacturing division to
select their own workplace

Career path to become
an engineer

Support the transfer to adispatched client company

Career path to become a business
manager or an executive

Enable a career change from amanufacturing operator to anengineerSupport the transfer for
position as full-time employee
at a dispatched client company

Enable voluntary nomination toa business sta , a manager, oran executive

One UT

Next UT

2022 UT Group Integrated Report

UT Group’s internallycertified Career Partners
suggest the best career
path for each associateand support motivated andgrowing associates throughregular career interviews.
In the personnel system,
we have achieved a fair andhighly transparent evaluation
system by utilizing acommon groupwide
system consisting of“base evaluation”, which iscentered on the duration ofservice, attendance rate,and collaboration, and“job evaluation”, which iscentered on job quality.

Since its founding, the UT Group has been working
to support the career development of associates anddevelop various educational programs.
Associates who have improved skills and have become
motivated will embark on a new stage by changing jobs
inside or outside the UT Group.

Common to all work types

Creating
a vigorous
workplace

By type of work

Enhancement of the business base and growth strategies

Workplacedevelopment
activities

The UT Group's educational
program is designed
based on its own "threestory education system."
The first step is to acquire
important basic learning
necessary for working asa member of society, suchas basic communication
skills, problem solving
skills, and self-management
skills. Then the second andthird steps are to acquirebasic and specialized skills
required for each job type ineach workplace.

Experiential curriculum at training
facilities

UT Entry52

Efforts to strengthen the value creation base
UT Group considers the securing and development of personnel as the foundation of value creationand is committed to creating good workplaces and conducting careful hiring activities.

Manabu SOTOMURA

Reassurance and Bonding to expand Growth of each individual
UT Group has strived to provide Reassurance, Bonding,and Growth to associates* since foundation. This is abase to improve their skills and provide a higher quality
workforce to client companies. We employ dispatchedworkers as regular employees with an open-ended
employment contract, and our Career Partners support

Director and Senior Executive Officer in charge of Management Reformation Division

their career formation. Our associates are further
motivated by our internal training programs and transfer
systems. These result in raising value of our workers andultimately, higher customer satisfaction.

Enhancement of the business base and growth strategies

Reassurance

Bonding

GrowthCreation of quality workplaces;
Thorough labor management

Career Partners;
Dispatch in teamTraining programs;
Personnel promotion systems

We ensure stability of life and continuityof careers for our associates by hiringthem as regular employees with an
open-ended employment contract.
They are covered by social insurance
and some corporate housing isavailable. We also work on developing
more workplaces.

We offer an environment where
associates can communicate with their
managers and colleagues so that they
can work with peace of mind. Regularinterviews with a Career Partner are
held. A workstyle of team dispatch thatenables working with colleagues in thesame workplace is also established.

We offer training programs and career
opportunities. Systems for internal
career change and transfer to a clientcompany and a system to participate
in management based on skills andexperience have also been established.

Transformation: from a “hiring agency function” to an “employment agency function”
strengthen UT Group's employment agency function sothat all processes from HR hiring, retention, development,
and training for work-readiness, are handled by UT Groupon behalf of client companies.

UT Group’s employment agency function

HR hiring

Retention

Initiatives to promote diversity

Development

Training
for work-readiness

Target ratio of female managers at major
operating companies including UT Group Co.
FY3/2022

FY3/2025(target)Number ofmanagers

427−

Number of female
managers

48

73

Ratio of female
managers

11.2%

15.0%

With the aim of creating more value during the
Fourth Medium-term Business Plan, UT Group isenhancing its business model. The concept is to
shift from providing a "hiring agency function" toproviding an "employment agency function."
To date, UT Group has grown in terms of thestrength of “committed orders” to assign a large
number of dispatched workers to the worksites ofclient companies (mainly large manufacturers) when
they need them. This is the know-how of the hiring
agency function built up by UT Aim, which plays acentral role in the Manufacturing Business of the
UT Group. This is still a successful model, but weare evolving our business model to provide morevalue to our clients. At present, what is needed in
the worksites is not merely mass hiring but going
one step ahead to retain workers. In other words,
considering the increasingly apparent shortage ofworkers, we want qualified people who have been
hired, at a cost, to play an active role for a longtime.
Education opportunities, workplace
improvement, and treatment improvement are allneeded to retain workers. Therefore, our conceptof an "employment agency function" is that UTGroup takes care of all the work needed for a clientcompany’s employees to be retained on behalf of theclient, that is free to concentrate on other priorities.
By working together with the client for careerdevelopment of its workers, the mutual trust
between the client and us can be deepened.
Depending on the worksite, we also respond to
consultations regarding compliance matters. I
believe that such a relationship building will leadto an increase in the share of the client’s dispatchwork.
We have set as our target to double our current
overall market share of about 8% by strengthening
the employment agency function. We believe thatan increase in market share and trust of clients
will result in growth in demand for our dispatchedworkers. We are thus working to strengthen theemployment agency function with the ultimate aimof increasing the number of technical associates to
50,000-60,000 by FY3/2025.

We will create workplaces where female
leaders can play an active role throughoutJapanin workplace development. So far, our workforce inmanufacturing dispatch—UT’s main business—has
been dominated by young men. However, against
the backdrop of the social issue of the decline in
the working population, we are also focusing on
empowering women and older workers. We areparticularly making efforts to expand opportunities
for women to play an active role.
UT Group launched the Women’s Empowerment
Promotion Project in April 2021. Our goal is toincrease the ratio of female managers at major
operating companies, including UT Group Co. to
15% by April 2025. As the ratio as of April 2022 was
11.2%, we are only halfway to achieving the goal.
The three themes we focused in FY3/2022 were:
1) identifying and developing female managerial
candidates; 2) identifying current issues and raising
issues by female leaders in the on-site and indirect
divisions; and 3) raising issue awareness of top
executives of each organization and forming theircommitments. There remain many issues thatneed to be resolved in terms of workstyle, work
environment, and growth opportunities with due
consideration to the characteristics of our business.
In FY3/2023, we are further evolving initiatives byimproving the foundation and environment for theactive participation of women. Creating workplaces
that empower female leaders across Japan isthus indispensable in promoting the Area Platform
Strategy of the the Fourth Medium-term BusinessPlan.
We are moving forward into a new era bycreating workplaces possessing diversity, whichmeans inclusion of women, older workers, nonJapanese, and freelancers across Japan. A change
in the mindset of management is under way.
I have more than 30 years of experience inthe worker dispatch industry. This is the third
company where I oversee a project to promote
the advancement of women. Having experienced
various workplaces, I can assert that companies
that stick to its existing, traditional success model
will inevitably decline. We need to constantly
question and improve the success model, but
moreover, we have to create a variety of successmodels. In our case, if the success models lead tohelp increase the value of our client manufacturing
companies and our workers, our business willdefinitely become sustainable.
Move ahead and act one step further for ourclients. I believe that is the role of UT Group, aleading company in the industry.

2022 UT Group Integrated Report

UT Group’s challenge in the worker dispatch industry hasentered a new stage. So far, our workforce in manufacturing
dispatch—UT’s main business—has been dominated byyoung men. From now on, the new mission of UT Group is tocreate a society where women and older people can work withenthusiasm and a sense of accomplishment.
As part of our efforts to promote diversity among theworkforce, workplace in April 2021 launched a project topromote the advancement of women. We are implementing
various measures after setting the goal of increasing theratio of women in managerial positions at major operatingcompanies of the UT Group, including UT Group Co., to 15%
by FY3/2025.
53

Joined Recruit Co., Ltd. in 1991. After serving as BELLSYSTEM24 Co., Ltd.
as Executive Officer, he joined UT Group in 2017 and has been in the current
position since 2019.

What is needed in the worksites is not merely
mass hiring but going one step ahead toretain workers

Three key factors provided by UT Group to associates

In responding to the HR needs of major manufacturing
companies, which are client companies, UT Grouphas expanded its business by hiring a large number of
personnel and dispatching them to worksites throughout
Japan. Going forward, we will evolve this model andTransforming from a “hiring agency function”
to an “employment agency function” toprovide more value to clients

In order to accept more workers in line with ourpolicies, the awareness of diversity is indispensable

54

Efforts to strengthen the value creation base

Building a career platform that is open to400,000 manufacturing dispatched workers
Providing career development support services for 400,000 employees in the
manufacturing worker dispatch industry

Enhancement of the business base and growth strategies

UT Group has developed career paths that enableeach associate to grow according to their life stages.
This includes “Good Job,” which allows associates tofreely choose their workplace within UT Group, “OneUT,” which allows them to change careers within
UT Group, “Next UT,” which supports the transfer
of dispatched associates to positions as fulltime
employees at client companies, and “UT Entry,”
which allows any associate to nominate themself foran executive position.
In addition, UT Group plans to provide to a greaternumber of workers the career development support
know-how accumulated by UT Group, through suchmeans as individual career counseling and online
education. This service has so far been provided
to approximately 30,000 technical associates of
UT Group, but will be made available to 400,000
people working in the manufacturing worker dispatch
industry. The infrastructure for this is JOBPAL, a
comprehensive job site for dispatched workers, which
was launched in April 2022. We will disseminate avariety of information on career development support
to registered members of this site.

Since 1991 up to 2015, he had been engaged in research and development in
the HR assessment area at a company related to Recruit. After being in the
management of the artificial intelligence business, he joined UT Group in 2018.

Providing services that workers can routinely
use, even when they are not looking for a job

Job postings

Assessment(aptitude test)

Online educational
contents

JOBPALA job site fordispatched workers"One UT" and "Next
UT" job change
support contents

Career development
support contents
VR work experience
contents

basic training to expert training include a lot of group
work to nurture a culture of help and competing with eachother in addition to obtaining knowledge. Each learner isgiven guidance tailored to the learner’s competence byrepeated interviews by a lecturer before, during, and after
the training course.

Technology Skill Development Centers for developing semiconductor
manufacturing equipment engineers
In response to the growing demand for semiconductors
worldwide, UT Group has established the UT Group
Technology Skill Development Centers in four locations,in Kitakami City (Iwate Prefecture) in December 2020,and subsequently in Yokkaichi City (Mie Prefecture),
Osaka City (Osaka Prefecture), and Kumamoto City
(Kumamoto Prefecture) as training facilities for developing
semiconductor manufacturing equipment engineers.
Through training from basic working skills to knowledge
and skills in specialized areas, we plan to develop 3,000
engineers in three years.

Senior Executive Officer in charge of Career Development Division

A wide range of information from the JOBPAL toworking men and women!

UT Advanced Career Center (UTACC), a dedicated facility for developing engineers
UT Group operates the UT Advanced Career Center(UTACC), a dedicated facility that fosters manufacturing
engineers who become ready to work at the
manufacturing site. UTACC has a variety of practicalprograms to train associates with no experience inengineering to become engineers. The courses from

Kentaro YAMAGISHI

Technology Skill Development Centers
across JapanMay 2021
Osaka, Osaka Pref.

March 2021
Kumamoto,
Kumamoto Pref.

Dec. 2020
Kitakami, Iwate
Pref.

2022 UT Group Integrated Report

March 2021
Yokkaichi, Mie
Pref.

The UT Group has set the goal of “Creating a‘diversity & inclusion’ workstyle platform” in the
Fourth Medium-term Business Plan. So, what
exactly is the workstyle platform of UT Group? The
mission of the Career Development Division, of
which I am in charge, is to clarify and realize thisvision.
The UT Group has long aimed to build aplatform for roughly 30,000 technical associates
of us. With the horizon goal set as 2025, we
will release our internally-accumulated careerdevelopment support contents and know-how
to the outside world. We are thus tackling tocreate a system that involves 400,000 workers
manufacturing dispatch.
Until now, the point of contact between UT Groupand job seekers was a one-off job recruitment. We
have therefore built a career development support
system for these job seekers. In the future, wefeel we need to respond to the diverse "wants" ofthe working people. Various "wants" may include:
want to work, want to know about jobs, want toadvance career, and want to make friends. UTGroup therefore needs to create a comprehensive
community for working people with individualized
job matching as the core.
The entry point for this is JOBPAL, a
comprehensive job site for dispatched workers
that was launched in April 2022. For instance,
when you search for products from Amazon,
products in similar categories are recommended.
In the same way, we may be able to propose aworkplace that will lead to career advancement of
JOBPAL members, based upon understanding theircharacteristics. In order to achieve this, we intend
to create a database of job information, etc. enteredby Group companies nationwide, in a unified
format, and to incorporate AI-based matching
functions.
The biggest challenge may be that out of
the target of 400,000 manufacturing dispatchedworkers, those who want to find a job right now
may be at most about 10%. What kind of conditions
will attract the remaining 90% of people who are
working as usual? It would be the conditions which
respond to anxiety for the future and worries aboutcareer development.

its business domains with a focus on Reassurance,
Bonding and Growth. The support for the careerdevelopment of our associates is what we haveworked at since day one, and we have built a varietyof career development support systems with thehighest priority on broadening the potential of eachand every one. Going forward, we plan to open
these systems and career development systems
to the outside world as well. Specifically, we arethinking about sharing systems such as One UT,
which supports career change of workers within theGroup, and Next UT, which supports their transfer
to a client company, with a community of 400,000
members.
Its purpose is, of course, to help workers
learn more about higher salary jobs and careeradvancing jobs in this community, and to enhancetheir own value. In the process of so doing, wecollect data such as workers’ attributes as wellas their desire for which job type, at which timing,with how much income. By doing so, the needs ofworkers will become apparent and we can improvethe matching accuracy.
In addition, we will utilize the online system tomeet the needs of workers living throughout Japan.
We are also developing skills training and workplace
experience programs using virtual reality (VR)systems. In order to become a career platform thatcan be used by 400,000 working in manufacturing
dispatch, the number of job openings is alsoneeded. We are thinking about constantly posting
more than 100,000 job openings by expanding theindustries and job types to adjacent areas or new
areas of the manufacturing industry.
By building such a career platform, we aim tolower the hurdles of changing jobs in Japan. Those
who work in the future should do more for “careerdevelopment to their liking.” In the UT Group’s
community of 400,000 people, we desire to createa world where people can freely choose jobs while
improving their skills and take on the challenge ofhigher value-added jobs.

We will also make our training system andcareer development system open to theoutside worldSince its founding, UT Group has been expanding

Opened 4 Technology Skill Development Centers (Dec. 2020 - May 2021)

55

56

VOICESUT Group associates are working vigorously in workplaces throughout Japan.
We asked them about their current job and their outlook for the future.

from UT associates

A lump-sum contract covering from manufacturing
to installation and adjustment after shipment at a
semiconductor equipment manufacturer's factory.

Enhancement of the business base and growth strategies

I am now in the seventh year as a manager of Taiwa
CF* in Miyagi Prefecture since being assigned in 2016.
I am in charge of worker dispatch to semiconductor
manufacturing equipment (SME) factories. I have longexperience in the semiconductor industry and has beenon site since 1987. Back then, Japanese semiconductors
were called the "rice of industry," and U.S.-Japan“semiconductor friction” became a problem. Then in
2016, I joined UT Aim, where I gained experience as amanager responsible for contracting operations anddispatch worker management mainly in the Tohoku areasuch as Iwate, Miyagi, and Akita Prefectures.
Currently, I oversee contracting operations for SME
manufacturers as clients. I also undertake management
for a series of tasks such as final assembly, adjustment,
and shipment of SME, as well as for tasks to handle
matters from installation to start-up of the SME after
shipment on the client’s customer site. QCDSM (Quality,
Cost, Delivery, Safety, and Manpower) must be controlled
at the discretion of the manager and must lead togenerate revenue. It is like running one company, and it
has the real pleasure of being able to pursue great profits.
But if you make a mistake in what you do, the effect is not
small.
As the semiconductor market is currently on an
expanding trajectory, it is necessary to secure andcultivate human resources at the plants operated byclients in accordance with their increase or change of
production. In response to these trends in demand, I
always aim to expand orders in new processes while
exploring customer needs. One of important tasks fora manager is that of workplace development activities,
that are needed so that we can take on many high-quality
workplaces.
In addition, quality control and safety management
at the site are also important tasks. I make certain toplace experienced leaders at the worksites, and they takegood care of these sites. I think that the introduction ofa job grade system, which enables the level of job duties
and skills to be reflected in salary, is also a major factor
in the stable functioning of the worksite. I believe that
improving skills across the team and returning profits toour associates result in improved customer satisfaction.
Of course, I myself am engaged in labor affairs
management on site. When I meet with associates at themorning meeting every day, if there is an associate wholooks somewhat different from usual, I try to speak to that
person. The associates also talk to me without hesitation.
By prioritizing workers above all else, we can build astrong relationship of trust, and create a workplace where
there are no major accidents and few workers who quit.
Personally I am so pleased when I feel that I am trusted
by the associates on site.
My next goal is to increase our market share of
dispatched workplaces of the client company where I
am assigned. Currently, my client factory with its 4,000
operators is using many worker dispatch companies
and I intend to obtain information on market trends
and client production trends ahead of our competitors
and to make proposals that will lead to improved
productivity of the client. Fostering my replacement isalso a major mission. Taiwa CF, which I am in chargeof, has particularly complex contracts, which require awide range of knowledge in the areas of quality control,
safety management, production management, labor
management, revenue management, etc. I must also
help my potential successors obtain the ability to act andmake judgments while experiencing what goes on at theworksites.
My basic education stance is, "Show you what todo, let you do it, praise you, and correct it if you fail, as
it is my fault of not teaching you well enough." This is thesaying of Isoroku Yamamoto, a Japanese Marshal Admiralof the Imperial Japanese Navy during World War II. My
job is to create a mechanism that allows young people toactively take action in order to increase their experiencein the worksite. I dream like to make Taiwa CF one of the
top places that foster managers in Japan someday.
* CF (Carrier Factory) is the name of UT Aim workplaces.

I carefully monitor market trends
and focus on implementing on-sitemanagement so as to flexibly respondto customer needs.

Joined UT Aim Co., Ltd. in 2006
Manager of Group 5 of Tohoku
Section 1, North Japan Business
Unit,
Taiwa CF Career Manager, andTaiwa Logi CF Career Manager
57

Ryosuke Sano
Joined UT Group Co., Ltd. in 2018
General Manager in charge of
Integrated Site Service Planning
Unit and Integrated Site Service
Planning Section,
Business Innovation Division

We want to expand the UT Group’s HR platform
not only in Japan but also around the world.
JOBPAL, which was launched in April 2022, is acomprehensive job site that integrates job informationfrom UT Group companies. The aim is to contribute to the
expansion of the hiring capacity of the entire UT Group by
posting job information held by the UT Group as a whole.
I joined UT Group in April 2018 as a new graduate, anduntil my third year, I was involved in HR-related work in
the Personnel Planning Unit. I participated in the JOBPAL
project in April 2021, my fourth year at the company.
I heard from my boss that the theme of "building ahiring base across the UT Group" was raised at theManagement Committee meeting held in January 2021,
and I said "I really want to do it."After that, I managed the JOBPAL project for abouta year until the launch of the site. I had no experience inpromoting such a large-scale project, but with advice
from experts inside and outside the company, I designed
the entire site, gathered production members, and worked
on scheduling and work direction. The most difficult
task in constructing the JOBPAL system was to unify
the hiring information and the registration informationof job seekers, which had been separately managed byeach Group company in different formats. It was reallydifficult to integrate the business process from posting
job information to registering job seekers and hiring into
the same system, while listening to the needs of each
operating company.
I joined UT Group as a member of the first new
graduate hiring and development program specifically forexecutive candidates, which started in April 2018. ThisJOBPAL project, in which I participated during my fourthyear at the company, was indeed the first challenge forme. It was tough for a young associate with no experience
to move from one frontline to another, crisscrossing thecountry, but over the past year, I have reaffirmed theimportance of sincerely facing the challenges of thefrontlines and the importance of involving those aroundme and collaborating with them. At the same time, I foundout that the job of using data and digital tools to improve
operations was a great opportunity for young associates
to demonstrate their strengths as digital natives. I
would like to continue using my knowledge of digitaltransformation as a strength in the future.
My goal of JOBPAL is to see that it becomes a website
with 400,000 registered members and the foundation for
the UT Group to hire 2,000 employees per month. I believethat JOBPAL is an indispensable tool for accessing not
only projects for major manufacturers, but also projects
in the newly-established Area Business. And I personallyhave even bigger dreams. I want UT Group’s platform for
manufacturing and human resources to be deployed not
only in Japan but also around the world. We all know that
there are platformers like Amazon and Uber in the world.
I want to send out a business model from Japan that cancompete in the world and rank with the likes of thesetwo. That model would be a human resource platform inwhich "workers" play the leading role, in my view. In orderto achieve this, system infrastructure such as JOBPAL is
indispensable. First of all, we would like to achieve theannual targets of 700,000 users per year and 80,000 job
applicants by 2025, and move on to the next phase of
JOBPAL.

2022 UT Group Integrated Report

Tetsuo Otsuki

My goal is to achieve monthly hiringof 2,000 workers through JOBPAL, ourcomprehensive job site for dispatchedworkers.

58

VOICE from UT associates

I received training at the Technology Skill
Development Center and became an SME
engineer.

We will take workers to the nextstage by making full use of adatabase of HR information.

Enhancement of the business base and growth strategies

Miki Kuroda
Joined UT Group Co., Ltd. in 2018
General Manager of Future Quest
Unit
Career Development Division

What we want to achieve is to expand the potentialof each and every working person.

59

Since joining UT Aim, I havebecome more career-oriented.

2022 UT Group Integrated Report

In recent years, the importance of digital transformation(DX) has been repeatedly emphasized, and DX projects
are progressing steadily in UT Group. The Future Quest
Unit in the Career Development Division, where I work as
general manager, develops educational systems using
digital technology with the aim of promoting research that
leads to the creation of the future and developing newservices.
I have more than 20 years of experience as a humanresources (HR) consultant and developer of education
services at an HR development company. In recent years,
I have been engaged in issues such as digitalization of
education and enhancement and utilization of HR data. I
was fortunate to get involved in the career developmentof UT Group, which is in a transformational stage. I am
taking it as a great opportunity for me to make use of myexperience.
Career development support of UT Group can bebroadly divided into two stages. The first is the initialstage up to the third month of joining the company. This is
the stage in which new associates acquire basic businessskills such as communication, and work attitudes, sothat they can quickly become familiar with and play anactive role in the new workplace. The second is to help
associates, after the fourth month of joining the company,
to come up with a clear direction to aim at for the future,and to support practical formation of their career. The
mission of the Future Quest Unit is to support thesemeasures with DX. In other words, it is the developmentof infrastructure to support career development.
One specific initiative is to strengthen the HR
information databases and accelerate their use. We strive

to centralize management of dispersed information ofindividuals, such as information obtained through careerinterviews and day-to-day interactions (i.e., the technicalassociates' work history, career-related activities, futuregoals and values) as well as information on the resultsof UT’s self-developed assessments (aptitude tests) for
technical associates, and skills and qualifications. We will
provide education tailored to each individual, utilize it for
their career planning, and aim to realize data-based HR
development.
We plan to use this initiative to support individualcareer development based on HR data by way of JOBPAL,
our comprehensive job site for dispatched workers.
This can be said to be a challenge for us, to build a HR
database and support career development for 400,000
people working in the manufacturing dispatch industry.
In order to achieve this, we need to enhance not only
educational content but also a lineup of various services.
What can we offer to 400,000 people, and how can
we inspire our users to change? I find this to be a big
challenge for me in terms of both quality and quantityof what we must do. What we want to achieve throughthese initiatives is to expand the potential of each andevery working person. Our list of goals includes therealization of a service that provides "encounters with newoccupations and careers that a person has not imagined,"
which is difficult to achieve with a job matching service inwhich job seekers enter desired conditions and strengths,
and search for a job. We are working on building andenhancing our HR database so that we can make aplan tailored to each person. We are also developing amechanism of simulated job experience by making fulluse of technologies such as AI and virtual reality (VR).
Innovation that leads "working people" to a new stage isabout to be born from this.

Since joining UT Aim, I have become more careeroriented, and I am able to think positively about my workand my future. I think this is the influence of managers
and colleagues around me who always give me advice.
As a semiconductor manufacturing equipment (SME)engineer, I am taking on new challenges every day.
Before joining the company, I worked as a contract
employee at an automobile parts manufacturer and asemiconductor-related factory in Toyama Prefecture, myhometown. I felt something was missing from the job of amachine operator. I wanted to perform extensive tasks asa full-time employee. So I decided to take on a challenge
of a new job at UT Aim. At the time, I had never been outof Toyama Prefecture, so I was attracted by the fact that
I could work anywhere in Japan. That was when I was 24
years old.
After joining UT Aim in March 2020, I was trained
as a manufacturing operator at a semiconductor
manufacturing plant in Ishikawa Prefecture for abouta year. At the site, I heard from the manager in charge
about the SME maintenance work and became interested.
I then decided to use One UT, an intra-group job change
support program, to become an SME engineer.
The UT Group has the Technology Skill Development
Centers, that are facilities to train SME engineers inhouse. I received training in March 2021 as a first-year
student at the Tokai Technology Skill Development
Center. Students learn the basics of semiconductor
manufacturing, including how to use PCs and tools,

as well as difficult chemistry and electromagnetics. I
didn't know anything about these, and I was almost
overwhelmed going through the program’s three weeks,
but I managed to complete the course and started
working at an SME plant in Mie Prefecture.
I am currently in charge of overall maintenance ofthe semiconductor manufacturing process. We inspectvarious devices, and service and replace them before
problems occur. There are many things to learn, and it isquite a profound job. Looking back, when I was working
as an operator at a factory in my previous job, I was
waiting for instructions. Now, I think by myself and act
ahead, which is highly evaluated by the employees of theclient company and I feel a great sense of satisfaction. In
the future, I would like to take on the challenge of not only
anticipating problems but also analyzing the causes of the
problems. Junior employees from the Tokai Technology
Skill Development Center joined my workplace, and now
I am in a position to teach them. I desire to become aleader in charge of a team of about 10 members of UT
Aim. In addition, I have the dream of becoming a fulltime employee of the semiconductor manufacturer I am
currently working by using Next UT, a support system fortransferring to a dispatched client company. I still have a
lot to study, but I would like to aim for even higher levels.

Ginmaru Yamamoto
Joined UT Aim Co., Ltd. in 2020
Yokkaichi Higashi CF
Tokai-Hokuriku Business Unit
60

ChapterFinancial and non-financial highlights

03

In FY3/2022, UT Group made aggressive efforts for market
share expansion and achieved record highs in the number oftechnical associates and sales.
We continue to focus on completing the ongoing
Fourth Medium-term Business Plan and aim toachieve further evolution anchored on a solid financial base.

Financial strategy and capital policy

How do we realize investments for future growth? We will support sustainable growth financially byconsistently securing cash, and maintaining and improving financial soundness.

In FY3/2022, UT Group recorded record-high sales of¥156.7 billion and the number of technical associates
in Japan exceeded 30,000 at the end of the fiscal year,at 31,636. EBITDA, on the other hand, decreased ¥0.4
billion from the previous year to ¥7.5 billion due toan increase in hiring-related expenses as an upfront
investment aimed at market share expansion. Back in
the first half of FY3/2021, we restrained hiring activities
due to the decline in demand for human resources,
driven by the impact of the COVID-19 pandemic, andcurbed hiring-related expenses. However, this situation
changed in the second half of FY3/2021, and demandfor human resources in the automobile-related sector
and the semiconductor and electronic component
sector recovered sharply, so we strengthened hiring
activities at once. In FY3/2022, strong personnel
demand was expected throughout the year, and we
saw this as an opportunity to expand our market shareand consequently made strong efforts in hiring. As aresult, despite an increase in hiring-related expenses,
the number of technical associates increased by 7,900

Financial and non-financial highlights

employees by year end, resulting in a significant increasein market share.
Looking back at each business segment, in the
Manufacturing Business, order booking was favorable
as major automobile manufacturers were expected
to normalize their production despite their continued
production adjustments and the delay in recovery of
production, and as personnel demand continued to bestrong in the semiconductor and electronic componentrelated sector. In addition, six companies of two local
worker dispatch groups became UT Group’s consolidated
subsidiaries, which resulted in a significant increase insales.
In the Solution segment, in addition to the increasein operations related to the production of automotive
batteries along with the worldwide expansion of electricvehicle (EV) production, a new contract project of Inhouse Solution®(a full-time employee transfer-type
contract arrangement) for a major corporate group
started and Fujitsu FSAS CREA (currently UT FSAS CREA
Co., Ltd.) was newly consolidated. These resulted in an
increase in technical associates and sales.
In the Engineering Business, mainly leading
semiconductor manufacturing equipment (SME)
manufacturers and semiconductor manufacturers
increased demand for field engineers. Sales increased
as we strengthened our ability to train and produce SME
engineers and focused on hiring and swift assignment oftechnical associates in response to growing demand in
the field of construction engineers.

The safety of our financial base comes first during
the Fourth Medium-term Business Plan

Takahito YAMADA

Senior Executive Officer in charge ofGeneral Affairs Division

Specialized in the Financial Instruments Exchange Law andCorporate Law Audit at Deloitte Touche Tohmatsu LLC. Joined UTGroup in 2018, after serving as Executive O¬fficer, General Managerof the Accounting Department of Culture Convenience Club Co., Ltd.

Net sales(consolidated, million yen)

156,769

101,191

The UT Group is closely monitoring several indicatorsin order to maintain the safety of its financial base, andadopted the standard of "Gross D/E ratio of 1.0 times
or less" as a part of commitments during the Fourth
Medium-term Business Plan as M&A is one of thepillars of its growth strategy. Through efficient business
operations and capital policies, we balance borrowing
and shareholders’ equity, achieving both high growth
rates and financial security. At the end of FY3/2022, thegross D/E ratio temporarily spiked to 1.0 times, but hasbasically been at a level of 1.0 times or less since thefirst year of the Medium-term Plan. The balance between
cash and interest-bearing debt is another indicator to be

EBITDA and EBITDA margin(million yen)

EBITDAEBITDA margin

8,604

7,997

115,1318.5%+13.8%In recent years, we have made several acquisitions ofleading local dispatch companies based on our Area
Platform Strategy. This was enabled by cash generated
from the business. M&A often depends on door-opening
encounters and timing, but our basic policy stated in
the Fourth Medium-term Business Plan is to close M&A
deals for which most of the cash outflows can be realized
within the scope of cash on hand. When raising funds,
we use corporate finance, rather than project finance for
M&A activities.
In March 2022, we acquired a syndicated loan
agreement to procure ¥10 billion. With regard to
future financing, our decision making will be basedon an appropriate level of financial leverage, using the
aforementioned "Gross D/E ratio of 1.0 times or less" asa criterion.
Along with an increase in M&A, the balance between
goodwill and equity has also become an important
indicator. As of the end of FY3/2022, the unamortized
goodwill amounted to ¥6 billion against equity capital¥20 billion. This is a level not to be concerned over risk
but we will monitor this as one of the important indicators
because if recoverability decreases significantly, there is

16,792

101,191

FY3/2021

FY3/2022

FY3/2020

FY3/2021△4.6%

FY3/2022

115,131△ 4.2%

16,92913,925 +113.4%

16,218

FY3/2020

FY3/2021

FY3/2022+3.5%

35,020

Solution Business+17.9%+51.7% 104,957

FY3/2020△ 1.6%Engineering Business

16.7%

△ 2.6

14.1%

△ 3.4

10.7%

13.8%

+12.0

25.8%

△ 3.5

22.3%

△ 9.4

60.1%

+6.8

66.9%

29,711△26.9%

70,336

FY3/2020

Sales breakdown by segment
156,769

106.53△ 6.1%

4.8%

During the ongoing business plan period, we will continue
closely monitoring the key indicators, while maintaining
and improving financial soundness. At the same time,
we are working to improve labor productivity centeredon organizational restructuring and standardizationof business processes, as a part of efforts to build abase for achieving the current business plan’s final year
(FY3/2025) targets of ¥270 billion in sales and ¥25 billion
in EBITDA, and beyond that, sustainable growth for the
UT Group.
In April 2022, we consolidated the administration
functions in conjunction with the reorganization of ouroperating subsidiaries. We are reviewing the work thathas become more complicated by the consolidationof some local leading dispatch companies, andstandardizing business processes, including the renewalof the backbone systems. A Key Goal Indicator (KGI) we
are using is the ratio of SG&A expenses to sales: ourtarget is to reduce it from approximately 14% in FY3/2022
to 10% by FY3/2025.
At present, we have about 200 administrative
staff members, compared to about 30,000 technicalassociates in Japan. The number of technical associates
is expected to increase by more than 20,000 to
approximately 50,000 to 60,000 in FY3/2025 but we
intend not to proportionately increase the number ofadministrative staff but to raise labor productivity. These
consolidation/reorganization efforts, which began in
FY3/2023, will serve as a major turning point for theGroup to achieve medium- to long-term growth. I feelthat the reorganization has boosted our associates’
awareness toward improving labor productivity, and that
we are nourishing a corporate culture of each and every
associate to think not only of their affiliated department
but also of the entire Group.
Beyond FY3/2025, we will need a more elaborate
financial strategy in order to achieve ¥600 billion in salesand ¥100 billion in EBITDA in FY3/2030 as set forth in thelong-term management vision. We aim to build a strong
and flexible financial base while always keeping an eye
on sustainable growth.

(million yen)

7,502

6.9%

Building a strong and flexible base for sustainablegrowthSales by segment(yen)

111.71a risk of impairment loss.

2022 UT Group Integrated Report+36.2%

M&A and capital policies with an emphasis on
financial balance

Earnings per share

77.81△ 7.1%

monitored closely. President Wakayama sometimes uses
the phrase “virtually debt-free management,” as we keepinterest-bearing debt within the cash amount: Against
cash and deposits of ¥25.8 billion at the end of FY3/2022,
net interest-bearing debt amounted to approximately¥19.7 billion (“short-term borrowings and current portionof long-term borrowings” of ¥3.8 billion and “long-termborrowings” of ¥15.9 billion.
Due to the nature of the staffing business, SG&A
expenses are mostly comprised of personnel expenses
and hiring-related expenses, and the profit structure
thereby is extremely simple. In terms of cash position,
we are conscious of maintaining the burn rate for twomonths, and currently assume ¥10 billion as the burnrate. As cash and deposits on March 31, 2022 are ¥25.8
billion, we believe that we are maintaining a level thatcan withstand a certain degree of market fluctuations. In
the medium to long term, we plan to further increase the
cash position and create a structure that enables agile
and flexible investment.

Manufacturing Business

69.5%

69,201

FY3/2021

FY3/2022

FY3/2020

FY3/2021

FY3/2022* Inter-segment sales and transferred amount are eliminated.
63

64

10-year Data
(Million yen)

FY3/2013

FY3/2014

FY3/2015

FY3/2016

FY3/2017

FY3/2018

FY3/2019

FY3/2020

FY3/2021

FY3/2022

Net sales

27,85430,77936,47844,05057,58881,751

101,103

101,19 1

115,131

156,769

Gross profit

4,484

5,429

6,760

8,747

11,462

16,01020,73820,006

21,602

27,770EBITDA

1,523

1,882

2,288

2,574

3,652

5,713

8,686

8,604

7,9 9 7

7,502

Operating profit

1,473

1,824

2,232

2,462

3,413

5,19 7

8,083

8,040

7,163

6,257

Net profit before income taxes and other adjustments

5,235

1,217

1,432

2,149

2,353

3,154

5,385

7,718

6,705

7,000

Net profit attributable to owners of the parent

922

934

1,168

1,497

2,033

3,534

4,9 68

4,509

4,299

3,140

Capital expenditures

85

86

24

376

236

371

543

286

346

1,89 5

Depreciation and amortization
Total assets

49

56

51

68

155

118

19 5

251

378

574

9,505

12,05816,427

17,13923,14429,71033,72036,30852,666

64,107

Shareholders’ equity

2,711

3,101

3,520

4,09 6

5,605

8,947

12,89 014,9 00

19 ,116

19,59 2

Interest-bearing debts

3,732

5,495

6,856

7,049

7,822

7,69 6

5,543

8,789

11,72319,9 07

915

358

3,131

517

3,107

4,942

6,864

3,509

6,654

Cash flow from operating activities
Cash flow from investing activities

△ 447

△ 23

△ 679

△ 334

△ 1,052

△ 975

△ 519

△ 3,184

△ 805

2,054

△ 2,413

721

2,613

3,9 67

6,19 5

2,703

4,240

2,279

△ 6,300△ 220

1,19 6

515

△ 789

468

335

2,451

183

Earnings per share (yen)22.63

23.9 6

30.29

40.40

57.19

9 1.19123.07

Fully-diluted earnings per share

6.2%

5.9%

26.4%

33.4%

41.6%

59.4%

35.0%

△ 9.2%△ 4.6%△ 27.0%Book value per share (yen)

69.49

79.58

91.20

111.16158.75220.45319.26369.01472.9 0489.28Dividend per share (yen)

13.00

13.50

0.00

0.00

0.00

0.00

61.9 3

0.00

66.00

24.00

Gross profit margin

16.1%

17.6%

18.5%

19.9%

19.9%

19.6%

20.5%

19.8%

18.8%

17.7%

EBITDA margin

5.5%

6.1%

6.3%

5.8%

6.3%

7.0%

8.6%

8.5%

6.9%

4.8%

Operating margin

5.3%

5.9%

6.1%

5.6%

5.9%

6.4%

8.0%

7.9 %

6.2%

4.0%

Return on Equity (ROE)

31.7%

32.2%

35.3%

39.3%

41.9%

48.6%

45.5%

32.5%

25.3%

16.2%

Cash flow from financing activities
Free cash flow

△ 147

△ 669

4,554

△ 4,020Per-share data
111.71106.53

77.81

Financial indicators
Financial and non-financial highlights

Return on Assets (ROA)*1

9.7%

7.8%

7.1%

8.7%

8.8%

11.9 %

14.7%

12.4%

8.2%

4.9%

Return on Invested Capital (ROIC)*2

17.3%

14.2%

12.2%

14.7%

16.9%

20.5%

28.4%

23.0%

14.4%

10.0%

Equity ratio

28.5%

25.7%

21.4%

23.9%

24.2%

30.1%

38.2%

41.0%

36.2%

30.8%

1.38

1.77

1.9 5

1.72

1.40

0.86

0.43

0.59

0.61

1.01

3,105

Debt to Equity Ratio(D/E Ratio)*3

Stock information
Stock price (fiscal year end) (yen)

328

540

470

525

1,447

3,500

2,536

1,110

3,635

Price to Earnings Ratio (PER)

14.5

22.5

15.5

13.0

25.3

38.4

20.6

9.9

Price/Earnings-to-Growth Ratio (PEG Ratio)*4

1.54

3.37

0.59

0.39

0.61

0.65

0.59

△ 1.0734.1△ 7.35△ 1.48

Total shareholder return

507

526

999

749

609

1,060

2,499

0

2,663

968

Total dividend amount

507

526

0

0

0

0

2,499

0

2,663

968

Purchase of treasury shares

529

0

999

749

609

1,060

0

0

0

0

54.9%

56.3%

85.6%

50.1%

30.0%

30.0%

50.3%

0.0%

62.0%

30.8%

6,983

7,9 55

9,489

11,370

16,104

19,581

21,74622,18038,527

48,163

6,821

7,768

9,299

10,9 26

15,48818,56920,58320,9 06

23,736

31,636
13,75039.9

Return to shareholders

Total payout ratio

Non-financial information
Number of employees
Number of technical employees (Japan)
Number of technical employees (Overseas)
Number of general employees
Work creating value*5 (million yen)

–

–

–

–

–

–

–

–

13,276

162

187

19 0

444

616

1,012

1,163

1,274

1,515

2,777

25,58628,02932,944

39 ,188

51,06173,867

92,050

9 3,120

9 5,517130,616652022 UT Group Integrated Report* 1 ROA = [Net profit attributable to owners of the parent] / [Total assets (fiscal year average)]* 2 ROIC= [Net profit attributable to owners of the parent] / [Shareholders’ equity (fiscal year average) + Interest-bearing debt (fiscal year average)]* 3 D/E Ratio = [Interest-bearing debt] / [Shareholders’ equity] *1|ROA= Net income/total assets belonging to the parent company’s shareholders* 4 PEG Ratio = [P/E Ratio at year end] / [EPS growth rate] X 100* 5 Work creating value = [Operating profit] + [Total personnel expenses], UT Group’s unique indicator for providing jobs to many people and supporting their growth66Consolidated Financial Statements
Consolidated Balance Sheets
Assets(Million yen)

As of March 31, 2021

As of March 31, 2022

25,26625,82730

43

Current assets
Cash and deposits
Notes receivable - trade(Million yen)

Liabilities

As of March 31, 2021

As of March 31, 2022

Current liabilities
Notes and accounts payable - trade
Short-term borrowings

2,517

280

191

235

16,732

21,401

Current portion of long-term borrowings

2,328

3,648

Merchandise and finished goods

25

12

Accounts payable - other

1,59 02,492Work in process

7

15

Accrued expenses

7,106

9 ,106

Raw materials and supplies

52

58

Lease liabilities

1,9 072,442

43,97949 ,748

Accounts receivable - trade

Other
Allowance for doubtful accounts

Total current assets

△42

△53

10

855

412

Accrued consumption taxes

2,841

3,943

Provision for bonuses

2,09 52,305

Income taxes payable

Provision for bonuses for directors (and other officers)

Non-current assets

Deposits received

Property, plant and equipment
Buildings and structures

9

Other

484

1,326

Total current liabilities

Accumulated depreciation

△144

△538

Buildings and structures, net

339

788

Non-current liabilities

331

970

Long-term borrowings

Other
Accumulated depreciation
Other, net
Total property, plant and equipment

△207

△347

124

623

464

1,411

Intangible assets
Goodwill

Financial and non-financial highlights

Leased assets
Software
Other
Total intangible assets

4,005

5,731

8

5

585

461

942

3,311

5,541

9,509

882

1,176

17

13

Investments and other assets
Investment securities
Long-term loans receivable
Long-term prepaid expenses
Deferred tax assets
Other

13

15

1,264

1,663

559

625

94

49

2,878

2,882

53

99

22,56425,467

9 ,16315,9 9 0

Lease liabilities

29

22

Retirement benefit liability

534

727

Deferred tax liabilities

114

613

Other

Total non-current liabilities

62

54

9,904

17,408

Total liabilities

32,46842,875

Share capital

686

686

Capital surplus

338

338

18,091

18,567

19 ,116

19,59 2

Net assets
Shareholders' equity

Retained earnings
Treasury shares

Total shareholders' equity

Allowance for doubtful accounts

△56

△56

Accumulated other comprehensive income

Total investments and other assets

3,438

Valuation difference on available-for-sale securities

Total non-current assets

2,681
8,687

14,359Foreign currency translation adjustment

Total assets

52,666

64,107△00△28

Total accumulated other comprehensive income△28

Share acquisition rights

602

Non-controlling interests

△0

△0
156
156
600

Total net assets

507

882

20,19 821,232

Total liabilities and net assets

52,666

64,1072022 UT Group Integrated Report

67

68

Consolidated Financial Statements

Consolidated Statements of Income
Net sales
Cost of sales
Gross profit(Million yen)

FY3/2021

FY3/2022

FY3/2021

FY3/2022

115,131

156,769

Income taxes - current

2,644

1,9 66

93,529128,998

Income taxes - deferred

6△41

21,602

27,7702,650

1,9 24

4,349

3,311

Total income taxes
ProfitSelling, general and administrative expenses
317

367

Salaries and bonus

4,426

6,161

Provision for bonuses

1,291

1,397

Remuneration for directors (and other officers)94

52

Welfare expenses

1,134

1,373

Recruiting expenses

2,406

6,116

Provision for bonuses for directors (and other officers)

372

554

Commission expenses

1,711

2,226

Amortization of goodwill

454

671

Depreciation

Other

Total selling, general and administrative expenses
Operating profit

2,229

2,591

14,43821,513

7,163

6,257

0

2

―

29

Subsidies for employment adjustment

149

71

Dividend income of insurance

19

32

Surrender value of insurance policies

―

21

Other

20

48

189

206

Interest expenses

52

54

Foreign exchange losses

59―

Commission expenses

482

Share of loss of entities accounted for using equity method―

247

Donations

―

60

Other

45

65

161

508

7,19 1

5,954

Gain on sale of non-current assets―

21

Gain on reversal of share acquisition rights

1

2

Gain on sale of shares of subsidiaries and associates―

2

Gain on sale of investment securities

―

1

1

27

Foreign exchange gains

Financial and non-financial highlights

Total non-operating income
Non-operating expenses

Total non-operating expenses
Ordinary profit

Profit attributable to owners of parent

49

170

4,299

3,140

Consolidated Statements of Comprehensive Income
ProfitOther comprehensive income
Valuation difference on available-for-sale securities
Foreign currency translation adjustment

Non-operating income
Interest income

Profit attributable to non-controlling interests

Remeasurements of defined benefit plans, net of tax
Share of other comprehensive income of entities accounted for using equity method(Million yen)

FY3/2021

FY3/2022

4,349

3,311

0

△28
5

ー

△0
225

ー

△0

Total other comprehensive income△22

Comprehensive income

225

4,326

3,536

4,280

3,325

46

211

Comprehensive income attributable toComprehensive income attributable to owners of parent
Comprehensive income attributable to non-controlling interests

Extraordinary income

Total extraordinary income
Extraordinary losses

61

15

Restructuring cost

95

284

Loss on termination of retirement benefit plan

13

23

Loss on step acquisitions―

289

Loss on sale of shares of subsidiaries and associates―

6

Loss on COVID-19―

15

Loss on cancellation of rental contracts―

111

Loss on valuation of investments in capital

19

―

Other

0

―

Total extraordinary losses
Profit before income taxes

69

191

745

7,000

5,235

2022 UT Group Integrated Report

Loss on retirement of non-current assets

70

Consolidated Financial Statements

Consolidated Statements of Changes in Shareholders' Equity

Consolidated Statements of Cash Flows

FY3/2021 (from April 1, 2020 to March 31, 2021)(Million yen)

Cash flows from operating activities

Shareholders’ equity
Common stock
Balance at beginning of period
Changes of items during period

686

Capital surplus Retained earnings
422

13,791

Treasury stock△0

Profit before income taxes

Total
shareholders’equity14,9 00

4,299

Net profit attributable to owners of the parent
Purchase of treasury shares
Change in ownership interest of parent due totransactions with non- controlling interests

△0

△83

4,299
△83

Net changes of items other than shareholders' equity

Total changes of items during period
Balance at end of period

―

△83

4,299

338

18,091△0△0

Accumulated other comprehensive income
Valuationdifference onother securities
Balance at beginning of period
Changes of items during period―

Foreign currency Remeasure ments Total accumulated
othertranslationof defined benefit comprehensive
adjustment
plansincome
―

△5

△5

4

△9

82

Increase (decrease) in allowance for doubtful accounts
Increase (decrease) in provision for bonuses

508

213

△0

Interest expenses

52
ー

Share
acquisitionrights―Minority
interests
129

Total net assets
15,023Financial and non-financial highlights△0

Change in ownership interest of parent due totransactions with non- controlling interests

△83
△28

0

△28

0

5
5
―

△22
△22
△28

ー

64

4,299

△28

57

Interest and dividend income

Loss on retirement of non-current assets

Purchase of treasury shares

Balance at end of period

671

Loss (gain) on sale of shares of subsidiaries and associates

Net profit attributable to owners of the parent

Total changes of items during period

574

454

4,216

―

0

5,235

19 ,116

Dividends from retained earnings

Net changes of items other than shareholders' equity

7,000

Amortization of goodwill

Share of loss (profit) of entities accounted for using equity method686

FY3/2022

378

Increase (decrease) in provision for bonuses for directors (and other officers)△0

FY3/2021

Depreciation
Commission expenses―

Dividends from retained earnings(Million yen)

602

378

958

602

378

5,174

602

507

20,19 8

3
△39
△2
54
247
5
10

Decrease (increase) in trade receivables△841

Decrease (increase) in prepaid expenses△50△3,980△312

Decrease (increase) in inventories

△10

△239

0

△278

19

Increase (decrease) in trade payables
Increase (decrease) in accrued consumption taxes

△257

1,186

Decrease (increase) in long-term prepaid expenses

74

Increase (decrease) in accounts payable - other

249

△161

Increase (decrease) in accrued expenses

982

1,518

Increase (decrease) in deposits received

602

△34

△4

22

8,903

5,147

Other, net
SubtotalInterest and dividends received
Interest paid
Income taxes paid

Net cash provided by (used in) operating activities

0

1

△54

△54

△2,19 4

△2,815

6,654

2,279

Cash flows from investing activities

FY3/2022 (from April 1, 2021 to March 31, 2022)
Shareholders’ equity
Common stock
Balance at beginning of period
Changes of items during period

686

Capital surplus Retained earnings
338

Dividends from retained earnings
Net profit attributable to owners of the parent

18,091

Treasury stock△0

19 ,116△2,663

3,140

3,140

Purchase of treasury shares△0Change in ownership interest of parent due totransactions with non- controlling interests

Balance at end of period

ー

ー

476

338

18,567△0△0

Accumulated other comprehensive income
Valuationdifference onother securities
Balance at beginning of period
Changes of items during period0Foreign currency Remeasure ments Total accumulated
othertranslationof defined benefit comprehensive
adjustment
plansincome
△28

―

△28

476

Share
acquisitionrightsMinority
interests

602

507

Total changes of items during period△0Balance at end of period

△0

185

―

184

△2

156

―

156

600

△604

△1,415

ー

4

△25

35

Decrease (increase) in guarantee deposits

745

Other, net

3△2,41349△6,300Net increase (decrease) in short-term borrowings

△142

△3

Proceeds from long-term borrowings

5,003

10,630

Repayments of long-term borrowings
Proceeds from issuance of share acquisition rights△2,839603△3,301ー△0△0

20,19 8Dividends paid

△1△2,665

Dividends paid to non-controlling interestsー△3△2,663

Other, net

△9

△100

2,613

4,554

6,851

560

18,41525,26625,26625,827

ー
△2

184

△867

Purchase of treasury shares

△0

―

67

ー

375

557

375

1,034

882

21,232

Net cash provided by (used in) financing activities
Effect of exchange rate change on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period△32022 UT Group Integrated Report

71

Total net assets

3,140

185

1,079

234

△2,9 55

Cash flows from financing activities

19,59 2

Purchase of treasury shares△0

Proceeds from purchase of shares of subsidiaries resulting in change in scope of consolidation

Net cash provided by (used in) investing activities

Net profit attributable to owners of the parent

Net changes of items other than shareholders' equity△2,591

Net decrease (increase) in short-term loans receivable△0ー

Purchase of shares of subsidiaries resulting in change in scope of consolidation

Proceeds from sale of shares of subsidiaries and associates

Dividends from retained earnings

Change in ownership interest of parent due totransactions with non- controlling interests△1,445Purchase of shares of subsidiaries and associates

―

686

△53

△108

Payments for sale of shares of subsidiaries resulting in change in scope of consolidation

Net changes of items other than shareholders' equity

Total changes of items during period△173

Purchase of intangible assets
Proceeds from maturity of insurance funds

Totalshareholders’equity△2,663Purchase of property, plant and equipment

25

72Chapter

Corporate governance

04

UT Group’s business is always centered around people.
This is why corporate compliance and corporate governance that
supports it are the most important management issues.
We will continue to move on by always keeping the rightperspective for the sake of associates and client companies.

Policy on Corporate Governance

As a company that supports both the employment of workers and ongoing corporate production
activities, we will continue to consider corporate governance as the most important management issue,
and to fulfill our social responsibilities.
of expertise, ensures the objectivity and neutrality ofthe management supervisory function. In the past, wehave worked to strengthen the system based on threemain points: Strengthening the supervisory system byindependent outside directors, separating management
supervision and business execution, and establishing anaudit system in which Audit & Supervisory Committee
Members and the Internal Audit Division cooperate. The
transition to a Company with an Audit & Supervisory
Committee will further strengthen the system. In orderto achieve sustainable growth in corporate value, we willcontinue to strengthen the system by emphasizing both“defensive governance” and “aggressive governance.”
What we mean by defensive governance is to constantly
control risks and operate the business in an appropriatemanner. By aggressive governance, what we mean is tosupport flexible thinking and bold risk-taking that canquickly respond to environmental changes and turn into
new business opportunities.

UT Group is engaged in the worker dispatch business,
which is a human-centered business and can becharacterized as public infrastructure that provides stable
employment for each worker and the supply of labor tocompanies' production activities. In such a businessarea, it is a basic premise to respect the human rights ofindividuals and to comply with laws and social norms,
with high ethical standards. Furthermore, in order to earn
the trust of a wide range of stakeholders and society, we
believe it is important to fulfill our accountability throughhighly transparent information disclosure and appropriate
communication.
To this end, we have positioned corporate governanceas the most important management issue and are working
to continuously strengthen it. As one of these initiatives,
we have changed our status so as to be a Company with
an Audit and Supervisory Committee, upon the approvalof the 15th General Meeting of Shareholders held on
June 25, 2022. The Audit and Supervisory Committee,
which consists of four outside directors with a high level

Corporate governance structure

General Meeting of Shareholders

Corporate governanceNomination & dismissal

Audit & Supervisory
Committee

Nomination & dismissal
Collaboration

Board of Directors

Directors
Directors who are Audit &(excluding those who are Audit &Supervisory Committee members Audit
Supervisory Committee members)

Consultation

Proposal

Consultation

Nomination andCompensation Committee
Governance Council

Collaboration

Collaboration

Supervisory and Decision-making Bodies

Nomination & dismissal

Collaboration

Accounting Auditors

Accounting
audit

Decision-making& supervision

ProposalAccounting

Instruction &supervisionmonitoring, and evaluation and
4 Performancecompensation of management

In regard to the independence, gender, experience, and expertiseof the Board of Directors, the composition of the Board wasevaluated as appropriate due to the appointment of a female
outside director and the resulting increased diversity of theBoard. In addition, the selection of agenda items for Board of
Directors meetings and the allocation of matters for resolution
and matters to be delegated to the business executive side were
evaluated as appropriate.

The performance evaluation of each director and each executive
officer by the Nomination Committee (the Nomination andCompensation Committee was established as of August 30,2021) was evaluated to be appropriate. Regarding decisions andthe decision-making process for compensation of directors,some expressed the view that the Nomination and Compensation
Committee should formulate how to report to the Board of
Directors and be expected to make clearer announcements.

2 Management strategy and business strategies

5 Dialogue with shareholders, etc.

Many expressed the view that UT Group has been achieving
sustained growth through the effective functioning of its strategy
to develop business centered on advancement in the skills
and careers of technical associates. They also appreciated theCompany’s agile efforts to respond to changes in the external
environment, such as the rise of social demands on sustainability.
On the other hand, some expressed the view that the functionsof sharing and monitoring progress should be strengthened
concerning the post-merger integration (PMI) of acquiredcompanies, which is related to the Company’s important M&A
strategy in the current medium-term management plan, and in thecase of business process innovation through the promotion of DX.

Many expressed the view that dialogue with shareholders andothers is undertaken in a timely and appropriate manner and thatthe contents are properly reported to the Board of Directors.
Some raised the view that, although certain dialogue restrictions
have occurred due to the COVID-19 pandemic, the disclosureof information has been enhanced, and that the disclosureof nonfinancial information, especially from the standpoint ofsustainability, is expected to further enhance corporate value.

Many expressed the view that UT Group properly responds toexternal requests concerning corporate ethics and shares thestatus of risk assessment, and that internal auditing is functioning
effectively. On the other hand, some expressed the view thatthe Board of Directors needs to further deepen discussions
concerning monitoring of the status of risk management
associated with organizational and operational changes.

Consultation

Management Committee
Internal Audit Divisionand organization of the Board
1 Managementof Directors

Compliance and Risk
Management Committee

M&A deals based on the M&A strategy of the medium-term business plan

Management strategy

Business strategy (e.g., organizational strategy, hiring activities)
Sustainability initiatives
Shareholder return policy

Operating divisions

Capital policy and financeGroup financeCash flows and funding

Operating companies
Collaboration

IT investments (e.g., next-generation IT concept, group-integrated hiring site)2022 UT Group Integrated Report

Business Execution Bodies

Instruction &supervision● Evaluation period: September - October 2021
● Subjects of evaluation: All directors and all audit & supervisory board members, 11 in
total● Method of evaluation: Self-evaluation through a Web questionnaire, and the compilation
and analysis of evaluation results by an external organization● Evaluation Items: 5 major items (25 questions in total)
Management and organization of the Board of Directors; Management strategy andbusiness strategy Corporate ethics and risk management; Performance monitoring andevaluation and compensation of management; Dialogue with shareholders, etc.
● Answer method: 5-level evaluation and free comments and requests for each major item

Details of the main deliberations and reports at the Board of Directors meetingin FY3/2022

President & CEO
ReportingIn accordance with the Corporate
Governance Code stipulated by the Tokyo
Stock Exchange, we conduct analyses andevaluations of the effectiveness of the Boardof Directors in order to improve its functions.
The method of analysis and evaluation, which
was most recently conducted in the fall of2021, and the results, are summarized below.

3 Corporate ethics and risk management

Proposal

IT Investment
Committee

The analysis and evaluation of the effectiveness of the Board of Directors

Governance system and matters escalated from the Governance Council
Collaboration

GovernanceEvaluation of the effectiveness of the Board of Directors
Identifying of material risks
Nomination and compensation

75

76

Composition of the Board of Directors

UT Group’s Board of Directors has a high level of expertise and knowledge, and is so constituted as toensure the objectivity and neutrality of management supervisory functions, resulting in building strong
corporate governance.

Skills matrix of the Board of Directors and the composition of various
committees and council

Reasons for selection of skill items

Participating committees and council
Name

Title in UT GroupYears in officeComplianceand RiskManagement
Committee

IT Investment
Committee

GovernanceCouncil

Attributes

Independence

Experience and expertise

GenderHuman
resourcesbusiness●●

President & CEO

15●

Manabu SOTOMURA

Board Director

3

●

4

●

●

●

1

●

●

●

●

●

●

●

●

●

Hiroko SASAKI
Hirokazu MIZUKAMI

Board Directors
who are Audit and Supervisory
Committee Members

Koichi SHIMA
Corporate governance■ Internal Director■ Outside Director■ Internal Audit & Supervisory Committee (former Board) Member■ Outside Audit & Supervisory Committee (former Board) Member– Ratio of Outside Directors(persons)

(%)

8

80

7

70

6

60

5

50

4

40

3

30

2022

2021

2020

2019

2018

2017

2016

2015

10

2014

1

2013

20

* Transition to a Company with an Audit and Supervisory Committee in FY3/2023

●

●

●

Businessdevelopment●●

Finance andaccounting

Legal and risk
management●●●

Personnel
affairs anddevelopment

●

●

●
●

●

●
●

●
●

●

●

●

Policy for the selection of directors
Compliance and
RiskManagement
Committee

IT Investment
Committee

Senior executive
officerPresident

Members

President
1 full-time director
3 outside directors

1 full-time director
1 outside director
1 external lawyer
4 senior executive
officers
1 executive officer

President
1 director
1 external expert
1 senior executive
officer

Objectives

Ensure thetransparency
and objectivityof procedures
concerning thenomination andremunerationof directors andexecutive officersof the Company,
and strengthen
the accountabilityof the Board of
Directors regarding
CEO succession
planning andsupervision

Control UTGroup’s breach incompliance andrisks; and minimize
loss

Consider solutions
based on the UTGroup's IT systems,
and check theappropriatenessof investment
decisions andpost-investment
effects, etc.

Chairperson Outside director

M&A●

Advisory Bodies
Nomination andCompensation
Committee

Globalbusiness

Basic policy for nominating candidates for the postof director is to select those who can contribute tosustainable growth of the Company and to growth inmedium- to long-term corporate value. The Nomination
and Compensation Committee, which is an advisory
body to the Board of Directors, selects candidates
for directors, taking into consideration the balanceof capabilities and knowledge of the entire Board of
Directors, and the Board of Directors makes decisions.
Nomination of candidates for the Audit and Supervisory
Committee is determined by the Nomination andCompensation Committee on the basis that they
contribute to the sound management of the Company
and the maintenance and improvement of its social
credibility and are able to conduct audits from a neutral
and objective standpoint. After receiving the consent
of the Audit and Supervisory Committee, the Board of
Directors makes decisions.
As for outside directors, the Company appoints those
who can secure sufficient independence based on his/her background and relationship with the Company,
referring to the judgment criteria for independence as per
the Tokyo Stock Exchange.
With regard to the dismissal of directors and Audit
and Supervisory Committee members, we will begin
the procedures for dismissal of those for whom we findmaterial facts in violation of laws, regulations or the
Articles of Incorporation, or facts which have deviatedsignificantly from the selection criteria, as well as those
whose negligence of duties has significantly impaired
the Company’s corporate value has been significantly

impaired by negligence of their duties, or whose duties
are deemed to be difficult to be decently performed.
The dismissal of directors and Audit and Supervisory
Committee members is determined at the General
Meeting of Shareholders after fair and rigorous
deliberation by the Nomination and Compensation
Committee and a resolution by the Board of Directors.

2022 UT Group Integrated Report

2

●

13
New

Board Directors and Audit & Supervisory
Committee Members: Numbers andRatios of Outside Directors●

Corporate
management

Yoichi WAKAYAMA

Taisuke IGAKI77

Nomination
andCompensation
Committee

In order to realize the Fourth Medium-term Business Plan, we place importance on management
experience in the HR business in Japan and overseas. We also find it important to have directors who
have knowledge of M&A and business development as these are actively promoted in the Plan, andhave vital knowledge and experience in both building of solid business and financial bases amid the
expansion of corporate scale and in the fields of risk management and legal affairs.

78Outside Directors Roundtable Discussion
UT Group has been strengthening corporate governance as a part of the Fourth Medium-term Business Plan and froma medium- to long-term perspective. This strengthening includes the transition from the Company with an Audit &Supervisory Board to the Company with an Audit & Supervisory Committee.
Our four Outside Directors who are Audit and Supervisory Committee Members got together to discuss the current
situation and future issues of UT Group as well as the future roles and responsibilities of the Audit and Supervisory
Committee and the Board of Directors.

Group has established a unique position interms of two factors, employment of full-time
employees and enhancement of the education
system. This must be the source of building
trust with workers and client companies.

Evaluation of the present and potential of
UT Group

Corporate governance79

Corporate governance with a view to the future
Sasaki:

Beside the Board of Directors meetings, I
participate in meetings of the Management
Committee and others as an observer. There I
found that UT Group has established a system
in place to formulate and execute strategies atthe business manager level. The leadership ofPresident Wakayama is behind this, but when it
comes to decision-making, UT’s organizational
strength struck me.
Mizukami: With the expansion of the Group, the lineup
of senior employees has also changed, but
perhaps because of its experience in the humanresources business, UT Group was able torecruit highly skilled people. The quality of theorganization has improved dramatically since
10 years ago. Otherwise, the Group would nothave achieved such remarkable growth.
Igaki:At the Board of Directors meetings, we have
free, vigorous and constructive discussions
and exchanges of opinions. As an external
impression, President Wakayama’s strong
leadership is often regarded as a strength, but
the directors, including us, outside directors,
play a key role in the discussion. I hear fromPresident Wakayama that he himself haschanged. He has become more attentive tothe opinions of those around him and not to be
driven only by results. Compared to the past,
the functions of the Board of Directors havebeen improved and I believe its effectivenesshas been increasing.
Shima:On the other hand, the difficulty of managing
the entire group includes the facts that thebases are dispersed and that many companies
have joined the Group through M&A. In orderto unify operations, it is necessary to establish
a system with highly qualified managers at key
locations, rather than a complete centralization.
I feel that, going forward, it will be important tocultivate such people in charge.
Sasaki:Having become a Company with an Audit andSupervisory Committee, we are now able tocheck the details of risk management and otheraspects that could not have been coveredby the Board of Directors until now, and I am
anticipating that the governance system will befurther upgraded.
Igaki:
Regarding the Nomination and Compensation
Committee, we are undertaking uniqueinitiatives, not seen at other companies, such

Hirokazu MIZUKAMI

Koichi SHIMA

Hiroko SASAKI

Taisuke IGAKI

Outside Director who is
an Audit and Supervisory
Committee Member
Representative Director ofAdvan Capital Ltd.

Outside Director who is an Audit
and Supervisory Committee
MemberFormer President andRepresentative Director of Recruit
Media Communications Co., Ltd.
(Currently Recruit Co., Ltd.)

Outside Director who is
an Audit and Supervisory
Committee Member
President and CEO of ChangeWAVE Inc.
President and CEO of Lyxis
Co., Ltd.

Outside Director who is
an Audit and Supervisory
Committee Member
Attorney and Partner ofNishimura & Asahi LPC

as incorporating the development plan andmonitoring of senior executive officers in thecommittee agenda. Compensation is a topic
of high interest to stakeholders. UT Group’s
remuneration consists of basic remuneration,
performance-linked remuneration, and nonmonetary remuneration. Going forward, we aim
to design incentives that incorporate a mediumto long-term perspective, in combination
with short-term incentives, while carefully
considering the linkage with shareholderinterests.

Challenges and expectations of UT Group
Shima:

Sasaki:I have been involved in corporate management
for many years, and while focusing on
administrative departments such as humanresources, general affairs, and finance, I havealso been involved in broad areas including
M&A activities. As a new outside director,
I intend to make recommendations on the
expansion of the functions of the headquarters
in particular. I will also be involved inmanagement decisions with an emphasis on
being directly engaged in the growth of thecompany, such as how to set goals and points
to consider in business strategy.
From the standpoint of specializing inorganizational change and diversity promotion,in particular, in terms of diversity promotion,
there are many points that need to be improved
compared to other companies, partly because
men have often played an active role inthe manufacturing dispatch industry. If wecannot realize a workplace where diverse
people can play an active role, it would be
difficult to achieve the next big advance ingrowth. Thankfully, awareness of these risks is
spreading within the Group. I believe it is myrole to continue cracking down on these risks,
including helping older workers and foreigners
become more empowered.
Mizukami: We have a stable customer base in the worker
dispatch industry but our market share is still
about 10%. There is still great potential beyond
the path we have taken so far. Looking towardmedium- to long-term growth, I feel that the UTGroup also needs to consider the possibility of
new business development.
Sasaki:
In an era of heightened uncertainties, the Boardof Directors will need to discuss more mediumto long-term strategies, such as succession,
risk resilience, and response to trends.
Mizukami: I think so too. I hope that discussion with aview to medium- to long-term growth will be
triggered within the Board of Directors and theGroup.
Igaki:
This is yet another reason that we mustcomplete the Fourth Medium-term Business
Plan. When we accomplish the Business Planand earn the trust of various stakeholders, ourfuture will look quite differently.
Shima:
Many companies and workers in the Japanesemanufacturing industry are still struggling.
In the midst of demographic changes andglobalization, I want UT Group to be anentity that supports the foundations of the
manufacturing industry and the Japanese
economy. I firmly believe that the UT Group has
the power to meet such expectations.

2022 UT Group Integrated Report

Mizukami: I have witnessed the growth of the UT Groupover the past 12 years as an outside director.
Around 2008, when I first met President
Wakayama, UT Group was overcoming
hardships caused by the global financial
crisis, and UT’s great growth since then was
absolutely remarkable. When I think back,overcoming that difficult situation became
the starting point for everything. Since then,
UT Group has grasped the current of thetimes, did not do anything eccentric, andhas made progress while firmly solidifying its
foundation.
Igaki:
Since that starting point, we were able toimmediately anticipate changes in the businessenvironment and demand, driven by therevision of labor laws, and were able to adopt
a drastic business strategy. UT has talented
people who can immediately strategize andimplement changes in social needs. I think thishas contributed to the past growth and is also asource of potential growth of the UT Group.
Sasaki:
I agree. I am also impressed with UT’s speed
to understand and respond to changes in thebusiness environment, and its flexible strategic
thinking. One year has passed since I joined
UT’s Board, and as expected, I highly evaluate
UT as a company with a fairly high level ofexecution capability.
Igaki:
I have the impression that the management
team leading the organization is always
passionate and is casting light, not shadows.
The light illuminates the entire organization andcreates a very high level of motivation of its
people.
Shima:
I have just been appointed as an outside
director, but I already feel that it is UT’s culturethat encourages active exchange of opinions.
UT has a corporate culture in which employees
feel motivated to achieve and grow, regardlessof age, and employees can speak freely. They
are precious elements that effect businessgrowth.
Sasaki:The starting point of such thoughts andstatements leads to the well-being of working
people. That sense of mission is also one
source of potential. There are not many
companies that combine the three elementsof execution capability, flexible businessstrategies, that I mentioned earlier, and a senseof social mission.
Shima:
I have long held a view that worker dispatch
companies compete on cost, scale, andbrand, and have difficulty in identifying their
distinguishing characteristics. However, UT

80

Toward a governance system to increase
corporate value
We aim to complete the Fourth Medium-term Business Plan and further look beyond.
The evolution of the governance system supports the foundation of improving corporate value.

Stakeholder Engagement

Roles of organizations that comprise the supervisory and decision-making bodies

The UT Group adheres to an open corporate stance in order to solve client issues while respecting each and every
associate. We also strive to continuously increase corporate value through dialogues with stakeholders.

UT Group’s corporate governance system is characterized by the separation of management supervision andexecution, the granting of the majority of business execution authority of the Board of Directors to executive offcers,
and the establishment of advisory bodies for each important management theme.

The UT Group believes that earning the trust of
stakeholders and society is indispensable for thecontinuation and expansion of its business, and the
Basic Policy on Corporate Governance stipulates highly
transparent information disclosure and appropriate

communication. In addition, we have established the
Basic Policy on Stakeholder Engagement as follows,
and is engaged in communication with stakeholders andappropriate cooperation
with them.

Corporate governance

Stakeholder

Response Policy

Communication Opportunities

Employees

The UT Group strives to improve both
employee satisfaction and customer
satisfaction by providing an environmentthat supports each employee’s selfrealization through work.

● Counseling by a Career Partner● In-house portal site and in-house newsletter● UT app (internal communication tool)● Employee training● Self-evaluation system and individualinterviews● Employee Association● Whistle-blowing contact

Client companies

The UT Group strives to improve bothcustomer satisfaction and employee
satisfaction through provision of services
by its highly motivated employees andthrough efforts to improve the working
environment.

● Daily sales activities● Corporate website● Contact center● Client survey

Job seekers

The UT Group strives to expand thepotential of each job seeker by giving
attention to each and every job seeker’s
career wishes, and providing careerbuilding advice and accurate information
about work and its group companies.

● Company briefing● Interview● Job sites, job advertisements

Shareholders and investors

The UT Group places great emphasis ontransparent management and information
disclosure. To ensure transparency andfairness, the Group will communicate inaccordance with its IR policy.

● General Meeting of Shareholders● Shareholder briefing● Financial results briefing● Briefing sessions for individual investors● Meeting with institutional investors● Investor information site

Basic Policy on Stakeholder Engagement
UT Group is aware of its social responsibility as acompany that provides public infrastructure, suchas job stability and labor supply, and is devoted
to continually be a company that is trusted bysociety and stakeholders. We therefore find it
important to accurately understand the demands

and expectations they have toward UT Group andrespond accordingly. We will carry out appropriate
information collection, information disclosure,and dialogues, and strive to collaborate withstakeholders.

1 Response policy to employees

3 Response policy to job seekers

We strive to improve both employee satisfaction and customer
satisfaction by providing an environment that supports each
employee’s self-realization through work.

We strive to expand the potential of each job seeker by giving
attention to each and every job seeker’s career wishes, andproviding career-building advice and accurate information
about work and our group companies.

We strive to improve both customer satisfaction and employee
satisfaction through provision of services by our highly
motivated employees and through efforts to improve theworking environment.

81

IT Investment Committee

As UT Group’s highest decision-making body ofmanagement, the Board of Directors decides basic
management policies and important matters based on
the Companies Act, UT Group’s Articles of Incorporation,and internal rules. It also focuses on appropriately
supervising execution of duties by board directors. In
order to accomplish these roles, the number of board
directors is limited to facilitate active discussion, while
independent board directors represent over a half of theBoard in order to enable highly objective supervision.

The IT Investment Committee has two roles: a role as anadvisory body to the Board of Directors by which
it reviews medium- to long-term development andinvestment plans concerning the information systeminfra-structure of the entire UT Group; and a role as adecision-making body concerning execution of duties
related to shorter-term system investment and the like.
The committee, chaired by the President and comprisedof full-time board directors and outside IT experts,
reviews IT system solutions for managerial issues anddiscusses the appropriateness of investment decisions
and effectiveness after investments have been made.

Audit and Supervisory Committee
The Company has transitioned to a Company with an
Audit and Supervisory Committee since June 2022. The
four members of the Audit and Supervisory Committee
are outside directors to ensure the objectivity andneutrality of the management monitoring function. In
accordance with the Audit and Supervisory Committee
Audit Standards and the Audit and Supervisory
Committee Audit Standards for Internal Control
Systems, etc., the Committee conducts effective
audits with consideration given to corporate size,
industry, management risks, and other companyspecific environment including audits. The Committee isorganized to maintain close cooperation with the Internal
Audit Division and other departments responsible for themonitoring function of the internal control system.

Nomination and Compensation Committee
As a voluntary advisory body to the Board of Directors,
the Nomination and Compensation Committee’s
objectives are: to ensure the transparency and objectivityof procedures concerning nomination of candidates for
directors, Audit and Supervisory Committee members,
executive officers and executive officers of important
subsidiaries, as well as compensation; and to strengthen
the accountability of the Board of Directors regarding
the election and dismissal of CEO and the planningand supervision of CEO succession. The Nomination
and Compensation Committee, chaired by an outside
director, designates persons who shall contribute to theGroup’s sustainable growth and medium- to long-term
increase in corporate value and refers the candidates tothe Board of Directors.

Governance Council
The Governance Council is composed of four outside
directors who are Audit and Supervisory Committee
members, and has been established as a forum forexchanging information and sharing awareness withcorporate governance as the main theme. Certain
opinions shared at the Governance Council are submitted
to the Board of Directors as a discussion theme toenhance corporate governance, as needed.

Accounting Auditors
The Company has entered into an accounting audit
agreement with Gyosei & Co. As its accounting auditor
who performs audits of financial statements based on
the Companies Act and the Financial Instruments andExchange Act.

2022 UT Group Integrated Report

2 Response policy to client companies

Board of Directors

policy to shareholders and
4 Response
investors
We place great emphasis on transparent management andinformation disclosure. To ensure transparency and fairness,
we will communicate in accordance with our IR policy.

82

Toward a governance system to increase corporate value

Execution function and compliance
Basic Policy of the Business Execution Bodies

Roles of organizations that comprise the Business Execution Bodies

divisions as well as the overall executive responsibilitiesof the divisions. Executive Officers are responsible for thefunctions and operations that are fragmented within thedivision, which enables the management’s intentions
to be reflected in the execution of the business even inareas with high levels of expertise.

UT Group has adopted a system that enables the
rapid execution of its operations while clarifying its
responsibilities by delegating part of its businessexecution authority to executive officers. Senior
Executive Officers are responsible for the divisions
that are established in line with the business scale andstrategy and are engaged in coordination among theCorrelation of Business Execution Bodies

Business Divisions

Compliance andRisk Management
Committee

UT AimArea Strategic
Business Division

UT Connect, UT SURI-EMU

Customer Solution
Business Division

Fujitsu UT, UT Toshiba, UT MESC,UT FSAS CREA

Engineering Division

UT Construction,
UT Technology

Overseas Business
Division

Green Speed JSC

Group Recruiting DivisionThis division develops and implements business plans
based on the One-Stop Strategy for Major Manufacturers.
Having Japan’s leading manufacturers as clients, the division
is engaged in the dispatch of design and manufacturing
engineers, the worker dispatch and manufacturingoutsourcing required in the production process by a teamof workers including a dedicated on-site manager, and the
management of non-Japanese technical interns.

This division is responsible for managing the call centeras a common function required by the Group’s operatingcompanies, hiring new graduates, operating the company’s
own recruitment medium, and managing the recruitment
information of Group companies as a hub for recruitment.

Area Strategy Business DivisionThis division develops and promotes the Career Platform
Strategy. It develops the educational content andassessment programs, as a mechanism to support the
career development of associates. It also nurtures managers
and career partners, and operates educational facilities.

This division develops and implements business plans
based on the Area Platform Strategy. It is engaged in
a community-based worker dispatch business thatprovides a workstyle platform for workers and clientcompanies in each area. In order to provide more detailed
services, an organization for sales and marketing, hiring,and management is established by each small areas
throughout Japan.

Customer Solution Business DivisionThis division develops and implements business plans
based on the Solution Strategy. It operates operatingcompanies through capital alliances with clientcompanies. In addition to manufacturing outsourcing,worker dispatch to production processes, and thedispatch of engineers and administrative operators, thedivision strives to solve personnel challenges faced bymajor corporate groups and to realize stable employment
for workers by re-employing retiring employees ofcorporate groups.

Group Recruiting Division
Administrative Divisions

Corporate governance

Board of Directors

President
andRepresentative
Director

Management Council

Audit andSupervisory
Committee

Manufacturing
Business Division

Manufacturing Business Division

Career Development
Division
Business Development
Division

Engineering Division

General Affairs Division
Management Reformation
DivisionInternal Audit Division
As of August 31, 2022

This division is engaged in the dispatch of engineers in
the mechanical and electrical, IT, and construction fields.
Besides new hires and mid-career hires, the division
steadily provides engineers with highly specialized skills
to client companies by using UT Group’s network andtraining associates* who have moved from manufacturing
operating work at group companies, according to theiraptitude as one of the career paths.

Overseas Business

The UT Group Compliance and Risk Management
Committee, chaired by the Senior Executive Officer andwith participation by other Senior Executive Officers incharge of Business Division and Administrative Division
and a few outside lawyers, is an advisory entity serving
the Board of Directors. The Committee discusses
compliance policy and action plans, studies matters83

needed for ensuring legal compliance, does research,and establishes recurrence prevention measures. In
addition, the Committee identifies types of risks of theCompany and its Group, controls and evaluates theserisks, takes action to prevent risk occurrence, and, in theevent of risk occurrence, minimizes loss and establishes
recurrence prevention measures.

This division is responsible for establishing anddeveloping the overseas staffing business throughoverseas business alliances and M&As. By establishinga business base overseas from a medium- to long-term
perspective, the division aims to build a career bridge inwhich non-Japanese workers who have gained technicalskills through internship in Japan can utilize theirtechnology after returning to their home country.

Business Development DivisionThis division develops plans for the M&A Strategy inareas to be enhanced and expanded by M&A in themedium-term business plan. The division is also engaged
in operations related to capital alliances and M&A, fromfinding deals to their closing and early PMI.

General Affairs DivisionThis division plays an important role in supporting themanagement of the entire group, such as the managementof compliance systems, including dispatch managementof group companies; corporate functions including
finance, accounting, and legal affairs; the management of
support desks for associates; and the establishment of amanagement base of acquired companies.

Management Reformation DivisionThis division is responsible for the planning andmonitoring of the entire group’s business plan as wellas the promotion of corporate-wide projects toward
the realization of the medium-term business plan, theplanning and management of personnel management
and personnel affairs, and the corporate communication
for constructive dialogues with stakeholders.

Internal Audit DivisionThis division, which is under the direct control of
the President, examines and evaluates compliance,
effectiveness, and efficiency of the status of corporate
organization establishment and business managementof the entire Group, based on the internal control plan,and reports the results to the President and Audit &Supervisory Committee Members. The Internal Audit
Division also cooperates with the Board of Directors andAudit & Supervisory Committee Members to appropriately
audit e ectiveness of the status of governance and theinternal control system of the entire Group.

2022 UT Group Integrated ReportCompliance and Risk Management Committee

Career Development Division84

UT Group’s IR activities

UT Group recognizes that engagement with shareholders is indispensable for the achievement ofsustainable growth. Along this line, investor relations (IR) activities are considered to be importantmanagement matters and UT Group makes efforts for active and constructive dialogues with stakeholders.

Promotion of constructive dialogues with shareholders
The general meeting of shareholders is UTGroup’s highest decision-making body and aplace for dialogues where the management
shares thoughts and vision with shareholders.
We hold the meeting on a Saturday when there
is not a concentration of annual meetings (along-standing tendency in Japan), so that as
many shareholders as possible can attend.
The 15th general meeting of shareholders
was conducted using a hybrid method thatallowed virtual attendance via the internet as
an alternate to the attendance at the venue,
with due consideration to the impact of
COVID-19. We also try to send a convocation
notice well ahead in order to provide
suffi¬cient time for shareholders to review
proposals for resolution. After the general
meeting of shareholders, a presentation by
the President was made (using the hybrid
method). He shared future business plans withshareholders and had a constructive dialogue.

Corporate governance• Participants in the general meeting of shareholders: 18
shareholders(3 attendees and 15 viewers of live broadcasts)• Questions raised for the GMS: 8 questions from 4
shareholders(4 questions from a shareholder before the meeting,
1 question from a shareholder at the venue, and 3
questions from 2 online attendees)• Voting rights exercise rate: 90.5%

Promotion of constructive dialogues with institutional investors
UT Group holds IR briefings on financial results
and puts presentation videos by the president
on its corporate website at the same time toits quarterly business result announcement.
UT Group’s executive officer in charge of IR
activities is mainly responsible for engagement
in constructive dialogues with institutional
investors, such as one-on-one meetings andsmall meetings with investors in Japan andabroad, and participation in conferences andother occasions. Opinions of institutional
investors obtained through these dialogues
are reported at the Board of Directors meeting
and are used for improvement of management
and IR activities.
• Institutional investors whom we have had dialogues
with: 304 companies• IR briefings: 2 times• Attendees in IR briefings: 182 investors (in total for two
online briefings)• Quarterly financial result video: 1,110 views (in total for
two quarterly announcements with no IR briefing)

Conducted a small meeting between outside directors and institutional
investors
We hosted a small meeting between our outside directors andinstitutional investors as a part of efforts to enhance dialogues with institutional investors.
The General Principle 5 of Japan’s Corporate Governance
Code states that “In order to contribute to sustainablegrowth and the increase of corporate value over the midto long-term, companies should engage in constructive
dialogue with shareholders even outside the generalshareholder meeting” (partially quoted). Based on thisspirit, we held a small meeting for our outside directors

Main questions and answers at the small meeting
Participants				

Tetsuro YOSHIMATSU, Board Director (Outside) (at that time)
Taisuke IGAKI, Board Director (Outside)
Hiroko SASAKI, Board Director (Outside)

Moderator

Manabu SOTOMURA, Board Director

Q.1

Will you share how you look at UT Group, what
potential the company has, and what you recognize
as its risks and challenges?

Sasaki:UT Group’s growth speed is fast, and the ability to support itis high. It quickly seizes opportunities and has the ability tochange itself. The company has well designed and redefinedits business while building the engine of self-improvement.
The challenge is gender diversity. While UT Group is working
on a project to empower women under the leadership of Mr.
Sotomura, Director, I am the only woman among the directors
and executive officers. How shall we establish a pipeline topromote women? If directors and executive officers make afull commitment to this challenge, I believe we can achieve
success.

Q.2

While the strong leadership of President Wakayama
is a strength, how do you engage in and advise at
the Board of Directors as outside directors?

Yoshimatsu:
We discussed matters in depth at the time of appointing a
director from within the company. Although the leadershipof President Wakayama is often seen as strong, we can haveactive and constructive discussions.

Q.3

In Europe and the United States, there is no
distinction between regular and non-regular
workers and there are no regulations in the labormarket. In these countries, manufacturing dispatch
is not a value-added business, but the situation
is different in Japan. How do you recognize yoursocial role as a reskilling platform that focuses oncareer development for manufacturing dispatchedworkers in Japan?

Q.4

Please tell us about the background of the designof the Nomination and Compensation Committee.
What challenges do you perceive in the traditional
approach to nomination committee and how should
we expect it to change?

Igaki:
Compensation should be comprised of short-term incentives
and medium- to long-term incentives. In addition, it is alsoessential that it is linked to shareholders' interests, and it isimportant to establish a mixed view of cash and equity whilesetting performance-linked indicators. In the future, we will
focus on equity and design incentives that incorporate mediumto long-term perspectives and combine short-term incentives.

Q.5

Overseas companies offer many such opportunities.
I appreciate UT Group for setting up this firstopportunity in Japan to engage in dialogue withindependent outside directors. What are the issues
you want to solve within the next 1-2 years?

Sasaki:I want to help UT Group to redefine what kind of diversity reallyis necessary. There will also be diversity in working. I also
believe that the succession plan will be highly linked to thediversity of management.

Q.6

How do you expect the selection of future Board
members to evolve from the viewpoint of the skills
matrix?

Igaki:The number of board members has increased. We needto validate performance under the new system from theperspective of management and execution roles, and thensolidify the next candidates. Generally speaking, in terms ofgovernance, the failure of M&A can have a major impact on
the company concerned. In fact, I am thinking of bringing
up a discussion on mid-term and long-term selection at
the upcoming meetings of the Governance Council and theNomination and Compensation Committee.

2022 UT Group Integrated Report

Yoshimatsu:
The great thing about the UT Group is that it recognizes
technical employees as customers, just like client companies,
and makes it a mission to maximize the improvement of theirtreatment. The focus on being selected by technical employees
has resulted in a source of competitiveness. UT Group’s
strength lies in its retention of a rare balance from the client's
perspective and from the employee's perspective.

85

and institutional investors on December 3, 2021. Thiswas our first attempt and a pioneering effort; there arefew examples of this in the human resources industry.
Main Q&As of the meeting are summarized below. We
plan to hold a similar meeting once a year and aim atincreasing opportunities for dialogues with shareholders
and institutional investors.

Details of the Q&As are available
on UT Group’s website.

86Team of Board Directors

As of June 30, 2022 | Term in o¬ffice / Number of shares held |* Independent Director

Senior Executive Officers

Board Directors (excluding those who are Audit and Supervisory Committee Members)
Yoichi WAKAYAMA

Manabu SOTOMURA[ 51 ]

Reasons for selection

After having worked at Temporary Center, Inc. (currently Pasona Inc.)and other companies, Mr. Wakayama established Nihon Aim Co., Ltd.
(current UT Aim Co., Ltd.) in 1995 and made it the manufacturing dispatch
industry’s first OTC-registered (current JASDAQ Market) company. He has
been President & CEO (current position) of UT Group since 2007.

[ 54 ]

Full-time Board Director(concurrently Senior Executive
Officer)
3 years/1,500 shares
Director, UT Aim Co., Ltd.
Director, UT Technology Co, Ltd.

President & CEO
15 years/9,031,178 shares
After having worked at Temporary
Center, Inc. (currently Pasona Inc.)and other companies, Mr. Wakayama
established Nihon Aim Co., Ltd.
(current UT Aim Co., Ltd.) in 1995
and made it the manufacturing
dispatch industry’s first OTCregistered (current JASDAQ Market)
company. He has been President &CEO (current position) of UT Groupsince 2007.

Team of Executive Officers

Reasons for selection

Mr. Sotomura joined Recruit Groupin 1991. After serving Bellsystem 24
Holdings, Inc. as Executive Offi¬cer,he joined UT Group in 2017. After
serving as Senior Executive Officer
and Head O¬fficer of the CEO’s
Offi¬ce, he was appointed Board
Member (current position) in 2019.

Mr. Sotomura has leveraged his wealth of practical experience in humanresources and knowledge of overall management to contribute to soundmanagement of the Company. His experience is expected to be used foraccelerating growth of human resources, fundamental to the Company’sbusiness, as well as for strengthening its management structure.

Nobuyuki TSUKUITsutoshi YAMADA

Yuji AIZAWA

Kentaro YAMAGISHIIn charge of Manufacturing
Business Division
President, UT Aim Co., Ltd.

In charge of Area Strategy Business
Division
President, UT Connect Aim Co., Ltd.
President, UT SURI-EMU Co., Ltd.

In charge of Customer Solution
Business Division

In charge of Career Development
Division

Satoshi MORIYASU

Takahito YAMADAManabu SOTOMURAIn charge of Business
Development Division

In charge of General Affairs
Division and Overseas Business
Division
President, UT Heartful Co., Ltd.

In charge of Management
Reformation Division

Board Directors who are Audit and Supervisory Committee Members

Corporate governanceTaisuke IGAKI*[ 49 ][ 49 ]

Hirokazu MIZUKAMI* [ 74 ]Koichi SHIMA*[ 64 ]

Board Director who is an Audit
and Supervisory Committee
Member (Outside)
4 years/–

Board Director who is an Audit
and Supervisory Committee
Member (Outside)
1 year/–Board Director who is an Audit
and Supervisory Committee
Member (Outside)
13 years/–

Board Director who is an Audit
and Supervisory Committee
Member (Outside)
Newly elected/–

LPC Partner, Nishimura & Asahi
Outside Director, en-japan Inc.

President & CEO, ChangeWAVE Inc.
President & CEO, Lyxis Co., Ltd.

Representative Director, Advan
Capital K.K.

LPC Partner, Nishimura & Asahi
Outside Director, en-japan Inc.

After working at KitahamaPartners, Mr. Igaki joined
Nishimura & Asahi (law firm). He
has abundant knowledge andexperience on overall corporate
legal affairs, particularly on crossborder deals, M&As, businessrestructuring and lawsuits.

After working at The Bankof Japan, Ms. Sasaki wasengaged in numerous corporate
business transformation
projects of financial, retail,telecommunication companies
and public institutions at
McKinsey & Company, Inc. Aftershe left McKinsey, she work as
a corporate “transformation”
designer and established
ChangeWAVE Inc.

After serving as Director of The
Sumitomo Trust and Banking(currently Sumitomo Mitsui
Trust Bank) and President ofAozora Bank, Ltd., Mr. Mizukami
established Advan Capital K.K. He
has many years of experience infinancial institutions and abundant
knowledge.

Outside Director, Ligua, Inc.
Outside Director (Audit and Supervisory
Committee Member), Nippon Denkai, Ltd.
Outside Auditor, Global Mobility Service Inc.
Part-time Director, The Salt Industry Centerof Japan
Outside Director, Kitanotatsujin Corporation
Outside Director, COSMOS INITIA Co., Ltd.
Outside Director (Audit and Supervisory
Committee Member), GREE, Inc.

Reasons for selection

Reasons for selection
Leveraging her experience ofbeing involved in management
reforms of numerous companies,
Ms. Sasaki has developed
services that take charge ofreform of society, corporations,organizations and individuals
from the perspective of HR
development. She is expected
to leverage this experience tocontribute to the achievementof the Company’s vision of“becoming the company with afuture workstyle platform.”

Reasons for selection
Mr. Hirokazu Mizukami hasa wealth of knowledge andexperience gained over many
years working at financial
institutions. He is expected tocontribute to management byusing his experience to provide
appropriate and useful commentson the legality, soundness andtransparency of the Company’s
management practices.

Mr. Shima has served in various positions
including Director of Recruit From A Co.,
Ltd. (currently Recruit Co., Ltd.), President of
Recruit Communications Co., Ltd. (currently
Recruit Co., Ltd.), and Standing Member ofthe Audit & Supervisory Board of Recruit
Holdings Co., Ltd.

Reasons for selection
Mr. Shima has served as a corporate manager
and auditor, based on his knowledge
and experience in a broad range of fields
including HR, general affairs, marketing,sales company management, internal andexternal PR, advertising, brand management,
IR, finance, legal affairs, and compliance. He
is expected to leverage this knowledge andexperience to contribute to the achievementof the Company’s vision of “becoming thecompany with a future workstyle platform.”

Executive Officers of the UT GroupKoji MORIKAWA

Hajime NISHIKAWA

Koji SHIGETA

Hiroshi HOKARI

Customer Solution Business
Division
President, FUJITSU UT Co., Ltd.
President, UT FSAS CREA Co., Ltd.

Customer Solution Business
Division

Customer Solution Business
Division
President, UT Toshiba Co., Ltd.

In charge of Engineering Business
Division
President, UT Construction Co.,Ltd.
President, UT Technology Co., Ltd.

Masato ONO

Masaki ISOBE

Dai NAMIKI

In charge of Group Recruiting
Division

Overseas Business Division

Management Reformation
Division
In charge of Business
Development Division

Executive Officers of UT Group Companies
Kosuke KASHIWAGI

Shinichiro YAGI

Kenya ONO

Masumi SATO

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Masato HAYAMA

Masaru MORIOKA

Hiromi KASHIHARA

Tsutomu KOKUBO

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Manufacturing Business Division
UT Aim Co., Ltd.

Ken ISHIWATARI

Hideo YOSHIDA

Takanobu Honma

Akira WATANABE

Manufacturing Business Division
UT Aim Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

Koji HIROTA

Toshinori MIGITA

Naoki ITO

Okihiko OGUCHIArea Strategy Business Division
UT Connect Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

Area Strategy Business Division
UT Connect Co., Ltd.

2022 UT Group Integrated Report

Mr. Igaki proactively provides
advice and suggestions within the
Company from the perspectivesof compliance and corporate
governance, leveraging his
wealth of experience in all legal
matters, including cross-bordertransactions, M&A, corporate
rehabilitation and litigation. He is
expected to continue to leveraging
this experience to contribute to
the growth and risk managementof the Company.

87

Hiroko SASAKI*

88

UT Group Basic Policies

Basic Policy on Respect and Growth of Individuals"Everyone has a natural talent and the equal right to use it." This is UT Group's most fundamental
view of human beings. In order to achieve UT Group’s mission, “Create vigorous workplaces
empowering workers,” it is important that each person with a desire to work has the opportunityand environment to develop and demonstrate their capability to make use of their own
individuality through working. To that end, UT Group will continue to strive to create “a goodplace to work for employees with complete peace of mind,” “an environment in which employees
can always feel bonded with their company and associates,” and “an environment in which
employees feel their growth through fair evaluation based on the given roles and achievements.”
This Policy is to be shared with all UT Group officers and employees to provide guidance forcorporate activities.
1. Respect for human rights
We comply with international norms on human rights and the laws and regulations of thecountries and regions where we operate, and we take responsibility by taking corrective
measures to prevent and mitigate negative effects on human rights in order to respect humanrights and not to violate the human rights of others.
2. Attitude of standing by and staying face to face with others
We respect the individuality and potential of each and every employee. We will always standbehind each other's desire for growth and we will continue to sincerely stay face to face witheach other's different situations and challenges toward achieving that ideal.
3. Fair opportunity and fair treatment
We will equally provide opportunities for career development, such as employment, educationand counseling, which are necessary for individual self-realization, to employees regardlessof their age, gender, nationality, academic and work background. We also will create andmaintain an environment in which they can realize their growth through consistently fairevaluation and treatment for their individualistic role and performance.
4. Work environment and health and safety
We aim to continuously improve the work environment based on the recognition that a goodand suitable place for work is essential for people to work vigorously with peace of mind. Even
when they are working in a client’s facility, we will give primary importance to employees’safety and security and collaborate with the clients so as to improve the work environment.

Basic Policy on Corporate Governance

Basic Policy on Sustainability
UT Group strives to create, with client companies, good workplaces that allow many workers tobe empowered and pursue their potential, and to increase workplaces where both workers andcompanies grow in a virtuous circle. Under the mission “Create vigorous workplaces empowering
workers,” all UT Group executives and employees are expected to naturally contribute to the89

Basic Policy on Internal Control System
1. System to ensure execution of duties by Directors and employees of the Company inconformity with laws and regulations and the Articles of Incorporation of the Company(1) Important matters concerning execution of business that may affect the Company and its
entire Group are identified and discussed at the Board of Directors meeting. The President &Representative Director reports the status of business execution of the Company and mattersdeemed important to the Board of Directors. In addition, External Directors are selected tomaintain and enhance supervisory functions concerning execution of duties by Directors.
(2) The UT Group Compliance Risk Management Conference, chaired by the lead person in
charge of the compliance division and with participation by an outside lawyer among others,
has been established as an advisory entity serving the Board of Directors. The Conference
discusses compliance policy and action plans of the Company and its Group, studies mattersneeded to ensure legal compliance and fair execution of duties, does research on violation oflaws, regulations, and internal rules, and establishes recurrence prevention measures.
(3) The Code of Conduct and the UT Group Compliance Code of Conduct stipulate appropriate
actions to comply with laws and regulations, social norms, internal rules and other rules to betaken. The Company strives to make officers and employees of the Group to be well aware ofthis and comply with it.
(4) Concerning promotion of compliance, the Company has established the UT Group
Compliance Manual. Officers and employees of the Company and its Group Companies
attend seminars and other events and are instructed to perform duties and management by
taking compliance as one of their own issues in their respective position.
(5) A whistle-blower system has been established to enable consulting on possible or actualorganizational or individual legal violations or fraudulent acts and to appropriately handle
the information. By making use of the system, the Company endeavors to prevent scandals
caused by fraudulent and other acts, detect problems early, and become more agile in
improving its ability to govern itself.
(6) The Internal Audit Division has been established to examine, evaluate, and report the statusof corporate organization establishment and compliance, effectiveness and efficiency ofbusiness management to maintain and improve internal control.
2. System to ensure the preservation and management of information related to execution ofduties by Directors(1) The minutes of the Board of Directors meetings and related materials are properly preserved
and managed in accordance with laws and regulations as well as the Company’s Document
Management Regulations and Board of Directors Regulations.
(2) Concerning information management and periods of retention, the Information Security
Management Regulations and the UT Group Compliance Manual have been established to
put in place a system to retain and manage information.
3. Regulations and other organizational structures to manage risk of losses(1) The UT Group Compliance Risk Management Conference determines the types of risks of theCompany and its Group to be managed, controls and evaluates these risks, takes steps toprevent risk occurrence, and, in the event of risk occurrence, minimizes loss and establishes
recurrence prevention measures.
(2) In case of an emergency, the Company takes prompt, appropriate action in accordancewith the Rules Concerning Emergency Response, which aims at minimizing damage. An
emergency headquarters, led by the President & Representative Director, will be in charge ofcrisis management.
4. System to ensure efficient execution of duties by Directors of the Company(1) A regular Board of Directors meeting is held once a month and an extraordinary Board of
Directors meeting is held as needed; all are to decide on important matters and supervise theexecution of duties by Directors among other activities.
(2) The Company has defined resolution matters and reporting matters of the Board of Directors
meeting in the Board of Directors Regulations, and responsibility and authority of eachorganization and each job position concerning execution of duties in the Job Position
Authority Regulations.
(3) The Company has also adopted an Executive Officer System to separate businesssupervisory functions and business execution functions and improve effectiveness of theBoard of Directors by granting a part of the Board of Directors’ decision-making authority ofbusiness execution to Executive Officers.
(4) In the Management Committee, which is chaired by the President & Representative Director
and is comprised of Full-time Directors and Executive Officers, important matters concerning
execution are discussed.
5. System to ensure appropriate operations of a corporate group that consists of theCompany and its subsidiaries(1) As a holding company that controls the business of its Group, the Company appropriately
exercises rights of shareholders to its subsidiaries from the perspective of maximizing
corporate value of its Group. The Company also regularly receives reporting from its
subsidiaries on their status of management, execution of duties, and financial position,in accordance with the “Management Regulations of Subsidiaries and Affiliates,” and theManagement Committee confirms whether Directors of Group Companies efficiently execute
their duties.
(2) With regard to management of the Company’s subsidiaries, Directors of the Company’sGroup Companies who concurrently serve as the Company’s Executive Officers, or Directorsof the Company’s Group Companies who are elected by the Company ensure that theCompany’s prior approval is required for the subsidiaries’ important matters, including
business strategy and business plans, which is based on the Company Group Policy. In
principle, a subsidiary of the Company’s subsidiary is managed and controlled through thesubsidiary.
(3) The UT Group Compliance Risk Management Conference is in charge of and promotes
compliance of the entire Company Group, and the Company’s Internal Audit Division audits
its subsidiaries in accordance with the Management Regulations of Subsidiaries and Affiliates
and the Internal Audit Regulations and from the perspective of matching with laws andregulations, the Articles of Incorporation, internal rules, and other rules.
(4) The Code of Conduct, UT Group Compliance Code of Conduct, and UT Group Compliance
Manual have been adopted by the entire Company Group. The Company strives to makeDirectors and employees of the Group Companies to be well aware of taking appropriate
actions in compliance with laws and regulations, social norms, internal rules and other rules.
6. Matters concerning the Director and employee who assist auditing duties of the Audit &Supervisory Committee; matters concerning independence of the Director and employee
from Directors (excluding Directors who are Audit & Supervisory Committee Members);
and matters concerning securing effectiveness of instructions to the employee(1) When requested by the Audit & Supervisory Committee, an employee who performs
assistance to duties of the Committee will be selected and be dedicated to performing

assistance to the Audit & Supervisory Committee. With regard to nomination of personnel,
Directors (excluding Directors who are Audit & Supervisory Committee Members; referredas “Audit & Supervisory Committee Members” hereafter) exchange opinions with the Audit &Supervisory Committee and obtain its agreement.
(2) Directors (excluding Audit & Supervisory Committee Members) do not have the authority toissue orders to the employee who performs assistance. The employee follows orders fromthe Audit & Supervisory Committee.
(3) Disciplinary action to the employee who performs assistance needs to be agreed by the Audit& Supervisory Committee.
7. System for Directors and employees of the Company to report to the Audit & Supervisory
Committee and systems for others to report to Audit & Supervisory Committee(1) In order to understand important decision-making processes and the status of executionof duties, Audit & Supervisory Committee Members attend the Board of Directors meetingsand other important meetings, inspect major requests for approval and other important
documents concerning execution of duties, and request explanation to Directors andemployees as needed.
(2) The Audit & Supervisory Committee collaborates with the Auditing Company by receiving
briefings on accounting audit details and exchanging information.
(3) The Audit & Supervisory Committee can request reporting on execution of duties to Directors
and employees of the Company’s subsidiaries, who in turn shall promptly respond to therequest. The Company makes Directors and employees of the Company’s subsidiaries
to be well aware of this point. In case they detect a violation to laws and regulations or its
possibility, they promptly report it to the Audit & Supervisory Committee.
(4) Concerning information on the whistle-blower system common to the Company and its Group
Companies, departments in charge regularly report to the Audit & Supervisory Committee.
(5) The Company prohibits any party from treating the whistle blower to the Audit & Supervisory
Committee in any manner disadvantageous on the grounds of the whistle-blowing disclosureand seeks that Directors and employees be well aware of this point.
8. Matters concerning policy on procedures for expenses arising from performance of dutiesof the Company’s Audit & Supervisory Committee Members
Directors (excluding Audit & Supervisory Committee Members) cooperate with audit byAudit & Supervisory Committee Members and budget a certain amount for the payment ofexpenses and other costs arising from the auditing to secure its effectiveness.
9. Other arrangements to ensure that audits by the Audit & Supervisory Committee isconducted effectively(1) Audit & Supervisory Committee Members audit execution of duties by Directors andExecutive Officers based on the Audit & Supervisory Committee’s Auditing Standards andaccording to the audit plan.
(2) Audit & Supervisory Committee Members attend the Board of Directors meetings and otherimportant meetings, and provide their opinions as needed.
(3) Audit & Supervisory Committee Members regularly exchange information and collaborate
with the Auditing Company and the Internal Audit Division, and have meetings with the
President & Representative Director as appropriate.
10. System to ensure credibility in financial reporting(1) In order to ensure appropriate accounting treatment and improve credibility in financial
reporting, the Company has adopted diverse types of regulations concerning accounting
operations, has assigned an Officer in charge concerning information disclosure, and strives
to put in place an internal control system concerning financial reporting and to enhance its
effectiveness.
(2) The Audit & Supervisory Committee conducts audits concerning internal control related
to financial reporting, in accordance with the Audit & Supervisory Committee’s Audit
Performance Standard Concerning Internal Control System.
(3) In case that the Audit & Supervisory Committee determines that the internal control related tofinancial reporting does not address significant risks, the Committee points it out to Officers incharge of finance in a timely and appropriate manner, and ask for improvement as is deemednecessary.
11. Basic Views on Eliminating Anti-Social Forces and arrangements
As a part of systems to ensure appropriateness of operation, the Company’s basic views on
eliminating anti-social forces are clearly stated as follows and the systems are established.
(1) Basic views on eliminating anti-social forces
As a basic policy, the Company Group is determined to stand against anti-social forcesthat threaten civil society and eliminate any relationship with them. The Group prohibits all
Directors and employees to use anti-social forces and any individual or group that is related tothem, and to be related with them in any way, including provision of money and cooperation.
(2) Arrangements for eliminating anti-social forces(i) The Company has adopted the UT Group Compliance Manual, which calls for elimination of
any relationship with anti-social forces and strives to make Directors and employees of theGroup to be well aware of and comply with it.
(ii) The Company and its Group Companies have stipulated in the Standard on Eliminating AntiSocial Forces and the Detailed Rules on Investigating and Eliminating Anti- Social Forces
measures needed to eliminate anti-social forces from all activities including contracts
exchanged by the Company and its Group Companies.
(iii) In case that the Company is contacted by anti-social forces, the Company’s department incharge is prepared to deal with it in cooperation with police and lawyers.

Basic Policy on Risk Management
UT Group aims to continuously increase corporate value while making high growth. For thisreason, we believe it is important to take strong action to convert environmental changes
into business opportunities, while at the same time appropriately controlling risks in business
operations. Consonant with our mission “Create vigorous workplaces empowering workers,”
this Basic Policy is adopted as a guideline for protecting and enhancing corporate value andprotecting the trust that society and stakeholders hold in the Group.
1. Integrated management of risks
We will identify risks that may impede the sustainable improvement of corporate value andestablish a system for integrated management throughout the Group to prevent risks.
2. Quick response to risks
If a risk arises, we will endeavor to conserve our management resources by taking
appropriate and prompt action and minimize damage to our stakeholders.
3. Life and safety first
In the event of an emergency such as a disaster, we will put human life and safety first and act
in cooperation with the local community.

Basic Policy on Compliance
UT Group's business has an aspect as a public infrastructure and a social responsibility thathelps broaden the potential of its workers and plays a role in securing employment and supplying
the labor force. Unlike dealing with material objects or energy, this includes responsibility for thedesire and potential of each worker. We at UT Group are strongly aware of this and maintain abasic compliance policy to ensure that all of our corporate activities are fair and remain trusted bysociety and stakeholders.
1. Awareness of social responsibility
We will ensure that all UT Group officers and employees are aware that our business plays asocial role in securing employment and supplying the labor force, and we will take appropriate
action to gain the trust of society and stakeholders.
2. Compliance with laws, social norms, and internal rules
We will properly understand and comply with the laws and social norms established by eachcountry where we do business, and we will act in an orderly manner based on the UT Group's
Articles of Incorporation and internal rules.
3. Respect for human rights and creation of the environment in which each employee canachieve self-realization
We will support and respect international norms on human rights. Moreover, we strive tocreate a good workplace where we can help employees develop their individuality andabilities, broaden their potential, and achieve self-realization.
4. Fair competition and trade

We always engage in fair trade, and fair and transparent competition, to maintain healthy
relationships with our suppliers.
5. Proper information management
We will strictly manage business secrets relating to our customers, personal information
relating to employees and others, and significant undisclosed facts in the course of ourbusiness, so as to prevent them from being leaked to third parties.
6. Elimination of anti-social forces
We will refrain from all relations with anti-social forces and organizations that pose a threat tosocial order and security, and we will respond to unjust requests in a resolute manner.
7. Ongoing compliance education
We will provide ongoing compliance education to our officers and employees, so as topromote corporate activities that are trusted by society and stakeholders.

Basic Policy on Information Security
UT Group handles an immense amount of information, including personal and client information,in order to provide the public infrastructure that secures employment and supplies the labor
force. Based on the view that ensuring of the proper management and information security is
one of the important management issues for the proper and smooth operation of UT Group'sbusiness, the Basic Policy on Information Security is established as a guideline for protecting
information assets.
1. Information Security System
We will establish a group-wide information security system in order to protect all information
assets held by the Group.
2. Protection of information assets
We will take necessary organizational, human, technical, and physical measures to ensure
the security of information assets.
3. Compliance with relevant laws and regulations
We will comply with various laws, regulations, and other rules concerning information security.
4. Information security education
We will provide education and training on information security to our officers and employees
in accordance with the nature of their assignments and strive to improve information security
literacy.

Basic Policy on Environment
Just as each individual is the one and only in the world, the environment of this planet, which isthe stage for all people’s lives and for all corporate activities, is also the invaluable one and only.
UT Group has established a basic policy on the environmental in order to ensure that all officers
and employees understand the importance of the environment and give consideration to theglobal environment of the present and the future in performing their business activities.
1. Compliance with environmental laws and regulations and environmental-related agreements
UT Group will understand and comply with environmental laws and regulations in eachcountry and international environmental-related agreements.
2. Reduction in environmental impact
UT Group will strive to make efficient use of environmental resources, reduce greenhousegases emitted as a result of its business activities, and conserve the global environment.
3. Environmental education and awareness raising
UT Group will carry out educational activities to ensure that officers and employees of eachgroup company understand the importance of environmental conservation.

UT Group Policy on Human Rights
The UT Group's mission is to "create vigorous workplaces empowering workers.” We willcontribute to the growth of our customers' businesses and a sustainable society by helping eachindividual who is motivated to work to acquire the ability to demonstrate their own individuality
through the act of working. Our business is really about supporting the growth of people whowork. As a precondition for this, we recognize that respecting the human rights of each and every
person is fundamental to our corporate activities. We have therefore prescribed this policy here inorder to respect the human rights of all people and we will promote initiatives to respect humanrights.
1. Basic concept
The UT Group recognizes the importance of respecting human rights as a company that
supports the growth of each individual and provides the public infrastructure of employment
stability and labor supply. As international human rights standards, we understand theInternational Bill of Human Rights and the ILO Declaration on Fundamental Principles andRights at Work and we will promote respect for human rights.
We will comply with the human rights laws and regulations of the countries and regions inwhich we operate, implement appropriate measures when rights are violated, and will not
tolerate discrimination or harassment of any kind.
2. Scope of application
This Policy applies to all UT Group officers and employees. We also expect all our business
partners to respect human rights in accordance with this policy.
3. Human rights issues related to business activities(1) Forced labor, modern slavery and child labor
We respect above all the will and desire of workers to work and do not tolerate any formof forced labor, human trafficking, modern slavery, or labor practices that violate humanrights. Furthermore, we do not tolerate child labor and adhere to the legal minimum age in all
countries and regions where we do business.
(2) Discrimination and harassment
We do not tolerate any form of discrimination based on race, ethnicity, creed, social status,
gender, sexual orientation or gender identity, physical or mental disability or illness, or
employment status, nor do we tolerate any form of harassment, whether physical or mental.
We will create a workplace that respects each individual, provides fair opportunities, andtreats employees fairly so that they can demonstrate their diverse personalities.
(3) Working conditions, working hours, and living wage
We aim to create a quality workplace where all employees can work vigorously andexperience growth through career development that suits each individual. Therefore, wewill properly manage wages, working hours, and employee welfare benefits to meet therequirements of applicable laws and labor agreements. In addition, we will work closely withclient companies to reduce excessive working hours beyond compliance with laws andregulations and develop high-quality workplaces that provide employees with compensationthat exceeds a living wage.
(4) Occupational health and safety
We believe that a safe and healthy workplace is essential for working vigorously. For thisreason, we aim to create a better working environment not only in the workplaces wemanage, but also in collaboration with the companies to which we dispatch workers.
(5) Privacy
We will properly manage all personal information obtained in the course of our business,take the utmost care not to infringe on privacy, and allow it to be used only for legitimate
purposes. We will strive to take all possible measures to ensure the accuracy, security, andconfidentiality of the personal information we store.
4. Establishment of support desk
We will establish a consultation desk to receive consultations on human rights from
employees and stakeholders of the UT Group.
5. Remedies
If it becomes apparent that there is a human rights violation involving the UT Group, we will
endeavor to remedy it through appropriate procedures.
6. Education
We will provide appropriate education and training to ensure that all UT Group officers andemployees understand human rights and to ensure the effectiveness of this policy.
7. Dialogue
In the course of implementing this policy, we will receive advice from outside experts andengage in dialogue with stakeholders.

2022 UT Group Integrated Report

With the aim of realizing the mission “Create vigorous workplaces empowering workers,” UTGroup strives to expand, with a sense of speed, the environment in which workers expand theirpotential and achieve their self-realization. In so doing, we are conscious that our business has
a strong characteristic of public infrastructure, which is the stability of individual employment
and the supply of labor in corporate production activities, and that it carries serious social
responsibility. To achieve this, first and foremost, we must respect the human rights of individuals
and comply with laws, regulations and social norms with high ethical standards. In order togain the trust of our associates (a term for employees at UT Group), clients, other stakeholders
and society, we must also disclose information with high transparency, communicate
appropriately, and fulfill our accountability. Our business is heavily influenced by changes in thebusiness environment, such as fluctuations in personnel demand by clients or their markets
and fluctuations in supply in the human resources market. In order to achieve sustainableimprovement of corporate value with high growth potential while maintaining employment in sucha business environment, we believe we need to balance “Protective Governance” and “Aggressive
Governance.” “Protective Governance” means to constantly control risks and operate businessin an appropriate manner, and “Aggressive Governance” means to support flexible thinking andbold risk-taking, which allow us to quickly respond to environmental changes and turn them into
new business opportunities. Based on these ideas, we position corporate governance as one of
the most important management matters and will continue to strengthen it.
1. SHAREHOLDERS’ RIGHTSUT Group respects the rights of its shareholders and strives to ensure equality ofshareholders, and to create an environment in which shareholders can exercise their rights
appropriately.
2. COLLABORATION WITH STAKEHOLDERS
UT Group strives to promote sustainable corporate value by working properly with its
associates, clients, business partners, and all other stakeholders.
3. PROPER DISCLOSURE OF INFORMATION AND ENSURING TRANSPARENCY
In order to gain the trust of its shareholders and other stakeholders, UT Group actively
discloses information with high transparency and strives to disclose information in an
integrated manner so as to clearly communicate its vision and its management strategy
intended to contribute to realization of the vision.
4. RESPONSIBILITIES OF THE BOARD OF DIRECTORS, ETC.
In order to achieve sustained improvement of corporate value which has high growthpotential, consistent with the mission “Create vigorous workplaces empowering workers,”
UT Group’s Board of Directors delegates its executive authority to executive officers, who
are instructed to make speedy decisions, in a fair manner and in the best possible way, whileproviding effective oversight functions as its major role in management supervision. A halfof the Directors are independent so that the Board performs effective supervisory functions
from broader perspectives, without being biased to the internal organizational viewpoint andwith the benefit of the effects of diversity in terms of knowledge of related fields, capability,
industry experience, age, and gender. . In order to make decisions in appointing directors aswell as executive officers who are responsible for business execution, and to determine theirremuneration, an advisory committee of which a majority of its members are outside experts
is established to ensure transparency. In addition, UT Group has developed a remuneration
system that is well balanced from the perspectives of short- term and medium- to-longterm, an arrangement believed to support risk-taking for growth. The Company has alsoestablished a system to properly manage risks. The system and its operation are consistently
supervised.
5. DIALOGUE WITH SHAREHOLDERS
As an important aspect of its relation with shareholders the UT Group strives to disclose
management direction and strategy for improving medium- to long-term corporate value,
and to engage in constructive dialogue with shareholders. The Company seeks to establish aproper structure to enable it and to get a good understanding of the shareholder structure.
6. ETHICAL STANDARDS AND CORPORATE CULTUREUT Group provides public infrastructure that supports employment and production activities
and, based on its awareness of social responsibility as expressed by being engaged witheach worker, UT Group strives to foster a corporate culture that contributes to a sustainable
society by adhering to local laws and regulations, as well as international norms, including
respects of human rights.

sustainable coexistence and co-prosperity of individuals and society by realizing an "organizationin which diverse individuals are recognized and mutually benefit by interaction with each other.“
1. Respect individual dignity
Respect of individual dignity is essentially the corporate purpose of UT Group, which aims
to realize a society in which all motivated people are equally given opportunities for skill
development and career formation, and are treated fairly. While striving to ensure the security
and safety of the working environment and information security, we will work to create anorganization in which diverse individuals are recognized and utilized by each other.
2. Broaden potential of individuals
UT Group will strive to enhance career support that enables many individuals to pursue theirindividuality and potential throughout their lives. We will also expand our business and its
domains through sound transactions so that we can sustainably provide employment andgrowth opportunities.
3. Maintain the coexistence and prosperity of individuals and society
UT Group strives to create and increase with, client companies, good workplaces where both
workers and companies grow in a virtuous circle in order to provide a dependable workplace
where as many people as possible are empowered and work vigorously for a long time. In
doing so, we will always have a public perspective Also, not only will we vigorously comply
with social ethics and prevailing trends, but also will strengthen corporate governance andto reduce environmental impact. We will thus strive to maintain the coexistence and mutual
prosperity of individuals and society with strong connections to the public perspective.

90

Corporate Profile

March 31, 2022

Share price performanceName

UT Group Co., Ltd.

Location

1-11-15 Higashi-Gotanda, Shinagawa-ku, Tokyo 141-0022 Japan

Originally started

April 14, 1995

Established

April 2, 2007

Capital¥680 million

Number of employees

48,163 (consolidated); 834 (non-consolidated)

Listed stock exchangeTokyo Stock Exchange, Prime Market

Securities code

2146

Fiscal year

April 1 to March 31

General meeting of shareholders

Annually held in June

Shareholder record dates

Four times a year (June 30, September 30, December 31, and March 31)

Trading unit

100 shares

Number of shares authorized

160,000,000 shares

Number of issued and outstanding shares

40,363,067 shares

Number of shareholders

4,344

Shareholders registry administrator

Mitsubishi UFJ Trust and Banking Corporation, Securities Agency Division,

(yen)
4,500
4,000
3,500
3,000
2,500
2,000
1,500
1,000

Shin-Tokyo Post Office, PO box No.29, Tokyo 137-8081 Japan500
FY3/2018

Number of Shares
Owned

Major Shareholders

Percentage (%)

Yoichi Wakayama

9,031,178

22.37

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

5,529,000

13.70

Custody Bank of Japan, Ltd. (Trust E Account)

2,749,000

6.81

Custody Bank of Japan, Ltd. (Trust Account)

2,227,300

5.52

Lei Hau’oil Co., Ltd.

1,817,200

4.50

J.P. MORGAN BANK LUXEMBOURG S.A. 381572

1,500,000

3.72

THE BANK OF NEW YORK MELLON 140044

1,033,261

2.56

THE BANK OF NEW YORK MELLON SA/NV 10

900,000

2.23

BBH FOR SEI INSTITUTIONAL INV TR-WORLD EQU EX US FD/ALLIANCE BERNSTEIN

720,200

1.78

UT Group Employee Stock Ownership Association

576,890

1.43* The number of issued and outstanding shares includes 180 shares of treasury stock.
The shareholding ratio is calculated excluding 180 shares of treasury stock.

Distribution of shares
Financial institutions
Securities companies
Other corporations

2022

2021

2019

2018

FY3/2021

FY3/2022

FY3/2020

FY3/2021

FY3/2022

2,500

2,000

1,500

1,000

500

Number of shareholders

March 31 of each year

Share price performance relative to TOPIXUT Group

27.7

1.5 4.6

33.2

33.0

37.9

34.0

38.2

36.6
29.1

(%)

(Persons)

2022
2021

4,344

TOPIX

300

250

4,648

200

2020

7,478

2019

7,364

150

100

50

2018

7,049

0
FY3/2018

91

FY3/2020

3,000

(%)

33.1

44.1

FY3/2019（10,000 shares)

350

32.7

19.3 1.9 5.6

FY3/2022

Trading volume

FY3/2018

Foreign investors

0.8 4.5

19.1 0.9 5.0

FY3/2021

0

Individuals and others

28.9

21.9 1.5 4.7

FY3/2020

2022 UT Group Integrated Report

2020

March 31 of each year

FY3/2019

FY3/2019

92