Q1 (FY2024) Annual Securities Report(First Quarter of the 52nd Fiscal Year)
From April 1, 2023 to June 30, 2023

MIRARTH HOLDINGS, Inc.
1-8-2, Marunouchi, Chiyoda-Ku, Tokyo

Contents
Page
Cover

Part I. Company Information

1

I. Company Overview

1

1 Trends in Major Management Indicators, Etc.

1

2 Businesses

1

II. Business Overview

2

1 Business Risks

2

2 Management's Analysis of Financial Position, Operating Results and Cash Flows2

3 Important Contracts Etc. Related to Management

3III. Information on the Reporting Company
1 Stock Information

44(1)Total Number of Shares, Etc.

4(2)Information on the Share Acquisition Rights, Etc.

4

①Details of the Stock Option Plan

4

②Other Subscription Rights

4(3)Exercise of Moving Strike Convertible Bonds, Etc.

4(4)Changes in Number of Shares Issued and Capital, Etc.

4(5)Status of Major Shareholders

4(6)Information on Voting Rights

5

2 Officers

5

IV. Financial Information

6

1 Quarterly Consolidated Financial Statements

7(1)Quarterly Consolidated Balance Sheets

7(2)Quarterly Consolidated Statements of Income and Quarterly Consolidated Statements of Comprehensive Income

9

Quarterly Consolidated Statements of Income

9

Quarterly Consolidated Statements of Comprehensive Income

10

2 OtherPart II. Information Concerning Guarantors of the Reporting Company[Quarterly Review Report]

17
18

[Cover][Filing]

Q1 (FY2024) Annual Securities Report[Applicable provision]

Article 24-4-7(1) of the Financial Instruments and Exchange Act[Submitted To]

Director-General of the Kanto Local Finance Bureau[Date of submission]

August 10, 2023

[Quarterly Accounting Period]

1st quarter for the 52nd Fiscal Period (From April 1, 2023 to June 30, 2023)[Company name]

MIRARTH HOLDINGS, Inc.

[Company Name in English]

MIRARTH HOLDINGS, Inc.

[Representative]

Kazuichi Shimada, Representative Director, Group CEO, Group COO and President Executive Officer[Address of head office]1-8-2, Marunouchi, Chiyoda-Ku, Tokyo[Telephone]+81-3-6551-2133[Contact]

Masashi Yamamoto, Director, Group CFO and Managing Executive Officer[Contact address]

1-8-2, Marunouchi, Chiyoda-Ku, Tokyo[Telephone]+81-3-6551-2133[Contact]

Masashi Yamamoto, Director, Group CFO and Managing Executive Officer[Place for public inspection]

Kita-Kanto Branch of MIRARTH HOLDINGS, Inc.
(1-20-1, Takahanacho, Omiya-ku, Saitama-shi, Saitama)
Tokyo Stock Exchange, Inc.
(2-1 Nihombashi Kabutocho, Chuo-ku, Tokyo)

Part I. [Company Information]
I. [Company Overview]
1[Trends in Major Management Indicators, Etc.]

Fiscal term

51st fiscal year
First Quarter Consolidated
Cumulative period

52nd fiscal year
First Quarter Consolidated
Cumulative period

51st fiscal year

Accounting period

From April 1, 2022 to June 30,
2022

From April 1, 2023 to June 30,
2023

From April 1, 2022 to March 31,
2023

Net sales(Millions of yen)

28,32528,137

153,472

Ordinary income(Millions of yen)

398

245

5,033

Quarterly (current term) net income (loss)(△) attributable to owners of the parent(Millions of yen)

206

△218

4,584

Quarterly comprehensive income(Millions of yen)

134

△50

3,852

Net assets(Millions of yen)

58,06959,824

65,142

Total assets(Millions of yen)

243,519349,262

341,669

Quarterly (current term) net income (loss)(△) per share

(Yen)

1.89

△1.99

41.90

Quarterly (current term) net income per share(fully diluted)

(Yen)

1.88

-

41.58

(%)

23.7

16.9

18.0

Equity ratio(NOTE)1. We have prepared our quarterly consolidated financial statements. Therefore, we have not provided any information on the major financial indicators ofSubmitting Company.
2. Quarterly diluted net income per share of First Quarter Consolidated Cumulative period for the 52nd fiscal period is not stated because there is a potential Equity
securities but it is a 1 Shares Per share quarterly net loss.

2[Businesses]
There have been no material changes to Details of the business conducted by our group (us and our affiliated companies) in 1st quarter of fiscal year under review.
There have also been no changes in major affiliated companies.

-1-Ⅱ. [Business Overview]
1[Business Risks]
There have been no significant changes in 1st quarter of fiscal year under review to the risks of new businesses or the risks of businesses described in Prior taxable
year's Securities Report Statement.

2[Management's Analysis of Financial Position, Operating Results and Cash Flows]
Forward-looking statements in the text are based on judgments made as of the end of the current quarterly consolidated accounting period.
(1)Management's discussion① Results of Operations by Segment
In Real Estate Business, Net sales for this segment was 23,908 Millions of yen (down 3.7% from the same quarter of the previous fiscal year) due to factors
such as new condominiums, liquidation, new detached house, renewal and resale, real estate rental, real estate management, and real estate Other.
In Energy Business, Net sales of this business was 2,798 Millions of yen (up 5.9% from the same quarter of the previous fiscal year) due to the revenue
from electricity sale of power generation facilities.
In Asset Management Business, Net sales was 79 Millions of yen (68.5% decrease from the same quarter of the previous fiscal year) due to management
fees and other factors.
In Other Businesses, Net sales of this business was 1,351 Millions of yen (up 126.9% from the same quarter of the previous fiscal year) due to construction
contracting and other factors.
Consequently, 1st quarter of fiscal year under review's results of operations are as follows : Net sales 28,137 Millions of yen (down 0.7% from the samequarter of the previous fiscal year), Operating income 621 Millions of yen (up 4.1% from the same quarter of the previous fiscal year), Ordinary income 245
Millions of yen (down 38.5% from the same quarter of the previous fiscal year), and net loss attributable to owners of the parent of 218 Millions of yen(compared to Net income attributable to owners of parent of 206 Millions of yen in the same quarter of the previous fiscal year).
② Progress of contract execution
Regarding 1st quarter of fiscal year under review sales Actual, 1,788 units were contracted for Units 2,200 units scheduled to be delivered to Full year, andthe progress rate is 81.3%.

(Contract status for new built-for-sale condominiums)
Number of contracted units
Units scheduled for delivery

Units under contract
Contract progress ratio (%)

scheduled for delivery

From April to June

Previous period

1,780

1,433

80.5

635

Current period

2,200

1,788

81.3

535

(2)Explanation of Financial Position
Assets, Liabilities and Net Assets
At the end of our End of 1st quarter of the fiscal year under review, Assets, Liabilities and Net Assets of Total assets increased by 7,593 Millions of yen from349,262 Millions of yen to End of Previous Consolidated Accounting Period as a result of steady purchases of Assets for business use and other factors.

(Current Assets)
Thanks to steady purchases of business Assets and other factors, Current assets increased by 12,975 Millions of yen to 201,704 Millions of yen compared to
End of Previous Consolidated Accounting Period.

(Fixed Assets)
Despite the steady purchase of Assets for business use, Fixed assets decreased by 5,377 Millions of yen compared to 147,507 Millions of yen and End ofPrevious Consolidated Accounting Period mainly due to the transfer to Real estate for sale.

(Current Liabilities)
Due to the increase in Short-term borrowings and the transfer of short-and long-term Category, Current liabilities increased by 11,304 Millions of yen
compared to 173,462 Millions of yen and End of Previous Consolidated Accounting Period.

(Fixed Liabilities)
Due to an increase in borrowings associated with new purchases and other factors, Fixed liabilities increased by 1,606 Millions of yen compared to 115,975
Millions of yen and End of Previous Consolidated Accounting Period.

-2-

(Net Assets)
Due to the recording of quarterly net loss attributable to owners of the parent and Dividend of surplus, Total of Net assets decreased by 5,317 Millions of yen
compared to 59,824 Millions of yen and End of Previous Consolidated Accounting Period.

(3)Prioritized business and financial challenges
There have been no material changes in the business and financial issues that our Group should prioritize during the first quarter of the current fiscal year.

(4)Research & Development Activities
Not applicable.

(5)Major factors affecting performance
Our Group's mainstay real estate sales business tends to be influenced by buyer sentiment and supplier supply trends. Purchaser sentiment is affected by,among other things, economic trends, interest rate trends, housing taxation, consumption tax, and land price trends. Suppliers' supply trends are also susceptible
to changes in Land purchasing costs, subcontractors' outsourcing prices, the failure of subcontractors, and financial trends. Therefore, fluctuations in thesetrends could have a material impact on operating results.

3[Important Contracts Etc. Related to Management]
End of 1st quarter of the fiscal year under review has no significant management contracts, etc. to be determined or concluded.

-3-

Ⅲ. [Information on the Reporting Company]
1[Stock Information](1)[Total Number of Shares, Etc.]①[Total Number of Shares]
Type

Number of authorized shares (shares)

Common stock

248,000,000
Total

248,000,000②[Issued shares]

Type

Number of shares issued at the end of
the current first quarter (shares)(As of June 30, 2023)

Number of shares issued as of thefiling date (shares)(As of August 10, 2023)

Stock exchange on which thecompany is listed

Details

The number of shares constituting 1
CommonTokyo Stock Exchange Prime
121,000,000

unit is 100 shares, which is the

121,000,000

stock

marketstandard for us with no limitation on
the content of rights.

Total

121,000,000

121,000,000--(2)[Information on the Share Acquisition Rights, Etc.]①[Details of the Stock Option Plan]
Not applicable.
②[Other Subscription Rights]
Not applicable.
(3)[Exercise of Moving Strike Convertible Bonds, Etc.]
Not applicable.
(4)[Changes in Number of Shares Issued and Capital, Etc.]

Date

Number of issued
shares Change(Shares)Number of issued
shares Balance(Shares)

Change in capitalstock(Millions of yen)

Balance of capitalstock(Millions of yen)

Change in legal
capital surplus(Millions of yen)

Balance of legal
capital surplus(Millions of yen)-

121,000,000

-

4,819

-

4,817

From April 1, 2023 to June30, 2023(5)[Status of Major Shareholders]
There are no items to be stated because the current quarterly accounting period is the first quarter accounting period.

-4-(6)[Information on Voting Rights]"Status of voting rights" as of the end of First quarter of the current fiscal year Accounting period cannot be stated because Details of the shareholder
register cannot be confirmed. Accordingly, the shareholder register based on the previous Record Date (March 31, 2023) is presented.
①[Issued shares]
As of June 30, 2023
Category

Number of shares (shares)

Shares without voting rights

Number of voting rights (units)

Details

-

-

-

-

-

-

-

-

-

Shares with limited voting rights (including
treasury shares)
Shares with restricted voting rights (otherthan the above)
The number of shares constituting 1 unit is 100
Shares with full voting rights (including

Common11,192,600

treasury shares)-

shares, which is the standard for us with nostock
limitation on the content of rights.

Shares with full voting rights (other than theabove)

Common109,740,700

1,097,407

Same as above

66,700-Shares less than 1 unit (100 shares)

121,000,000

-

-

-

1,097,407-

stockCommonShares less than 1 unit
stock
Number of issued shares
Voting rights of all shareholders(NOTE) The column "Shares with full voting rights (other than the above)" includes 1,600 Shares of Equity securities in the name of the JASDEC. In addition, the"Number of voting rights" column includes 16 voting rights of shares with full voting rights held under the name of Japan Securities Depository Center, Inc.
②[Treasury stock, etc.]
As of June 30, 2023

Name of shareholder

Address of shareholder

MIRARTH HOLDINGS,

1-8-2, Marunouchi, Chiyoda-Ku,

Inc.
Total

Number of shares held
Number of shares held
Total number ofunder the shareholder’s under other shareholders’shares held (shares)
name (shares)
names (shares)

Ratio of shares held tototal number of sharesissued (%)

11,192,600-

11,192,600

9.25

11,192,600-

11,192,600

9.25

Tokyo
-

(NOTE) We are able to confirm the real ownership status as of the end of First quarter of the current fiscal year Accounting period, and the number of Treasury stock is
11,192,607 Shares.

2[Officers]
Not applicable.

-5-Ⅳ. [Financial Information]
1. Preparation of Quarterly Consolidated Financial Statements
Our quarterly consolidated financial statements have been prepared in accordance with "Regulations Concerning Terminology, Forms and Preparation Methods ofQuarterly Consolidated Financial Statements" (Cabinet Office No. 64, 2007).

2. About Audit Certification
Pursuant to Article 193-2 I of the Financial Instruments and Exchange Law, the quarterly consolidated financial statements of First Quarter Consolidated
Accounting period (from April 1, 2023 to June 30, 2023) and First Quarter Consolidated Cumulative period (from April 1, 2023 to June 30, 2023) were reviewed by
Grant Thornton Taiyo LLC. on a quarterly basis.

-6-

1[Quarterly Consolidated Financial Statements](1)[Quarterly Consolidated Balance Sheets](Millions of yen)
End of Previous Consolidated Accounting
Period(As of March 31,2023)

End of 1st quarter of the fiscal year underreview(As of June 30, 2023)

Cash and deposits

47,87247,044

Notes, accounts receivable-trade and contract assets

3,477

AssetsCurrent assets

Real estate for sale

※1Power generation facilities for sale

34,147※1

Real estate for sale in progress

※1

3,039

82,7130

10※117,415

19,277※1

93,982△275△275

188,728

201,704

Allowance for doubtful accounts
Total current assets

35,165※1

Costs incurred on uncompleted contracts
Other

3,375

3,458
※1

Fixed assets
Property, plant and equipment
Buildings and structures (net)※1

28,879※1

26,613

Machinery, equipment and vehicles, net※148,705※1

49,915Land※141,394※1

37,155

Other (net)※1

Total property, plant and equipment

125,362

119,799

3,918

3,790

4,457

5,632

8,376

9,422

6,382

※1

6,114

Intangible assets
Goodwill
Other※1

Total intangible assets
Investments and other assets
Other

※1

19,148※1

18,287

Allowance for doubtful accounts△2△2

Total investments and other assets

19,14518,285

152,884

147,507

Total fixed assets
Deferred assets

56

51

341,669

349,262

Notes and accounts payable-trade

16,342

12,391

Short-term borrowings

92,06999,802

Total assets
Liabilities
Current liabilities

Current portion of bonds payable

190

190

Current portion of long-term loans payable

25,99732,089

Income taxes payable

4,318

2,867

Allowance

1,250

976

Other

21,98725,146

Total current liabilities

162,157

173,462

104,828

106,699

4,015

4,005

Fixed liabilities
Long-term loans payable
Bonds payable
Allowance

135

80

Liabilities related to retirement benefits

1,100

1,130

Other

4,290

4,060

Total Fixed liabilities
Total liabilities-7-

114,369

115,975

276,527

289,438(Millions of yen)
End of Previous Consolidated Accounting
Period(As of March 31,2023)

End of 1st quarter of the fiscal year underreview(As of June 30, 2023)

Capital stock

4,819

4,819

Capital surplus

4,820

4,677

Retained earnings

55,971

53,776

Treasury stock△4,174△4,174

Total shareholders' equity

61,43659,099Net assets
Shareholders' equity

Accumulated other comprehensive income△71

23

Foreign currency translation adjustments

31

Remeasurements of defined benefit plans

8

8

△59

33

220

220

Net unrealized gains on available-for-sale securities

Total accumulated other comprehensive income
Subscription rights to shares
Non-controlling interest

3,544

470

Total net assets

65,142

59,824

341,669

349,262

Total liabilities and net assets-8-

(2)[Quarterly Consolidated Statements of Income and Quarterly Consolidated Statements of Comprehensive Income][Quarterly Consolidated Statements of Income][First Quarter Consolidated Cumulative Period](Millions of yen)
1st quarter of previous fiscal year
(From April 1, 2022 to June 30, 2022)

1st quarter of fiscal year under review(From April 1, 2023 to June 30, 2023)

Net sales

28,32528,137

Cost of sales

22,48521,941Gross profit

5,839

6,195

Selling, general and administrative expenses

5,242

5,574

597

621

Operating income
Non-operating income
Interest income

511

Dividend income

71

47

Commission received

19

18

Gain from equity method investment

67

161

Miscellaneous income

52

150

Total non-operating income

216

389

Interest expenses

360

698

Miscellaneous expenses

53

66

Total non-operating expenses

414

765

398

245

398

245

-

146

398

98

Non-operating expenses

Ordinary income
Current net income for the quarter before income taxes and minority
interests prior to distribution of gain/loss on silent partnership
Distribution of loss in partnership
Current net income for the quarter before income taxes and minority
interests
Income taxes, inhabitant taxes and business taxes

143

52

Income tax adjustments

40

188

Total income and other taxes

184

241

Quarterly net income (loss) (△)

214

△143

8

75

206

△218

Quarterly net income attributable to non-controlling interests
Quarterly net income attributable to owners of the parent or quarterly net
loss attributable to owners of the parent (△)-9-[Quarterly Consolidated Statements of Comprehensive Income][First Quarter Consolidated Cumulative Period](Millions of yen)
1st quarter of previous fiscal year
(From April 1, 2022 to June 30, 2022)
Quarterly net income (loss) (△)

1st quarter of fiscal year under review(From April 1, 2023 to June 30, 2023)

214

△143

Other comprehensive income△8495

Foreign currency translation adjustments

3△2

Remeasurements of defined benefit plans

10

Net unrealized gains on available-for-sale securities

Total other comprehensive income
Quarterly comprehensive income

△80

92

134

△50

125

△125

8

75

(Comprising)
Quarterly comprehensive income attributable to owners of the parent
Quarterly comprehensive income attributable to non-controllinginterests- 10 -

[Notes](Notes to Quarterly Consolidated Balance Sheets)※1 Change in holding purpose of Assets
End of Previous Consolidated Accounting Period (As of March 31, 2023)
Power generation facilities for sale 1,024 Millions of yen was transferred to Machinery and equipment 1,024 Millions of yen in Current Consolidated Fiscal
Year due to a change in the holding purpose from resale to Assets for business use.
In addition, as a result of the change in the holding purpose from development and lease to resale in Current Consolidated Fiscal Year, a portion of the realestate owned was transferred to Buildings and structures 5,107 Millions of yen, Tools, furniture and fixtures 32 Millions of yen ("Other (net)" by Property, plantand equipment), 8,274 Millions of yen and 2,254 Millions of yen ("Other (net)" by Property, plant and equipment), Land Lease Right 14 Millions of yen("Land" by Intangible assets), and Software 0 Millions of yen ("Other" by Construction in progress) to Real estate for sale and Real estate for sale in progress.
Certain of Assets were sold in Current Consolidated Fiscal Year and 6,765 Millions of yen of the 15,308 Millions of yen transferred to Real estate for sale wererecorded in Cost of sales.
In addition, as a result of changing the holding purpose of a part of Mega solar generation Facilities to resale, Current Consolidated Fiscal Year transferred
Prepaid expenses 7 Millions of yen ("Other" of Current assets), Machinery and equipment 2,579 Millions of yen, Land 60 Millions of yen, Construction inprogress 525 Millions of yen ("Other (net)" of Property, plant and equipment), and long-term Prepaid expenses 235 Millions of yen ("Other" of Investments andother assets") to Power generation facilities for sale. Certain of Assets were sold in Current Consolidated Fiscal Year and 2,505 Millions of yen of the 3,408
Millions of yen transferred to Power generation facilities for sale were recorded in Cost of sales.

End of 1st quarter of the fiscal year under review (As of June 30, 2023)
As a result of the change in the holding objective from resale to Assets for business purposes, a portion of the real estate owned was transferred to 1st quarterof fiscal year under review for Power generation facilities for sale 85 Millions of yen to Machinery and equipment 83 Millions of yen and long-term Prepaid
expenses 2 Millions of yen ("Other" in Investments and other assets).
In addition, in conjunction with the change in the holding purpose from development and leasing to resale of a portion of real estate owned, the Company
transferred 1st quarter of fiscal year under review's Buildings and structures 2,766 Millions of yen and Tools, furniture and fixtures 10 Millions of yen ("Other(net)" of Property, plant and equipment), Land 3,923 Millions of yen and Construction in progress 529 Millions of yen ("Other (net)" of Property, plant andequipment") to Real estate for sale and Real estate for sale in progress.
In addition, a portion of Mega solar generation Facilities was transferred to Power generation facilities for sale in 1st quarter of fiscal year under review for
Machinery and equipment 29 Millions of yen and long-term Prepaid expenses 11 Millions of yen ("Other" in Investments and other assets).
2 Contingent liabilities
Guarantees for loans from financial institutions
End of Previous Consolidated Accounting
Period(As of March 31,2023)
Joint and several guarantee obligations to financial institutions,etc. until the completion of the registration of the establishment ofmortgages on our group customer housing loans

End of 1st quarter of the fiscal year underreview(As of June 30, 2023)

15,420 Millions of yen

2,125 Millions of yen

Minato Vietnam Co., Ltd.

112

120

WISE ESTATE 3 Co., Ltd.

1,615

1,067

WISE ESTATE 8 Co., Ltd.

246

255

WISE ESTATE 10 Co., Ltd.

237

246

17,632

3,816

Total

- 11 -

3 In order to raise working capital efficiently, we have entered into overdraft and loan commitment agreements with 66 Financial institutions companies (End ofPrevious Consolidated Accounting Period 68 companies). The balance of undrawn lines of credit under these agreements is as follows:
End of Previous Consolidated Accounting
Period(As of March 31,2023)
Maximum Overdraft Amount and Total Loan Commitments

End of 1st quarter of the fiscal year underreview(As of June 30, 2023)

85,033 Millions of yen

90,643 Millions of yen

51,10556,50333,92834,139Loan balance
Net amount(Notes to Quarterly Consolidated Statements of Cash Flows)

Quarterly consolidated statements of cash flows for the first quarter of the current fiscal year have not been prepared. Depreciation and amortization (including
depreciation related to Intangible assets excluding Goodwill) and Amortization of goodwill related to First Quarter Consolidated Cumulative period are as follows.
1st quarter of previous fiscal year
(From April 1, 2022 to June 30, 2022)
Depreciation and amortization

496 million yen

Amortization of goodwill

1st quarter of fiscal year under review(From April 1, 2023 to June 30, 2023)
1, 173 Millions of yen

82

128

(Shareholders' Equity)
I 1st quarter of previous fiscal year (From April 1, 2022 to June 30, 2022)
1. Matters concerning dividends
Dividends paid
(Resolution)

Total dividends

Per share dividends(Millions of yen)

(yen)Class of shares

Record Date

Effective date

Source of dividends

March 31, 2022

June 27, 2022

Retained earnings

Record Date

Effective date

Source of dividends

March 31, 2023

June 26, 2023

Retained earnings

June 24, 2022
AnnualCommon stock

1,526

14

Shareholders'Meeting

2. Significant changes in the amount of Shareholders' equity
Not applicable.

II 1st quarter of fiscal year under review (From April 1, 2023 to June 30, 2023)
1. Matters concerning dividends
Dividends paid
(Resolution)

Total dividends

Per share dividends(Millions of yen)

(yen)Class of shares

June 23, 2023
AnnualCommon stock

1,976

18

Shareholders'Meeting

2. Significant changes in the amount of Shareholders' equity
Not applicable.

- 12 -

(Segment information, etc.)[Segment Information]
I 1st quarter of previous fiscal year (From April 1, 2022 to June 30, 2022)
Information on the amount of Net sales and Profit or loss for each Reportable segments and breakdown information on revenue(Millions of yen)
Reportable segments
Asset

Others (Note)

Real Estate
Energy Business

Management

Total

Total

Business
Business
Net sales
Revenue arising from contracts with
23,3722,643

250

26,266595

26,862Other revenue

1,463

-

-

1,463

-

1,463

Net sales to customers

24,8352,643

250

27,730595

28,325

-

-

-

-

-

-

24,8352,643

250

27,730595

28,325

809

△163

73

719

△122

597

customers

Intersegment net sales or transfers
Total
Segment income (loss) (△)(NOTE)"Other" Category is a business Segment not included in Reportable segments and includes rehabilitation-oriented day services, construction
subcontracting, and Hotel businesses.

II 1st quarter of fiscal year under review (From April 1, 2023 to June 30, 2023)
Information on the amount of Net sales and Profit or loss for each Reportable segments and breakdown information on revenue(Millions of yen)
Reportable segments
Asset

Others (Note)

Real Estate
Energy Business

Management

Total

Total

Business
Business
Net sales
Revenue arising from contracts with
22,4852,798

79

25,362

1,351

26,713

Other revenue

1,423

-

-

1,423

-

1,423

Net sales to customers

23,9082,798

79

26,786

1,351

28,137

-

-

-

-

-

-

23,9082,798

79

26,786

1,351

28,137

73

676

△87

661

△40

621

customers

Intersegment net sales or transfers
Total
Segment income (loss) (△)(NOTE)"Other" Category is a business Segment not included in Reportable segments and includes businesses such as construction and Hotel operations.

- 13 -

(Revenue Recognition)
Information disaggregating revenue from contracts with customers is presented in "Notes (Segment Information, etc.)."(Per Share Information)
Quarterly net income per share or 1 Shares Per share quarterly net loss and calculation basis, Quarterly diluted net income per share and calculation basis are as
follows.

1st quarter of previous fiscal year
(From April 1, 2022 to June 30, 2022)(1) Quarterly net income per share or 1 Shares Quarterly net loss (△)

1st quarter of fiscal year under review(From April 1, 2023 to June 30, 2023)

1.89 yen△1.99 yen

206

△218

-

-

206

△218

109,051

109,807

1.88 yen

-

-

-

726

-

(Basis of calculation)
Quarterly net income attributable to owners of the parent orquarterly net loss attributable to owners of the parent (△)(Millions of yen)Amounts not attributable to common shareholders(Millions of yen)
Quarterly net income attributable to owners of the parent orquarterly net loss attributable to owners of the parent (△) related
to common stock (Millions of yen)
Average number of shares of common stock outstanding during theperiod (Thousands of shares)(2) Quarterly diluted net income per share(Basis of calculation)
Quarterly adjustments to net income attributable to owners ofparent(Millions of yen)
Increase in common stock (thousands)
Summary of potential Equity securities that were not included in thecalculation of Quarterly diluted net income per share because the effectof dilution was not Yes and there were significant changes from End of
End of Previous Consolidated Accounting Period--(NOTE)Quarterly diluted net income per share of 1st quarter of fiscal year under review is not disclosed because the potential Equity securities exists but it is 1
Shares Per share quarterly net loss.
(Significant Subsequent Events)(Issuance of Stock Compensation-type Stock Options)
At Board of Directors held on July 3, 2023, we resolved to issue Subscription rights to shares as a Equity securities compensation Stock options to Directorand Executive Officers of us and our subsidiaries in accordance with Article 236, 238 and 240 of the Companies Act.
1. Reasons for Grant Subscription rights to shares as a Equity securities compensation-type Stock options
Our aim is to further clarify the linkage between our business performance and Equity securities value, and executive compensation and salaries, and tofurther enhance our motivation to contribute to improving medium-to long-term performance and corporate value.

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2. Subscription rights to shares procedure
I.A class Subscription rights to shares(1)Allocation Date of Subscription rights to shares
August 1, 2023
(2)Total number of Subscription rights to shares
2,899 (100 Shares per unit)(3)Grant of Subscription rights to shares and the number of such persons
2 in our Director and 6 in Director and 9 in Executive Officers of subsidiaries(4)Amount to be paid by Subscription rights to shares
48.2 thousand yen per Subscription rights to shares (1 Shares Per share 482 yen)
The above amounts are based on the Black-Scholes pricing of each Subscription rights to shares on the date of allocation. In addition, monetary
remuneration equivalent to the total amount of said payment shall be paid to the subject person to whom Subscription rights to shares has been allotted(hereinafter referred to as the "Subscription rights to shares Person"), and such Subscription rights to shares shall be acquired by offsetting thepayment obligation of the payment amount of this remuneration claim and the payment obligation of Subscription rights to shares.
(5)Class of shares that is the object of Subscription rights to shares and numbers
Our Common stock 289.9 thousand Shares
In addition, in the event we conduct a Equity securities split or Equity securities consolidation of our Common stock after the allocation date of
Subscription rights to shares as set forth in (1) above, Grant Equity securities count shall be adjusted according to the following formula, and fractions
less than 1 Shares resulting from the adjustment shall be discarded.

Number of shares granted after adjustment = Number of shares granted before adjustment × Ratio of stock split or reverse stock split

In addition, in the event of a merger, company split, Equity securities split, or Equity securities reverse split, or Other free allotment, or in the event
Grant Equity securities count needs to be adjusted accordingly, Grant Equity securities count shall be appropriately adjusted to the extent reasonable.
Provided, however, that adjustments in this paragraph shall be made only for Subscription rights to shares that are not Exercise of rights at that point
in time and that are the target Equity securities numbers.
(6)Value of Property Contributed upon Exercise of Subscription rights to shares
The amount shall be 1 yen per share that can be delivered upon exercise of the Stock Acquisition Rights and multiplied by the total number ofGranted Shares.
(7)Exercise term of Subscription rights to shares
From August 2, 2023 to August 1, 2063. Provided, however, that in the event the last day of the Exercise Period falls on a holiday, the next business
day shall be the last day of such Exercise Period.
(8)Terms of Exercise of Subscription rights to shares① Subscription rights to shares holder shall be entitled to exercise all Subscription rights to shares allocated to such Subscription rights to shares
holder after the date of issuance of Subscription rights to shares.
② Notwithstanding the provisions of paragraph ① above, in the event the Subject Person to whom Subscription rights to shares has been allocated falls
under any of the following items, the Subject Person shall not be entitled to exercise his/her rights:
1. Failure to Exercise Rights during the Exercise Period
2. In the event of disciplinary punishment not less than suspension from work
3. In the event any of Director and Executive Officers status of our Group is lost due to resignation or retirement voluntarily (excluding retirement
due to expiration of Term of Office, resignation or retirement due to the convenience of our Group (and our Subsidiaries and associates; thesame shall apply hereinafter) to Within 1 year from the date of Subscription rights to shares allotment;
4. In the event that any of Director and Executive Officers status of our group is lost due to Ordinary General Meeting of Shareholders resolution or
dismissal or disciplinary action by Board of Directors resolution of our group, or that it is reasonably accepted that it is not appropriate tohave our Board of Directors exercise Subscription rights to shares
5. When the Subject Person requests to waive his/her rights③ In the event of the death of Subscription rights to shares, only 1 of the heirs to Subscription rights to shares (hereinafter referred to as the "heir")shall be entitled to exercise Subscription rights to shares in accordance with the terms set forth below. Provided, however, that a person who isdeemed to have committed a serious crime among penal code offenses may not be an heir.
1. If an heir dies, his/her heir may not inherit the rights to subscribe for new shares.
2. Successors must complete our prescribed inheritance procedure within 10 months of the commencement of inheritance and no later than the last
day of the exercise period.
3. Successors may exercise their share warrants only within 2 months of the completion of our prescribed inheritance procedure.

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(9)Matters relating to the increasing Capital stock and Legal capital surplus in cases where Equity securities is issued upon the exercise of Subscription
rights to shares①The amount of Capital stock to be increased when issuing Equity securities upon the exercise of Subscription rights to shares shall be 1-half of theamount of the limit of increase in Capital stock, etc. calculated in accordance with Article 17 I of the Company Accounting Rules, and any
fraction less than 1 (1) yen resulting from the calculation shall be rounded up.
②The amount of Legal capital surplus to be increased when issuing Equity securities upon the exercise of Subscription rights to shares shall be theamount obtained by subtracting the amount of Capital stock to be increased as set forth in ① above from the maximum amount of Capital stock
to be increased as set forth in ① above.

II.B class Subscription rights to shares(1)Allocation Date of Subscription rights to shares
August 1, 2023
(2)Total number of Subscription rights to shares
1,767 (100 Shares per unit)(3)Grant of Subscription rights to shares and the number of such persons
2 in our Director and 6 in Director and 9 in Executive Officers of subsidiaries(4)Amount to be paid by Subscription rights to shares
32.1 thousand yen per Subscription rights to shares (1 Shares Per share 321 yen)
The above amounts are based on the Black-Scholes pricing of each Subscription rights to shares on the date of allocation. In addition, monetary
remuneration equivalent to the total amount of said payment shall be paid to the subject person to whom Subscription rights to shares has been allotted(hereinafter referred to as the "Subscription rights to shares Person"), and such Subscription rights to shares shall be acquired by offsetting thepayment obligation of the payment amount of this remuneration claim and the payment obligation of Subscription rights to shares.
(5)Class of shares that is the object of Subscription rights to shares and numbers
Our Common stock 176.7 thousand Shares
In addition, in the event we conduct a Equity securities split or Equity securities consolidation of our Common stock after the allocation date of
Subscription rights to shares as set forth in (1) above, Grant Equity securities count shall be adjusted according to the following formula, and fractions
less than 1 Shares resulting from the adjustment shall be discarded.

Number of shares granted after adjustment = Number of shares granted before adjustment × Ratio of stock split or reverse stock split

In addition, in the event of a merger, company split, Equity securities split, or Equity securities reverse split, or Other free allotment, or in the event
Grant Equity securities count needs to be adjusted accordingly, Grant Equity securities count shall be appropriately adjusted to the extent reasonable.
Provided, however, that adjustments in this paragraph shall be made only for Subscription rights to shares that are not Exercise of rights at that point
in time and that are the target Equity securities numbers.
(6)Value of Property Contributed upon Exercise of Subscription rights to shares
The amount shall be 1 yen per share that can be delivered upon exercise of the Stock Acquisition Rights and multiplied by the total number ofGranted Shares.
(7)Exercise term of Subscription rights to shares
From August 2, 2023 to August 1, 2063. Provided, however, that in the event that any of Director and Executive Officers positions of our group(which means us and our Subsidiaries and associates; the same shall apply hereinafter) are lost due to any reason other than death, the subject person
allocated by Subscription rights to shares shall be exercised within 10 days from the day following the date of loss. If the last day of the Exercise
Period falls on a holiday, the next business day shall be the last day of the Exercise Period.
(8)Terms of Exercise of Subscription rights to shares① Subscription rights to shares Person may exercise Subscription rights to shares assigned to such Director Person on or after the day following thedate on which such Subscription rights to shares Person has lost any of the positions of Director and Executive Officers in our grouping.
② Notwithstanding the provisions of paragraph ① above, in the event the Subject Person to whom Subscription rights to shares has been allocated falls
under any of the following items, the Subject Person shall not be entitled to exercise his/her rights:
1. Failure to Exercise Rights during the Exercise Period
2. In the event of disciplinary punishment not less than suspension from work
3. In the event of the loss of either Director or Executive Officers status of our group from the date of Subscription rights to shares allocation due toWithin 1 year's resignation at its own discretion, etc. (excluding retirement due to the expiration of Term of Office and retirement or
retirement due to the convenience of our group)
4. In the event that any of Director and Executive Officers status of our group is lost due to Ordinary General Meeting of Shareholders resolution or- 16 -

dismissal or disciplinary action by Board of Directors resolution of our group, or that it is reasonably accepted that it is not appropriate tohave our Board of Directors exercise Subscription rights to shares
5. When the Subject Person requests to waive his/her rights③ In the event of the death of Subscription rights to shares, only 1 of the heirs to Subscription rights to shares (hereinafter referred to as the "heir")shall be entitled to exercise Subscription rights to shares in accordance with the terms set forth below. Provided, however, that a person who isdeemed to have committed a serious crime among penal code offenses may not be an heir.
1. If an heir dies, his/her heir may not inherit the rights to subscribe for new shares.
2. Successors must complete our prescribed inheritance procedure within 10 months of the commencement of inheritance and no later than the last
day of the exercise period.
3. Successors may exercise their share warrants only within 2 months of the completion of our prescribed inheritance procedure.
(9)Matters relating to the increasing Capital stock and Legal capital surplus in cases where Equity securities is issued upon the exercise of Subscription
rights to shares①The amount of Capital stock to be increased when issuing Equity securities upon the exercise of Subscription rights to shares shall be 1-half of theamount of the limit of increase in Capital stock, etc. calculated in accordance with Article 17 I of the Company Accounting Rules, and any
fraction less than 1 (1) yen resulting from the calculation shall be rounded up.
②The amount of Legal capital surplus to be increased when issuing Equity securities upon the exercise of Subscription rights to shares shall be theamount obtained by subtracting the amount of Capital stock to be increased as set forth in ① above from the maximum amount of Capital stock
to be increased as set forth in ① above.

2[Other]
Not applicable.

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Part II. [Information Concerning Guarantors of the Reporting Company]
Not applicable.

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Independent Auditors' Quarterly Review ReportAugust 8, 2023

MIRARTH HOLDINGS, Inc.
To the Board of Directors

Grant Thornton Taiyo LLC.
Tokyo Office
Designated Limited
Liability Partners
Managing Partner

Certified Public
Accountant

Ohki Tomohiro

Designated Limited
Liability Partners
Managing Partner

Certified Public
Accountant

Takafumi Shimokawa

Auditor's conclusion
Pursuant to the provisions of Article 193-2 I of the Financial Instruments and Exchange Act, Audit Corporation reviewed the quarterly consolidated financial statements ofConsolidated Balance Sheets, Quarterly Consolidated Statements of Income, MIRARTH HOLDINGS, Inc., and March 31 for the period from April 1, 2023 to Notes, 2024
for Quarterly Consolidated Statements of Comprehensive Income's consolidated First Quarter Consolidated Accounting period (April 1, 2023 to June 30, 2023) and First
Quarter Consolidated Cumulative period (April 1, 2023 to June 30, 2023), all of which are listed in the section entitled "Accounting."
In the quarterly review conducted by Audit Corporation, the aforementioned quarterly consolidated financial statements were not deemed to present fairly the financial
position of MIRARTH HOLDINGS, Inc. and Consolidated subsidiaries as of June 30, 2023 and the results of operations of First Quarter Consolidated Cumulative period forthe period then ended in conformity with the standards for preparation of quarterly consolidated financial statements generally accepted in Japan in all material respects.

Rationale for the auditor's conclusion
We conducted our quarterly reviews in accordance with quarterly review standards generally accepted in Japan. Audit Corporation's liability under the standards forquarterly reviews is set forth under "Auditor's Responsibility for the Quarterly Review of the Quarterly Consolidated Financial Statements." Audit Corporation is
independent of the Corporation and its Consolidated subsidiaries in accordance with the Code of Professional Ethics in Japan. As a Audit, the Corporation fulfills its For
Other ethical responsibilities. We believe that the evidence supporting the statements is available.

Responsibilities of Management, Corporate Auditors and the Board of Corporate Auditors to the Quarterly Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the quarterly consolidated financial statements in accordance with the standards for the preparationof quarterly consolidated financial statements generally accepted in Japan. This includes establishing and operating such internal control as management determines isnecessary to enable the preparation and fair presentation of quarterly consolidated financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the quarterly consolidated financial statements, management is responsible for assessing whether it is appropriate to prepare the quarterly consolidated
financial statements based on the going concern assumption, and disclosing matters related to a going concern in accordance with the standards for preparing quarterly
consolidated financial statements generally accepted in Japan.
The responsibility of the corporate auditors and the board of corporate auditors is to monitor the execution of directors' duties in the development and operation of thefinancial reporting process.

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Auditor's Responsibility for the Quarterly Review of the Quarterly Consolidated Financial Statements
The responsibility of Audit is to express an independent view on the quarterly consolidated financial statements in the quarterly review Report based on the quarterly
review conducted by Audit.
In accordance with the standards of the quarterly review generally accepted in Japan, Audit shall, through the course of the quarterly review, make judgments as aprofessional expert and conduct the following with professional skepticism:
・ Inquiries and analytical procedures mainly for management, persons responsible for financial and accounting matters, and For Other quarterly review procedures shallbe implemented. Quarterly review procedures are limited compared to Audit of financial statements for the fiscal year in accordance with Audit standards generally
accepted in Japan.
・ In the event that the Company determines that there is significant uncertainty with respect to events or circumstances that raise substantial doubt about the Company's
ability to continue as a going concern, the Company will conclude, based on the evidence obtained, whether or not there are any matters that cause the Company tobelieve that they are not fairly stated in the quarterly consolidated financial statements in accordance with the standards for preparing quarterly consolidated financial
statements generally accepted in Japan. If there is a significant uncertainty regarding the Company's ability to continue as a going concern, the Company is required to
draw attention to Notes matters in the quarterly consolidated financial statements in the quarterly review Report or, if Notes matters in the quarterly consolidated
financial statements regarding a material uncertainty are not appropriate, to express a limited conclusion or a negative conclusion on the quarterly consolidated
financial statements. Although Auditor's conclusion is based on evidence obtained through the date of the quarterly review Report, future events and circumstances
may prevent an entity from continuing as a going concern.
・ Evaluate whether or not the presentation of quarterly consolidated financial statements and Notes matters are deemed not to be in accordance with the standards for
preparing quarterly consolidated financial statements generally accepted in Japan, as well as the presentation, composition and Details of quarterly consolidated
financial statements, including Be related Notes matters, and whether or not matters are deemed not to fairly present the transactions and accounting events underlying
the quarterly consolidated financial statements.
・ Obtain evidence regarding the financial information of the Corporation and Consolidated subsidiaries to express a conclusion on the quarterly consolidated financial
statements. The auditor is responsible for directing, supervising and implementing the quarterly review of the quarterly consolidated financial statements. The auditor
is solely responsible for the auditor's conclusion.
Audit will Report Audit & Supervisory Board Members and Audit & Supervisory Board on the scope of the planned quarterly review and the timing of its implementation,
as well as on significant findings during the quarterly review.
Audit will conduct Report of Audit & Supervisory Board Members and Audit & Supervisory Board with respect to compliance with the provisions of professional ethics
in Japan regarding independence and Details for matters that are reasonably likely to affect human independence, and for cases where measures are taken to eliminate
impediments or where safeguards are applied to reduce the impediments to an acceptable level.

Interests
The Company and Consolidated Subsidiaries have no interest in the Auditing Corporation or Operating Partners that should be stated pursuant to the provisions of theCertified Public Accountants Act.

Above

(NOTE) 1. The original of the above quarterly review Report document is stored separately by our company (Annual Securities Report Submitting Company).
2. XBRL data is not included in the scope of quarterly reviews.

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