Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong
Kong Limited take no responsibility for the contents of this announcement, makeno representation as to its accuracy or completeness and expressly disclaim any
liability whatsoever for any loss howsoever arising from or in reliance upon thewhole or any part of the contents of this announcement.

(Incorporated in Japan with limited liability)(Stock Code: 1245)

ANNUAL RESULTS ANNOUNCEMENTFOR THE YEAR ENDED 31 MARCH 2024
ANNUAL RESULTS HIGHLIGHTS#•

Gross pay-ins were ¥131,835 million (or HK$6,817 million #), recording an
increase of 10.0% as compared with the year ended 31 March 2023;•

Revenue was ¥26,955 million (or HK$1,393 million#), recording an increaseof 9.5% as compared with the year ended 31 March 2023;•

Profit from continuing operations before income tax was ¥1,831 million (orHK$95 million#), recording an increase of 23.0% as compared with the year
ended 31 March 2023;•

Profit for the year attributable to owners of the Company from continuing
operations was ¥694 million (or HK$36 million #), recording a decrease of¥504 million as compared with the year ended 31 March 2023;•

The Group operates 49 halls in Japan as at date of this announcement (31March 2023: 49 halls);•

Basic earnings per share of the Company from continuing operations was¥0.58 (or HK$0.03#) (2023: ¥1.00); and•The Board has resolved to declare a final dividend of ¥0.17 per ordinary
share for the year ended 31 March 2024 (2023: ¥0.11 per ordinary share).
Translated into Hong Kong dollar at the rate of ¥19.34 to HK$1.00, the exchange rate
prevailing on 28 March 2024 (i.e. the last business day in March 2024).

Note: The above % increases and decreases refer to the changes in respect of the Japanese Yenamounts but not the translated amounts in Hong Kong dollar.
*

For identification purpose only

–1–The board (the “Board”) of directors (the “Directors”) of NIRAKU GC HOLDINGS,
INC.* (the “Company” or “NIRAKU”) would like to announce the agreed
consolidated results of the Company and its subsidiaries (the “Group”) for the year
ended 31 March 2024 together with the comparative figures for the year ended 31
March 2023 as follows:
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 March 2024

Note

¥ million

2023(Restated)¥ million

3

26,955

24,612

4
4

518
504

487
156

5
5

(112)
(284)
(410)
(20,654)(3,795)

(214)
(371)
–
(18,726)(3,568)

2,722

2,376

2024

Continuing operations
Revenue
Other income
Other gains, net
Impairment loss on property,
plant and equipment
Impairment loss on right-of-use assets
Impairment loss on financial assets
Hall operating expenses
Administrative expenses
Operating profit
Finance income
Finance costs

6
6

72
(963)

84
(971)

Finance costs, net

6

(891)

(887)

7

1,831
(1,166)

1,489
(310)

665

1,179

(547)

(126)

Profit for the year

118

1,053

Profit/(loss) attributable to:
Owners of the Company:
Continuing operations
Discontinued operation

694
(279)

1,198
(64)

415

1,134

Profit before income tax
Income tax expense
Profit for the year fromcontinuing operations
Loss for the year fromdiscontinued operation

8–2–

¥ million

2023(Restated)¥ million

(29)
(268)

(19)
(62)

(297)

(81)

118

1,053

0.58
(0.23)
0.35

1.00(0.05)
0.95

118

1,053

2024
Note
Non-controlling interests:
Continuing operations
Discontinued operation

Earnings/(loss) per share for profit
attributable to owners of the Company— Basic and diluted(expressed in Japanese Yen per share)
From continuing operations
From discontinued operation
For the year
Profit for the year

9

Other comprehensive (loss)/income
Item that will not be subsequently reclassified
to profit or loss
Change in value of financial assets throughother comprehensive income
Item that have been or may be subsequently
reclassified to profit or loss
Currency translation differences

19

(54)

(210)

(45)

Total comprehensive (loss)/income
for the year

(73)

954

Total comprehensive (loss)/income
attributable to:
Owners of the Company
Non-controlling interest

375
(448)

1,079
(125)

(73)

954

–3–

¥ million

2023(Restated)¥ million

684
(309)

1,118
(39)

375

1,079

(151)
(297)

(88)
(37)

(448)

(125)

(73)

954

2024
Note
Total comprehensive (loss)/income
attributable to:
Owners of the Company:
Continuing operations
Discontinued operation

Non-controlling interests:
Continuing operations
Discontinued operation–4–

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 March 2024
Note
ASSETS
Non-current assets
Property, plant and equipment
Right-of-use assets
Investment properties
Intangible assets
Interest in an associate
Prepayments, deposits and other receivables
Financial assets at fair value
through other comprehensive income
Deferred income tax assets

Current assets
Inventories
Trade receivables
Prepayments, deposits and other receivables
Financial assets at fair value
through profit or loss
Current income tax recoverable
Bank deposits with maturity over 3 months
Cash and cash equivalents

Total assets

–5–

11

2024
¥ million

2023¥ million

17,45323,752
668
285
–
4,148

16,89825,145
691
322
–
4,426

534
5,048

511
5,415

51,88853,408

55
154
866

67
107
982

102
–
345
12,35098
179
528
10,435

13,872

12,396

65,76065,804

2024¥ million

2023¥ million

3,000
17,1633,000
17,028Non-controlling interest

20,163(1,182)

20,028(734)

Total equity

18,981

19,294

5,303
25,317
2,141
1

5,765
26,9682,158
3

32,762

34,894

196
5,129
2,608
5,657
–
427

125
4,441
2,762
4,287
1
–

14,017

11,616

46,77946,510(145)

780

65,76065,804Note
EQUITY
Equity attributable toowners of the Company
Share capital
Reserves

LIABILITIES
Non-current liabilities
Borrowings
Lease liabilities
Provisions and other payables
Derivative financial instruments

13
14

Current liabilities
Trade payables
Borrowings
Lease liabilities
Accruals, provisions and other payables
Derivative financial instruments
Current income tax liabilities

Total liabilities
Net current (liabilities)/assets
Total equity and liabilities

–6–

12
13
14

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1

GENERAL INFORMATION
株 式 会 社 二 ラ ク▪ ジ ー ▪ シ ー ▪ ホ ー ル デ ィ ン グ スN I R A K U G C H O L D I N G S , I N C . * w a s
incorporated in Japan under the Japan Companies Act with limited liability on 10 January
2013. The address of its registered office is 1-39 Hohaccho 1-chome, Koriyama-shi,
Fukushima, Japan.
The Company is an investment holding company. The Company and its subsidiaries (together,
the “Group”) are principally engaged in pachinko and pachislot hall operations, hotel andrestaurant operations in Japan; amusement arcade operations in Southeast Asian countries;
and restaurant operations in China. In August 2023, the Group discontinued the restaurant
operation in China. Details are set out in Note 8. The Company is listed on the Main Board of
The Stock Exchange of Hong Kong Limited.
These consolidated financial statements are presented in millions of Japanese Yen (“¥”),unless otherwise stated.
These consolidated financial statements have been approved by the board of directors of theCompany on 27 May 2024.

2

BASIS OF PREPARATIONThe consolidated financial statements have been prepared in accordance with all applicable
IFRS Accounting Standards and the disclosure requirements of the Hong Kong Companies
Ordinance Cap.622. The consolidated financial statements have been prepared under thehistorical cost convention, as modified by financial assets and financial liabilities (including
derivative financial instruments) which are carried at fair value.
The preparation of the consolidated financial statements in conformity with IFRS AccountingStandards requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s accounting
policies.
The Group had net current liabilities of ¥145 million as at 31 March 2024. The Directors
believed that the Group has adequate cash flows to maintain the Group’s operation as theGroup has cash and cash equivalents of ¥12,350 million and unutilised banking facilities
readily available to the Group amounted to ¥3,016 million as at 31 March 2024.
Accordingly, the Directors are of the opinion that the Group is able to meet in full its financial
obligations as they fall due for the foreseeable future and it is appropriate to prepare these
consolidated financial statements on a going concern basis.

–7–

(i)

New and amended standards and practice statement to existing standards adopted
by the GroupThe Group has applied the following amendments to standards and practice statement
for the first time for their annual financial year commencing 1 April 2023:
IFRS 17
Amendments to IAS 8
Amendments to IAS 1
and IFRS Practice Statement 2
Amendments to IAS 12
Amendments to IAS 12

Insurance Contracts
Definition of Accounting Estimates
Disclosure of Accounting Policies
Deferred Tax related to Assets and Liabilities arisingfrom a Single Transaction
International Tax Reform — Pillar Two Mode Rules(amendments)

The adoption of these amendments to accounting standards has no material impact on
the Group’s financial statements except as described below.
Amendments to IAS 12, Income Taxes: Deferred Tax related to Assets andLiabilities arising from a Single Transaction
The amendment should be applied to transactions that occur on or after the beginning of
the earliest comparative period presented. In addition, the Group should recognisedeferred tax assets and deferred tax liabilities at the beginning of the earliest comparative
period for all deductible and taxable temporary differences associated with right-of-use
assets and lease liabilities, and decommissioning, restoration and similar liabilities, andthe corresponding amounts recognised as part of the cost of the related assets. The
cumulative effect of recognising these adjustments is recognised in retained earnings, oranother component of equity, as appropriate.
Following the adoption of the amendments, the Group would recognise a separate
deferred tax assets arising from the lease liabilities and a deferred tax liability arising fromthe right-of-use assets. However, as these new deferred tax assets and liabilities qualify
for offsetting in accordance with IAS 12, there was no impact on the consolidated
financial statements of the Group, except for the disclosure of the deferred tax assets
and liabilities to be presented in the notes to the consolidated financial statements.

–8–

(ii)

New and amended standards and interpretation to existing standards not yet
adopted by the Group
Certain amendments to accounting standards and interpretation have been publishedthat are not mandatory for 31 March 2024 reporting periods and have not been early
adopted by the Group:
Effective
for accounting
period beginningon or after
Amendments to IAS 1
Amendments to IAS 1
Amendments to IFRS 16
Amendments to IAS 7
and IFRS 7
Amendments to IAS 21
Amendments to IFRS 10
and IAS 28

Classification of Liabilities as
Current or Non-current
Non-current Liabilities with Covenants
Lease Liability in a Sale and Leaseback
Supplier Finance Arrangements

1 January 2024
1 January 2024
1 January 2024
1 January 2024

Lack of Exchangeability
1 January 2025
Sale or Contribution of Assets between To be determined
an Investor and its Associate or Joint
VentureThe Group is in the process of assessing the impact of adopting these new accounting
standards and interpretation on its future reporting periods and on foreseeable futuretransactions.

–9–

3

REVENUE AND SEGMENT INFORMATION(a)

Revenue from continuing operations
An analysis of the revenue of the Group from continuing operations is as follows:¥ million

2023(Restated)¥ million

131,835(107,891)

119,837(97,942)

23,944
1,687
453
163
708

21,895
1,710
378
149
480

26,955

24,612

2024

Gross pay-ins
Less: gross pay-outs
Revenue from pachinko and pachislot hall business
Revenue from amusement arcades
Vending machine income
Revenue from hotel operations
Revenue from restaurant operations

During the year ended 31 March 2024, revenue recognised that was included in thecontract liabilities balances of receipt in advance relating to vending machines andunutilised balls and tokens relating to pachinko and pachislot hall business andamusement arcade at the beginning of the year amounted to ¥81 million (2023: ¥95
million) and ¥1,667 million (2023: ¥1,371 million), respectively.
As at 31 March 2024, the amount of transaction price allocated to the contract liabilities
in relation to receipt in advance relating to vending machines and unutilised balls andtokens relating to pachinko and pachislot hall business and amusement arcade that areunfulfilled were ¥86 million (2023: ¥165 million) and ¥1,972 million (2023: ¥1,710 million),
respectively, of which all are expected to be recognised as revenue during the nextreporting period.
(b)

Segment information
Management has determined the operating segments based on the reports reviewed by
the CODM that are used for making strategic decisions. The CODM is identified as theexecutive directors of the Company. The executive directors consider the business froma service perspective and assess the performance of the operating segments based on ameasure of adjusted loss before income tax and unallocated corporate expenses for the
purposes of allocating resources and assessing performance. These reports are preparedon the same basis as this consolidated financial statements.
Management has identified four reportable segments based on the types of services,namely (i) pachinko and pachislot hall operations, (ii) amusement arcade operations, (iii)
restaurant operation in China and (iv) others, representing hotel and restaurant operationsin Japan.
In August 2023, the Group has terminated the restaurant operation in China. As a result,
the restaurant operation is reported in the current period as discontinued operation.
Details are set out in Note 8.

– 10 –

Segment assets consist primarily of property, plant and equipment, investment
properties, right-of-use assets, intangible assets, inventories, trade receivables,
prepayments, deposits and other receivables, bank deposits and cash and cash
equivalents. They exclude deferred income tax assets and assets used for corporate
functions including financial assets at fair value through profit or loss and financial assets
at fair value through other comprehensive income.
Capital expenditure comprises additions to property, plant and equipment, right-of-use
assets, investment properties and intangible assets. Unallocated corporate expenses andincome tax expenses are not included in segment results.
The segment information provided to the executive directors for the years ended 31
March 2024 and 2023 are as follows:
For the year ended 31 March 2024
Discontinued
operation

Continuing operations
Pachinko and Amusement
pachislot hallarcadeoperations operations
Other

Total

Restaurant
operations

Total

Japan
¥ million

SoutheastAsia¥ million

Japan &
Hong Kong¥ million¥ million

China¥ million¥ million

Segment revenue
from external customers
Over time
At a point in time

24,397
–

1,687
–

163
708

26,247708–
80

26,247788

Segment revenue
from external customers

24,397

1,687

871

26,95580

27,035

2,419

(223)

(60)

2,136

(547)

1,589
(305)

Segment results
Unallocated amount
Profit before income tax
Income tax expense

1,284(1,166)

Profit for the year
Other segment items
Depreciation andamortisation expenses
Impairment loss on property,
plant and equipment
Impairment loss onright-of-use assets
Impairment loss on financial
assetsFinance income
Finance costs

118(3,619)

(347)

(51)

(4,017)–(4,017)

(112)

–

–

(112)

–

(112)

(284)

–

–

(284)

–

(284)

–
68
(893)

(410)
4
(65)

–
–
(5)

(410)
72
(963)

–
–
(6)

(410)
72
(969)

– 11 –

For the year ended 31 March 2023 (Restated)
Pachinko andpachislot halloperations

Continuing  operations
Amusement
arcadeoperations
Other

Discontinued
operation
Total

Restaurant
operations

Total

Japan
¥ million

SoutheastAsia¥ million

Japan &
Hong Kong¥ million¥ million

China¥ million¥ million

Segment revenue
from external customers
Over time
At a point in time

22,273
–

1,710
–

149
480

24,132
480–
172

24,132652

Segment revenue
from external customers

22,273

1,710

629

24,612

172

24,784

2,287

155

(108)

2,334

(126)

2,208
(845)

Segment results
Unallocated amount
Profit before income tax
Income tax expense

1,363
(310)

Profit for the year

1,053

Other segment items
Depreciation andamortisation expenses
Impairment loss on property,
plant and equipment
Impairment loss onright-of-use assets
Impairment loss on
irrecoverable prepayments
Finance income
Finance costs(3,577)

(495)

(26)

(4,098)(73)(4,171)

(176)

–

(38)

(214)

–

(214)

(319)

–

(52)

(371)

–

(371)

–
67
(925)

–
17
(42)

(1)
–
(4)

(1)
84
(971)

–
–
(8)

(1)
84
(979)

– 12 –

The segment assets as at 31 March 2024 and 2023 are as follows:

As at 31 March 2024
Segment assets
Unallocated assets
Deferred income tax assets

Pachinko andpachislot halloperations

Amusement
arcadeoperations

OthersRestaurant
operations

Total

Japan
¥ million

SoutheastAsia¥ million

Japan &
Hong Kong¥ million

China¥ million¥ million

53,420

1,364

1,001

11

Total assets
Addition to non-current assets otherthan financial instruments anddeferred tax assets

As at 31 March 2023
Segment assets
Unallocated assets
Deferred income tax assets

65,760

2,802

595

154

–

3,551

Pachinko andpachislot halloperations

Amusement
arcadeoperations

OthersRestaurant
operations

Total

Japan
¥ million

SoutheastAsia¥ million

Japan &
Hong Kong¥ million

China¥ million¥ million

52,528

1,806

273

766

55,373
5,016
5,415
65,804

Total assets
Addition to non-current assets otherthan financial instruments anddeferred tax assets

55,796
4,916
5,048

2,322

– 13 –

534

–

9

2,865

The total of non-current assets other than financial instruments and deferred tax assets,
analysed by location of the assets, is as follows:

Japan, country of domicile
Southeast Asia

2024
¥ million

2023¥ million

41,560870

42,474877

42,43043,351

No single external customer contributed more than 10% revenue to the Group’s revenue
for the years ended 31 March 2024 and 2023.
4

OTHER INCOME AND OTHER GAINS, NET FROM CONTINUING OPERATIONS¥ million

2023(Restated)¥ million

231
26
24
31

221
24
25
19

151
55

152
46

518

487

–

37

4
3
87
410
–

(7)
7
(10)
111
18

504

156

2024

Other income from continuing operations
Rental income
Income from expired IC and membership cards
Dividend income
Compensation and subsidies
Income from scrap sales of usedpachinko and pachislot machines
OthersOther gains, net from continuing operations
Gain on release of lease liabilities
Gain/(loss) on fair value for financial
assets at fair value through profit or loss
Gain on fair value for derivative financial instruments
Gain/(loss) on disposal of property, plant and equipment, net
Exchange gain, net
Others– 14 –

5

HALL OPERATING EXPENSES AND ADMINISTRATIVE EXPENSES FROM CONTINUINGOPERATIONS¥ million

2023(Restated)¥ million

113
7

112
22

4,263
1,560
243
1,476
2,453
23
65
322
1,149
1,042
624
764
1,142
7,890
976
–
94
243

4,285
1,394
243
1,468
2,618
23
62
343
1,201
845
309
709
1,013
6,537
893
1
109
107

24,44922,294

2024

Auditors’ remuneration— Audit fees
— Other services
Employee benefits expenses— Hall operations— Administrative
Operating lease rental expense in respect of land and buildings
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Depreciation of investment properties
Amortisation of intangible assets
Other taxes and duties
Utilities expenses
Consumables and cleaning
Repairs and maintenanceOutsourcing service expenses
Prizes procurement expenses to wholesalers
Pachinko and pachislot machines expenses (Note)
Advertising expenses
Impairment loss on irrecoverable prepayments
Legal and professional fees
OthersNote: Pachinko and pachislot machines are expensed off in the consolidated statement ofcomprehensive income upon installation. The expected useful lives of these machines
are less than one year.

– 15 –

6

FINANCE COSTS, NET FROM CONTINUING OPERATIONS¥ million

2023(Restated)¥ million

7
32
33

2
34
48

72

84

(141)
(698)
(124)

(101)
(742)
(128)

(963)

(971)

(891)

(887)

2024
¥ million

2023(Restated)¥ million

Current income tax— Japan— Other Asian countries

721
77

346
(27)

Deferred income tax

798
368

319
(9)

1,166

310

2024

Finance income from continuing operations
Bank interest income
Interest income on lease receivables
Other interest income

Finance costs from continuing operations
Bank borrowings
Lease liabilities
Provision for unwinding discountFinance costs, net from continued operations
7

INCOME TAX EXPENSE FROM CONTINUING OPERATIONS

Total charge for the year from continuing operations– 16 –

8

DISCONTINUED OPERATION
Due to the spread of COVID-19 and intermittent business suspension policy imposed in China,
the restaurant operation in China (“YOKOCHO business”) had been suffering from persistentloss. After due and careful consideration, on 27 July 2023, a written resolution was passed by
all directors of NPJ Hong Kong Limited (an indirectly non-wholly-owned subsidiary of theCompany) to resolve NPJ China Yokocho Co., Ltd. (“NPJ China”), a wholly-owned subsidiaryof NPJ Hong Kong Limited) to withdraw from its YOKOCHO business in China in August 2023.
The YOKOCHO business officially ceased on 15 August 2023. On 19 September 2023,
another written resolution was passed by the board of directors of NPJ Hong Kong Limited toapprove the bankruptcy plan of the YOKOCHO business. On 1 March 2024, another written
resolution was passed by the board of directors of the Company to approve for filing of abankruptcy liquidation to the court in China. Subsequently on 17 April 2024, a bankruptcy
order was granted by the Shenzhen Intermediate People’s Court (the “Court”) and a trustee
was then appointed by the Count on 22 April 2024. The management of the Group believes
that the cessation of business operation of NPJ China will improve the financial position of theGroup, which is in the interests of the Company and its shareholders as a whole. As at thedate of this annual results announcement, the bankruptcy process is ongoing.
The financial results of the discontinued business are presented in the consolidated statementof comprehensive income as discontinued operation in accordance with IFRS 5 “Non-current
Assets Held for Sales and Discontinued Operations”. Comparative figures have been restatedto conform to the current year’s presentation.

– 17 –

The results of NPJ China for the two years are presented below:
For the year ended
31 March
2024
2023¥ million¥ million
Revenue
Other income and losses, net
Loss on early termination of lease agreement (Note)
Operating expenses
Administrative expenses
Finance cost, net

80
(24)
(431)
(62)
(104)
(6)

172
(2)
–
(145)
(143)
(8)

Loss before tax from discontinued operation
Income tax expense

(547)
–

(126)
–

Loss for the year from discontinued operation

(547)

(126)

Note: The Company submitted an unilateral early termination request for the lease ofrestaurants upon cessation of YOKOCHO business. In this regard, the landlord filed anarbitration claim demanding a total compensation of approximately ¥674 million. Taken
into account the lease liabilities of ¥243 million recognised on the book, a loss fromearly termination of ¥431 million is recognised in the consolidated statement ofcomprehensive income for the year ended 31 March 2024.
For the year ended
31 March
2024
2023¥ million¥ million
Other comprehensive (loss)/income
Currency translation differences of discontinued operation

(59)

50

Total comprehensive loss for the year from discontinued
operation

(606)

(76)

– 18 –

The net cash flows incurred by NPJ China are as follows:
For the year ended
31 March
2024
2023¥ million¥ million

9

Net cash outflow from operating activities
Net cash (outflow)/inflow from financing activities

(85)
(41)

(95)
173

Net (decrease)/increase in cash generated by the subsidiary

(126)

78

Cash and cash equivalents at beginning of the year
Effect of exchange rate changes on cash and cash equivalents

132
4

55
(1)

10

132

EARNINGS/(LOSS) PER SHARE
Basic earnings/(loss) per share is calculated by dividing the profit/(loss) attributable to ownersof the Company by the weighted average number of ordinary shares in issue during the years
ended 31 March 2024 and 2023.

Profit/(loss) attributable to owners of the Company (¥ million)
Continuing operations
Discontinued operation

Weighted average number of ordinary shares for the purpose of
calculating basic earnings/(loss) per share (thousands)
Basic and diluted earnings/(loss) per share (¥)
Continuing operations
Discontinued operation
For the year

2024

2023

694
(279)

1,198
(64)

415

1,134

1,195,850

1,195,850

0.58(0.23)
0.35

1.00(0.05)
0.95

No diluted earnings/(loss) per share is presented as there were no potential dilutive shares
during the years ended 31 March 2024 and 2023. Diluted earnings/(loss) per share is equal tothe basic earnings/(loss) per share.

– 19 –

10

DIVIDENDS
During the year ended 31 March 2024, the Company paid final dividend of ¥132 million (¥0.11
per common share) and interim dividend of ¥108 million (¥0.09 per common share) to theirshareholders in respect of the years ended 31 March 2023 and 31 March 2024, respectively.
The board of directors of the Company declared a final dividend of ¥0.17 per common sharetotalling ¥203 million in respect of the year ended 31 March 2024. These consolidated financial
statements do not reflect this dividend payable.

11

TRADE RECEIVABLES

Trade receivables2024¥ million

2023¥ million

154

107

Trade receivables represent income receivable from vending machines. The credit terms
granted by the Group generally ranged from 0 to 30 days.
As at 31 March 2024 and 2023, the ageing analysis of the trade receivables, based on invoice
date, is as follows:

Less than 30 days
Over 30 days2024
¥ million

2023¥ million

153
1

106
1

154

107

The maximum exposure to credit risk at the reporting date is the carrying value of thereceivable mentioned above. The Group does not hold any collateral as security.
The carrying amounts of trade receivables approximate their fair values as at 31 March 2024
and 2023 and are denominated in ¥.

– 20 –

12

TRADE PAYABLES
The ageing analysis of the trade payables based on invoice dates as at 31 March 2024 and2023 were as follows:

Less than 30 days
Over 30 days2024
¥ million

2023¥ million

195
1

51
74

196

125

The carrying amounts of trade payables approximate their fair values as at 31 March 2024 and2023 and were denominated in ¥.
13

BORROWINGS

Non-current portion
Bank loans
Syndicated loans

Current portion
Bank loans
Syndicated loans

Total borrowings– 21 –

2024¥ million

2023¥ million

2,932
2,371

3,112
2,653

5,303

5,765

3,184
1,945

2,900
1,541

5,129

4,441

10,432

10,206

As at 31 March 2024 and 2023, the Group’s borrowings were repayable as follows:

Within 1 year
Between 1 and 2 years
Between 2 and 5 years
Over 5 years

2024¥ million

2023¥ million

5,129
2,387
2,871
45

4,441
2,366
3,281
118

10,432

10,206

The average effective interest rates (per annum) at the end of each reporting period were set
out as follows:

Bank loans
Syndicated loans

2024

2023

1.61%
1.08%

1.57%
0.97%

At the end of each reporting period, the total borrowings are pledged by certain assets andtheir carrying values are shown as below:

Property, plant and equipment
Investment properties
Deposits and other receivables2024¥ million

2023¥ million

8,946
553
158

9,230
572
162

9,657

9,964

The undrawn borrowing facilities of the Group at each reporting period are as follows:

Floating rate
— Expiring over 1 year2024
¥ million

2023¥ million

3,016

1,682

The carrying amounts of borrowings of the Group approximate their fair values as at 31 March2024 and 2023 and were denominated in ¥.

– 22 –

14

LEASES
During the year ended 31 March 2024, the Group entered into a number of lease agreements
for and recognised additions of right-of-use assets of ¥1,258 million (2023: ¥1,932 million).
(a)Amounts recognised in the consolidated statement of financial position
2024¥ million

2023¥ million

Right-of-use assets
Buildings
Leasehold improvement
Equipment and tools
Vehicles

20,452
2,996
255
49

21,891
3,000
223
31

Total right-of-use assets

23,75225,145

Lease liabilities
Current
Non-current

2,608
25,317

2,762
26,96827,92529,730For the year ended 31 March 2024, as a result of the impairment review of CGUs with
impairment indicator and annual impairment assessment on goodwill, impairment loss ofapproximately ¥284 million (2023: ¥371 million) has been recognised on right-of-use
assets.
(b)

Amounts recognised in the consolidated statement of comprehensive income¥ million

2023(Restated)¥ million

2,172
184
82
15

2,329
231
43
15

2,453

2,618

698

742

230

232

13

11

2024

Depreciation of right-of-used assets
from continuing operations
Buildings
Leasehold improvement
Equipment and tools
VehiclesInterest expense (included in finance costs)
Expense relating to short-term leases(included in hall operating expenses)
Expense relating to leases of low-value assets thatare not shown above as short-term leases(included in administrative expenses)

The total cash outflow for leases during the year ended 31 March 2024 was ¥4,674
million (2023: ¥3,856 million).

– 23 –

MANAGEMENT DISCUSSION AND ANALYSIS
BUSINESS ACTIVITIES AND VISIONIn the current fiscal year, the domestic economy saw further normalisation of
economic activities due to factors such as the reclassification of Novel Coronavirus(COVID-19)’s category to Class 5 under the Act on the Prevention of Infectious
Diseases, and an improvement in the employment and income environment,
including the highest rate of wage increase in 30 years in the annual spring wage
negotiations, and at the same time, there were signs of a pick-up in personal
consumption. On the other hand, growth in personal consumption remained
subdued due to the effects of rising prices and monetary tightening, but service
consumption showed a relatively steady recovery. Under these circumstances, inour mainstay pachinko business, the Group focused on grasping customer needs
and profit opportunities accurately and improving our pachinko halls management
capabilities. In addition, we increased the number of amusement machines
installed by 1.6% compared to the previous fiscal year, expanding our revenue
base by equivalent amount as opening one new hall. As a result, total revenue(gross pay-ins) increased by 10.0% year-on-year to ¥131,835 million and webelieve we were able to firmly meet customer demand without falling behind therecovery trend in domestic economic activity. In the overseas business, the Gross
Domestic Product (“GDP”) growth rates of Vietnam and Cambodia slowed as theireconomies were affected by the slowdown in the Chinese economy. Consequently,
revenue from Dream Games, which operates amusement arcades in bothcountries, decreased by 1.3% year-on-year to ¥1,687 million.
In the mainstay pachinko business, Smart Slots, the next-generation of new
amusement machines introduced in November 2022, continue to receive highsupport from customers. To grasp the trend of the market need, we had made fulluse of the strong network we had built up with amusement machine manufacturers
and distributors, and strategically purchased the most effective number ofmachines in a competitive environment, and focused on creating a hall that could
meet the customers’ needs. In particular, in order to enable more customers toenjoy Smart Slots machines, which are popular in the market, hall layouts wererevamped, and the machine footprint was quickly expanded.
Therefore, the number of slot machines increased significantly by 5.3% compared
to previous year. In the installation of existing machines, we have also made steadyefforts to analyse the trends of customers and competitors and reflected them inappropriate hall development. As a result, we were able to attract more customers
than the market’s rate of customer recovery and increase our market share in theareas where we operate. We believe that we were able to achieve solid results asa year of post-pandemic.

– 24 –

In the current fiscal year, we continued to review our hall operations andaccumulated a variety of know-how, such as promoting labour saving in hallmanagement while retaining services that provide a high level of customer
satisfaction. Since the self-service counters that we introduced last year, which
made the prize exchange process contactless, has been well received by ourcustomers, we have further increased the number of halls that have introduced
them during the year, and have completed the introduction of self-service POS at
37 halls, representing 75% hall coverage.
In addition, given the competitive environment of existing halls, we had carried out
various measures and experiments with the aim of further increasing our sales
capabilities, we believed that we had achieved certain level of success. We
consider that this will also lead to more options for corporate restructuringmethods in the event of mergers and acquisitions.
In the domestic food and beverage business, we opened a new “LIZARRAN” outlet
in Tachikawa City, Tokyo in April 2023. As a result of the Spanish restaurant brandgaining some penetration in the Tokyo metropolitan area, we have begun toreceive inquiries from major developers to open new outlets, and the businessenvironment is improving with more opportunities for opening new outlets infavorable locations.
Nexia Inc., a subsidiary that operates real estate business, invested a total of ¥880
million in March 2024 to acquire a property in a prime location in Koriyama City.
We will continue to consider acquiring prime properties while maintaining ourinvestment standards.
In terms of business in Southeast Asia, the economies of Vietnam and Cambodia
were ahead of Japan in the recovery from the damage caused by COVID-19, but
economic growth in both countries has declined due to factors such as a
slowdown in exports and slump in the real estate industry. Vietnam’s GDP growthrate slowed from 8.0% in previous year to 5.1% in current year, and Cambodia’s
GDP growth rate also decreased slightly from 5.2% to 5.0%, indicating that the
post-pandemic economic recovery has hit a plateau in 2023.
Consequently, operating revenue of Dream Games, a subsidiary that operates
amusement arcades in Vietnam and Cambodia, decreased slightly by 1.3% yearon-year to ¥1,687 million. Particularly in the second half of the year, customer
sentiment declined and the overall number of customers in the malls where we
operated our outlets declined, with a strong negative impact on the leisureindustry. From the beginning, we did not plan to open any new outlets in this fiscal
year, and as a result of closing down one outlet, as of the end of March 2024, wehave a total of 11 operating outlets, 8 in Vietnam and 3 in Cambodia.

– 25 –

Although GDP growth rates of Vietnam and Cambodia in 2023 have slowed
compared to the previous year, according to the data from the International
Monetary Fund, strong economic growth is expected to continue at over 5% in
these two countries. We believe that both countries are still in the process of
economic development, and that consumption and leisure markets will continue toexpand. The amusement arcade business in both Vietnam and Cambodia is basedon the strategy of opening outlets in leading shopping malls. In particular, a lot of
new AEON malls are scheduled to open in Vietnam from 2025, but the competitiveenvironment is gradually becoming more severe. While continuing to develop theoperating structure of the organisation, we are also planning to work on building a
steady earnings base by developing multiple types of standard business formats
depending on location and area, opening a new speciality business format ofarcade prize game and planning to open small and medium-sized outlets outsideof AEON malls.
The joint business operating a Japanese restaurant food court, YOKOCHO, in
Shenzhen, Guangdong Province, China, opened in July 2019, was indefinitely
suspended in February 2020 due to the spread of COVID-19 in China. The
business was subsequently resumed in August 2021, as the COVID-19 situation in
China seemed to have calmed down. However, the business environment did not
improve and the situation remained unstable, so we ceased the business in August2023.
As a medium-term strategy, the Group’s priority is to increase the number ofamusement machines installed and to secure sales in pachinko business as thecore business, and will actively invest in new hall openings and merger andacquisition with the aim of establishing a structure that can ensure stable earnings.
At the same time, investments will be made to refurbish existing halls and topromote digitalisation with the aim of further increasing operational efficiency.
Furthermore, from a long-term perspective, we plan to expand into new businesses
and build business models domestically based on the premise of an aging, maturesociety and a declining population.
Outside Japan, we will also seek to grow existing businesses and create new
business opportunities while responding to changes in the business environment ineach country.

– 26 –

In 2021, the Group resolved the Environmental, Social and Governance (“ESG”)
Management Declaration, which is the basic concept for conducting sustainablebusiness, “The Group prioritises the public interest and considers its employees,
customers, business partners, local communities, and the entire earth as a whole
to be stakeholders. We aim for management that can achieve sustainable growth
together with all”. The concept of ESG, which is the benchmark for sustainablegrowth, is becoming increasingly important in business, as it serves as an index for
selecting investment targets worldwide. In addition, Sustainable Development
Goals established for the purpose of achieving a sustainable world are having a
positive impact on corporate management. The ESG Management Declaration sets
out the following three specific points to be focused on:
1.

Properly appropriate the profits generated to employees, customers, local
communities, environment, the entire earth, vendors and shareholders.

2.

Conduct management that can contribute to society with sustainability from a
medium- to long-term perspective, rather than from a short-term perspective.

3.

Constantly make efforts in new areas boldly and manage our business withentrepreneurial spirit for the sustainable development of the Company.

These three objectives will also be important in shaping a new corporate culture
for the next era of the Group.
The history of the Group’s pachinko hall business is over 70 years. The reason we
have been able to continue our business for more than 70 years is that we always
place emphasis on our relationship with the community and have always beenaware of harmonious coexistence with the community. Entities cannot continue
their businesses on their own, and there is a greater need than ever for them tonot only pursue profits for themselves but also develop together with society.
Especially in Fukushima Prefecture, which is our key location in Japan, it is still
halfway through reconstruction from the Great East Japan Earthquake, but as alonger-term issue, increasing the production and labor force population is regarded
as a major challenge. If this long-term declining trend continues, we cannot expect
the revitalization of the local economy. On the other hand, if the revitalization of thelocal economy cannot be realised, the production and labor force population will
not increase, and we cannot expect to retain or increase customers in thepachinko hall business, which is the core business of the Group. Resolving the
local issues in each region where our Group operates, will create new business
opportunities and lead to the mitigation of future business risks simultaneously. We
regard the pursuit of regional development through our business activities as animportant task for future operations.

– 27 –

The Group aims to realise our corporate philosophy of “Providing happy times forpeople by making the world cheerful, fun and entertaining”, and will continue totake on the challenges of constantly responding to social changes, aiming to be acompany that will continue for more than 100 years ahead of us. Under the ESG
Management Declaration, which is the basic concept for conducting sustainablebusiness, we will continue to strive to become a company that is indispensable tosociety and can meet the expectations of all stakeholders, considering thedevelopment and ideal form of our business.
FINANCIAL REVIEWRevenue from Pachinko and Pachislot Business
Revenue from pachinko and pachislot is derived from gross pay-ins netted withgross pay-outs.
Revenue from pachinko and pachislot business increased by ¥2,049 million, or
9.3%, from ¥21,895 million in 2023 to ¥23,944 million in 2024. The increase inrevenue was attributable to the continued recovery of economy in Japan, andreplacement of gaming machines which triggered higher customer turnover andimproved the hall traffic.
Gross pay-ins
For the year ended 31 March 2024, the Group’s gross pay-ins from pachinko andpachislot business amounted to ¥131,835 million, comprising revenue from 47
suburban halls and 2 urban halls. The increase in gross pay-ins by ¥11,998 million,or 10.0%, as compared to last year was resulted from the factors explained above.
Gross pay-outs
Gross pay-outs, being the aggregate cost of G-prizes and general prizes
exchanged by customers, increased from ¥97,942 million in 2023 to ¥107,891
million in 2024, an increase of ¥9,949 million, or 10.2%, which corresponded to
the rise in gross pay-ins.
Revenue margin
Revenue margin recorded at 18.2% for the year ended 31 March 2024, which was
relatively stable as compared to 18.3% in 2023. The management continued toreview pay-out ratio to stimulate customers’ visit and improve revenue margin.

– 28 –

Revenue from Amusement Arcade Business
Revenue from amusement arcade business decreased by ¥23 million or 1.3%,
from ¥1,710 million in 2023 to ¥1,687 million in current year. The amountcomprised revenue derived from Vietnam and Cambodia amounting to ¥1,135
million and ¥552 million, respectively (2023: ¥1,316 million and ¥394 million,
respectively). The slight decrease in revenue was resulted from the drop in sales
income generated from Vietnam as one of the popular game machines was
discontinued during the year, netted with additional income generated from two
amusement arcades which were newly opened in Cambodia at the end of 2022.
Other revenue
Other revenue represents incomes from vending machines, hotel and restaurant
operations.
Vending machines income amounted to ¥453 million in 2024. The increase of ¥75
million as compared to ¥378 million in 2023 was resulted from the increase incustomer turnover rate as mentioned above.
Income from hotel operation amounted to ¥163 million in 2024, recording an
increase of ¥14 million as compared to 2023 of ¥149 million. The increase in hotel
income was resulted from mild increase in occupancy rate by 4% as compared tolast year.
Revenue from restaurant operations amounted to ¥708 million for the year ended
31 March 2024, increased by ¥228 million, or 47.5%, as compared to ¥480 million
in last year. The increasing popularity of “KOMEDA” café, and the opening of a
“LIZARRAN” restaurant in early 2023 were the main drivers to the revenue increasein this sector.
Hall operating expenses
Hall operating expenses increased by ¥1,928 million, or 10.3%, from ¥18,726
million in 2023 to ¥20,654 million in current year. Major components of halloperating expenses are pachinko and pachislot machine expenses, staff cost forhall staff and depreciation expenses, amounting to ¥7,890 million, ¥4,263 millionand ¥3,480 million, respectively, for the year ended 31 March 2024 (31 March
2023: ¥6,537 million, ¥4,386 million and ¥3,612 million, respectively).
The rise in hall operating expenses was resulted from (i) more frequent replacementof new pachinko and pachislot machines during the current period; and (ii) minor
work being carried out in various halls to provide a better playing environment tovisitors.

– 29 –

Administrative expenses
Administrative expenses increased by ¥227 million, or 6.4% from ¥3,568 million forthe year ended 31 March 2023 to ¥3,795 million in 2024 as a result of the increasein staff wages during the current year.
Impairment loss
Impairment loss on property, plant and equipment, right-of-use assets and othernon-current assets amounted to ¥586 million in current year. The International
Accounting Standard 36 “Impairment of Assets” (“IAS 36”) requires that assets be
carried at no more than their recoverable amount. If an asset’s carrying value
exceeds the amount that could be received through use or selling the asset, thenthe asset is impaired and IAS 36 requires a company to make provision for the
impairment loss. Non-current assets other than goodwill and intangible assets withindefinite useful life are tested for impairment when there are events that indicatethat the related asset values may not be recoverable, and the Group carries out
reviews of the recoverable amounts of each cash-generating units (“CGUs”).
The management noted that the Group’s financial performance is highly sensitive
to changes in market situations. Taking into account the keen competition within
the industries, the management considered CGU with operating loss recorded inrecent two reporting periods and whether budget was met in current period ashaving impairment indicator, and performed impairment assessments overpachinko and pachislot hall operations, amusement arcade operations andrestaurant operations by assessing the recoverable amounts of the CGU,
determined as the higher of their value-in-use and fair value less cost of disposal.
As a result, the Group recognised an impairment loss of ¥112 million and ¥284
million over plant, property and equipment, right-of-use assets and other noncurrent assets, respectively for the year ended 31 March 2024 (31 March 2023:¥214 million, ¥371 million and ¥1 million over plant, property and equipment, rightof-use assets and other non-current assets, respectively).
Finance costs
Finance costs, net amounted to ¥891 million for the year ended 31 March 2024 ascompared to ¥887 million in 2023. The increase was due to the overall increase ininterest rate.

– 30 –

Profit attributable to owners of the Company, basic earnings per share anddividend
Profit attributable to owners of the Company of ¥694 million was recorded for year
ended 31 March 2024, as compared to ¥1,198 million in prior year. The decreasein profit was due to the increase in income tax expense by ¥856 million, nettedwith continued economic recovery in Japan and replacement of game machineswith “Smart Slots” machines which in turn drove more hall traffic.
Basic earnings per share for the year ended 31 March 2024 was ¥0.58 (31 March
2023: ¥1.00). The board of directors of the Company (the “Board”) has declared a
final dividend of ¥0.17 per common share for the year ended 31 March 2024 (31March 2023: ¥0.11).
CAPITAL STRUCTURE
The Group principally meets its working capital and other liquidity requirements
through a combination of capital contributions, including cash flow from operations
and bank borrowings. The Group’s daily operation is mainly financed by operating
cash flows, and relied on short- and long-term borrowings for financing working
capital, future expansion plans and unexpected needs. The Group’s treasury
objective is mainly to ensure there is sufficient cash flow to meet the payment ofexpenses, loans and to fund any capital expenditure and commitment that theGroup may have from time to time. The Group’s cash surpluses are placed in
short-term and long-term fixed deposits to maintain liquidity. The Group has notexperienced any difficulty in repaying its borrowings.
The Group’s principal business activities are carried out in Japan, with income,expenditure, assets and liabilities mainly denominated in Japanese Yen, as such,
the Group does not have any material foreign exchange exposure.

– 31 –

The table below sets forth the information regarding the cash and bank balances,borrowings, lease liabilities, working capital, total equity and gearing ratio of theGroup as at 31 March 2024 and 2023:
As at 31 March
2024
2023
¥ million¥ million
Cash and cash equivalents
Bank deposits with maturity over 3 months

Bank loans
Syndicated loans
Lease liabilities

Total equity
Gearing ratio (Note 1)
Working capital (Note 2)

12,350345

10,435528

12,695

10,963

6,116
4,316
27,925

6,012
4,194
29,73038,35739,93618,981
1.4(145)

19,2941.5780

Note 1: Gearing ratio is calculated as total borrowings less cash and cash equivalents divided byequity.
Note 2: Working capital being current assets less current liabilities.

– 32 –

As at 31 March 2024, net current liabilities of the Group totalled ¥145 million (31March 2023: net current assets ¥780 million), and current ratio was 0.99 as at 31
March 2024 (31 March 2023: 1.07). As at 31 March 2024, there were cash andcash equivalents of ¥12,350 million (31 March 2023: ¥10,435 million), in which¥11,009 million was denominated in Japanese Yen, ¥795 million was denominatedin United States dollar, ¥449 million was denominated in Hong Kong dollar and ¥97
million was denominated in other currencies. As at 31 March 2024, the Group had
total borrowings and lease liabilities of ¥38,357 million (31 March 2023: ¥39,936
million). Current portion of bank borrowings and current portion of lease liabilities
amounted to ¥7,737 million as at 31 March 2024 (31 March 2023: ¥7,203 million).
The Group’s bank borrowings during the current period comprised bank loans andsyndicated loans. As at 31 March 2024, the total bank borrowings amounted to¥10,432 million (31 March 2023: ¥10,206 million), with average effective interest
rates on bank borrowings ranged from 1.08% to 1.61% (31 March 2023: 0.97% to1.57%) per annum. Approximately 4.9% of bank borrowings as at 31 March 2024
were fixed rate borrowings.
HEDGING OF FLOATING RATE BORROWINGS AND FOREIGN EXCHANGE
As at 31 March 2024, the Group had three floating to fixed interest rate swap
contracts with banks in Japan (i.e. the Group pays fixed interest rates and receives
interests at floating rate). These interest rate swap contracts were entered into asa measure to manage interest rate risk in relation to loans of the Group. As interest
rates of some of the Group’s loans are on a floating rate basis, the floating to fixedinterest rate swap contracts enabled the Group to reduce the volatility in theamount of interest being paid. For the year ended 31 March 2024, gain on fairvalue for interest rate swap contracts amounted to ¥3 million (31 March 2023: ¥7
million).
The Group did not carry out significant foreign currency investment and its debts
were all denominated in Japanese Yen as at 31 March 2024. As the functional
currency of certain subsidiaries are different from the Company, the Group will be
exposed to foreign exchange risk arising from such exposure, namely in Singapore
Dollar, Vietnamese Dong, Cambodian Riel and Renminbi against Japanese Yen.
The management is assessing the significance of the foreign currency exposures
faced by the Group and will consider adopting appropriate measures to mitigate
the risk, including but not limited to entering into currency hedges.
GEARING RATIOThe gearing ratio, defined as the aggregate of interest-bearing loans and leaseliabilities less cash and cash equivalents, divided by total equity, was 1.4 as at 31
March 2024 (31 March 2023: 1.5).

– 33 –CAPITAL EXPENDITURE
Capital expenditure mainly comprised of expenditure for (i) the purchase ofproperty, plant and equipment mainly used for construction of buildings, and (ii)the purchase of equipment and tools for the maintenance of our pachinko andpachislot hall and amusement arcade operations. The table below shows abreakdown of the capital expenditure for the indicated periods:
As at 31 March
2024
2023
¥ million¥ million
Property, plant and equipment
Right-of-use assets
Intangible assets

2,289
1,258
4

929
1,932
4

3,551

2,865

CHARGES ON ASSETS
As at 31 March 2024 and 2023, the carrying values of charged assets were as
below:

Property, plant and equipment
Investment properties
Deposits and other receivables2024¥ million

2023¥ million

8,946
553
158

9,230
572
162

9,657

9,964

CONTINGENT LIABILITIESThe Group did not have any material contingent liabilities as at 31 March 2024 and2023.
SIGNIFICANT INVESTMENTS, MATERIAL ACQUISITIONS AND DISPOSALSOF SUBSIDIARIES, AND FUTURE PLANS FOR MATERIAL INVESTMENTS OR
CAPITAL ASSETS
Save for those disclosed in this annual results announcement, the Group had noplan authorised by the Board for other material investments or additions of capital
assets as at the date of this annual results announcement.
There is no important event affecting the Company that have occurred since theend of the financial year.

– 34 –

EMPLOYEES AND REMUNERATION POLICY
As at 31 March 2024, the Group had 1,334 employees. The remuneration policy of
the Group (including those for directors and employees) is determined by the
remuneration committee under the Board as per the performance, qualifications
and competence of the employees.
FINAL DIVIDENDThe Board has declared a final dividend of ¥0.17 per common share for the year
ended 31 March 2024 (31 March 2023: ¥0.11) on 27 May 2024 and the final
dividend will be payable on 12 July 2024 to the shareholders of the Company (the“Shareholders”) whose names appear on the register of members of the Company
at the close of business on 12 June 2024.
The exchange rate for the conversion of Japanese Yen to Hong Kong dollar for thedividend distributed to the Shareholders in the currency other than Japanese Yen
is based on the average currency rates prevailing five trading days immediately
prior to 27 May 2024 (being 20 to 24 May 2024).
CORPORATE GOVERNANCE
During the year ended 31 March 2024, the Company has adopted and compliedwith all the applicable principles and code provisions of the Corporate Governance
Code (the “CG Code”) contained in Appendix C1 to the Rules Governing the
Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing
Rules”), with the exception for code provision C.2.1, which requires the roles ofchairman and chief executive to be separated and should be performed bydifferent individuals.
Code Provision C.2.1
Under code provision C.2.1 of the CG Code, the roles of chairman and chief
executive should be separate and should not be performed by the same individual.
Our Chairman currently holds both positions. Since April 2010, our Chairman has
been the key leadership figure of our Group who has been primarily involved in theformulation of business strategies and determination of the overall direction of ourGroup. He has also been chiefly responsible for our Group’s operations as hedirectly supervises our executive officers (other than himself) and members of oursenior management. Taking into account the continuation of the implementation of
our business plans, the directors of the Company (the “Directors”) (including our
independent non-executive Directors) consider our Chairman is the best candidatefor both positions and the present arrangements are beneficial to and in theinterests of our Company and the Shareholders as a whole.

– 35 –DIRECTORS’ SECURITIES TRANSACTIONSThe Company has adopted the Model Code for Securities Transactions by
Directors of Listed Issuers as set out in Appendix C3 to the Listing Rules (the“Model Code”) as its own code of conduct regarding securities transactions by
Directors. Having made specific enquiry with all Directors, the Directors confirmedthat they had complied with the required standard set out in the Model Code andthe Company’s code of conduct during the year ended 31 March 2024.
PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIESThe Company did not redeem any of its listed securities during the year ended 31
March 2024. Neither the Company nor any of its subsidiaries purchased or sold
any of the Company’s listed securities during the year ended 31 March 2024.
AUDIT COMMITTEE
The audit committee of the Company had reviewed, together with the management
and external auditor, the accounting principles and policies adopted by the Groupand the audited consolidated financial statements of the Group for the year ended
31 March 2024.
SCOPE OF WORK OF PRICEWATERHOUSECOOPERS
The figures in respect of the Group’s consolidated statement of financial position,
consolidated statement of comprehensive income and the related notes thereto forthe year ended 31 March 2024 as set out in the preliminary announcement havebeen agreed by the Group’s auditor, PricewaterhouseCoopers, to the amounts set
out in the Group’s audited consolidated financial statements for the year. The work
performed by PricewaterhouseCoopers in this respect did not constitute anassurance engagement and consequently no opinion or assurance conclusion has
been expressed by PricewaterhouseCoopers on this preliminary announcement.
ANNUAL GENERAL MEETING AND RECORD DATE
The annual general meeting of the Company (the “2024 AGM”) will be held on 28
June 2024 at 2-1-24, Hohaccho, Koriyama-shi, Fukushima, 963-8811, Japan.
Notice of the 2024 AGM will be published and issued to Shareholders in due
course. The right to attend and vote at the 2024 AGM will be granted to the
Shareholders whose names appear on the Company’s share register at the closeof business on 24 June 2024.

– 36 –

In order for those Shareholders whose names have not been registered on the
Company’s share register to be eligible to attend and vote at the 2024 AGM, allproperly completed, duly stamped and executed transfer documents accompaniedby the relevant share certificates should be lodged with the Company’s shareregistrar, Computershare Hong Kong Investor Services Limited at Shops 1712–
1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong
Kong before 4:30 p.m. (Hong Kong time) on 24 June 2024.
PUBLICATION OF ANNUAL RESULTS ANNOUNCEMENT AND ANNUALREPORT
This annual results announcement is published on the websites of The Stock
Exchange of Hong Kong Limited (the “Stock Exchange”) (www.hkexnews.hk) andthe Company (www.ngch.co.jp), and the annual report of the Company for the year
ended 31 March 2024 containing all the information required by the Listing Rules
will be dispatched to the Shareholders and will be published on the respective
websites of the Stock Exchange and the Company in due course.
On behalf of the BoardNIRAKU GC HOLDINGS, INC.*
株式会社ニラク▪ジー▪シー▪ホールディングス
Chairman, Executive Director and Chief Executive Officer
Hisanori TANIGUCHI
Fukushima, Japan, 27 May 2024
As at the date of this announcement, the executive Directors are Hisanori
TANIGUCHI, Akinori OHISHI and Masataka WATANABE; the non-executive
Director is Hiroshi BANNAI; and the independent non-executive Directors are
Michio MINAKATA, Yoshihiro KOIZUMI, Kuraji KUTSUWATA and Akihito TANAKA.
*

for identification purpose only

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