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

Asahi Holdings, Inc.
(Stock code: 5857)

Notice of the 9th Annual General Meeting of Shareholders
Date and time:
10:30 a.m. on Tuesday, June 19, 2018
Reception opens at 10:00 a.m.
Venue:
KOBE PORTOPIA HOTEL
10-1, Minatojima Nakamachi 6-chome, Chuo-ku, Kobe-shi“Kairaku-no-ma,” basement floor, Main Building
Proposals:
Proposal 1:
Proposal 2:

Election of Five (5) Directors (Excluding Directors Serving as the Audit andSupervisory Committee Members)
Determination of Amounts and the Content of Performance-Based Stock
Compensation Plan for Directors

Please exercise your voting rights:
Voting rights at the General Meeting of Shareholders are an important right of shareholders. Please
make sure to exercise your voting rights. Please see pages 7 to 8 for details.
- If you are attending the General Meeting of Shareholders:
Please submit the Voting Right Exercise Form at the reception desk upon arrival.
- If you are unable to attend the General Meeting of Shareholders:
Please exercise your voting rights in writing or via the Internet, etc.
Documents must arrive before noon on Monday, June 18, 2018.

Cover

ASAHI WAY“Totally Committed to Protecting the Natural Environment and Conserve Resources”

Our Credo
We conserve limited natural resources, preserve the global environment, and support human health.
Our Corporate Values
















Cooperation with stakeholders
We constantly seek to earn even greater trust from shareholders, customers, business partners,
employees, and local communities as we work to preserve the natural environment.
Corporate governance with a balance of protective and proactive measures
We boldly promote growth strategies and business reform while securing transparency indecision-making and properly managing risk.
No growth without profit
We realize long-term improvement of shareholder value by ensuring the entire group grows andis profitable.
Trusted corporate brandWe aim to be widely recognized as an exemplary corporate group and to build a brand that willbe trusted over many years.
Addressing diverse risks
We strive to minimize risks and avert disasters by taking daily safety measures in workplaces
and by constantly working to prevent accidents.
Highly motivated employees
We promote work-life balance for employees and continuously improve working environments
and conditions.
Strong sense of mission and high ethical standards
We strive to be an organization where employees take pride in their own work and executives
maintain a strong sense of mission and high ethical standards.
Being a company of good people
We value good employees over the long-term; our vision of a "good employee" is a person who
is not self-centered and who contributes to mutual prosperity and the development of thebusiness.

Our Employee Principles






Innovate and embrace challenges
Put safety first
Maintain high quality
Promptly report (especially bad news)
Build trust and connection

1
Group Philosophy

The Asahi Holdings Group Code of Conduct
1. We comply with all laws and regulations
2. We respect the dictates of social norms and our own conscience
3. We treat everyone equally, regardless of age, gender, nationality, race, religion, or othercharacteristics
4. We refrain from conducting any political or religious activities in the workplace
5. We treat customers with sincerity
6. We practice fair competition and optimal decision-making when selecting business partners
7. We respect the confidential information obtained through our work and avoid disclosing it
externally
8. We refrain from providing or receiving meals or gifts in pursuit of personal benefit
9. We act for the greater good, not for personal or affiliated parties’ gain
10. We focus on the actual sites, actual things, and actual facts

2
Group Philosophy

Message from the CEO
Aiming for Further Sustainable Growth under the New Medium-term Business Plan
Mitsuharu Terayama, Chairman & CEO
I would like to express our cordial appreciation for your continuous support and loyal patronage.
I would also like to take the opportunity of sending this Notice of the 9th Annual General Meeting of
Shareholders to offer a short greeting.
In the fiscal year 2017, the final fiscal year of the 7th Mid-term Business Plan, we achieved record
performance as operating income amounted to 13,790 million yen after two upward revisions. Allcompanies and business units in the Group recorded a profit. As a result, ROE (Return On Equity),
which the Company considers an indicator of improvements in management efficiency, was 17.3%.
In the past three years, the Company has solidified its global management foundations, including
adopting IFRS (International Financial Reporting Standards), transitioning to a Board with Audit andSupervisory Committee, and strengthening corporate governance systems.
The slogan of the 8th Mid-term Business Plan is “Building a global company that pursues originality
and growth.” The new Mid-term Business Plan starts in April 2018 and covers a period of three years,
but we are positioning it as a plan that looks toward the fiscal year 2022, five years hence, when the
Company will celebrate the 70th anniversary of its founding. Our five-year vision for each businesssegment is as follows.
In the precious metal business segment, we aim to create an integrated business, from refining primarymaterials (from mines) and secondary materials (from recycling) to producing high value-added
products. Geographically, we will work to spread awareness of the “Asahi brand” not only in North
America and Japan, but all over world.
In the environmental preservation business segment, we will establish the “Asahi brand” as an
operating company with a high level of social contribution in Japan, through various recycling
technologies and detoxification treatment technology for waste that is difficult to treat.
In the life & health business segment, we will work to expand our business by developing productsthat accurately capture customers’ needs and building innovative business models. We shall actively
enter overseas markets and spread awareness of the “Asahi brand” with high levels of technicalexpertise and quality.
During these three years, we will endeavor for “Augmenting of intangible capital” to respond quickly
to changes in the business environment. This refers to developing new technology utilizing
information processing technology, developing global personnel and investing in human capital, andenhancing human productivity by “reforming the way people work.”
In April this year, we revised the “Asahi Way,” our management philosophy and guidelines for action
for employees.

3
Message from the CEO“Our Credo” is that the Group’s businesses themselves are the “Sustainable Development Goals(SDGs)” adopted by the United Nations in 2015, and it expresses our intention to further contribute to“global sustainability.” “What we consider important as a company” expresses our approach, whichprioritizes “intangible assets” while coordinating with various stakeholders. We will ensure thoroughawareness of the new “Asahi Way” among all employees of the Group, in Japan and overseas.
Compared with ten years ago, the content of the Company’s businesses has changed significantly. In
response to changes in the business environment, we have exited more than ten businesses, and have
newly started or incorporated into the Group more than 20 businesses. In the past 20 years, we haveacquired more than 20 companies, and the business performance of more than 95% of thosecompanies exceeds levels prior to the acquisition. Our “ability to respond to change” and“management ability to regenerate businesses” are what made this possible.
Furthermore, the Company paid a commemorative dividend of 3 yen per share for the year-end
dividend for the fiscal year 2017, to commemorate the 15th anniversary of our listing on the First
Section of the Tokyo Stock Exchange in March 2017. The dividend policy is a key issue in regard to
the return of profits to shareholders, and therefore we intend to continue our basic policy of paying out
a “stable dividend, maintaining a ratio of 30% or more of consolidated net profit.” In accordance withthis policy, the forecast for the annual dividend for the fiscal year 2018 is 74 yen, an increase
compared to the previous fiscal year.
I hope that you will continue to support the “Asahi Holdings Group” in future as we continue to growwhile overcoming changes in the business environment, with the spirt of “innovation and challenge.”

Contents
 Notice of the 9th Annual General Meeting of Shareholders ............................................................. 5
 Reference Documents for General Meeting of Shareholders............................................................ 9
Proposal 1: Election of Five (5) Directors (Excluding Directors Serving as the Audit and Supervisory
Committee Members)
Proposal 2: Determination of Amounts and the Content of Performance-Based Stock Compensation Plan
for Directors

Attached documents
 Business Report .......................................................................................................................... 17
 Consolidated Financial Statements .............................................................................................34
 Financial Statements ................................................................................................................... 38
 Audit Reports .............................................................................................................................. 41
 TOPICS........................................................................................................................................... 47

4
Message from the CEO and Contents

Dear Shareholders:(Stock code: 5857)
May 29, 2018
4-17 Kano-cho 4-chome, Chuo-ku, Kobe-shi, Japan
Asahi Holdings, Inc.
Mitsuharu Terayama,
Chairman & CEO

Notice of the 9th Annual General Meeting of Shareholders
This is to inform you that the 9th Annual General Meeting of Shareholders of Asahi Holdings, Inc.
(hereinafter the “Company”) will be held at the following time and place and to cordially request
your presence.
If you are unable to be present, you are entitled to exercise your voting rights in writing or byelectronic method (the Internet, etc.). You are kindly requested to read the attached reference
documents and exercise your voting rights by noon on Monday, June 18, 2018, in accordancewith the instructions on the next page.

1. Date and time:
2. Venue:

Details of the meeting
10:30 a.m. on Tuesday, June 19, 2018
KOBE PORTOPIA HOTEL
10-1, Minatojima Nakamachi 6-chome, Chuo-ku, Kobe-shi“Kairaku-no-ma,” basement floor, Main Building
Please understand that souvenirs for shareholders who attend themeeting will not be provided.

3. Meeting Agenda
Items to be reported: 1) Business Report, the consolidated financial statements and the resultsof audits of the consolidated financial statements by the Accounting
Auditor and the Audit and Supervisory Committee for the 9th fiscal
term (April 1, 2017 through March 31, 2018)
2) Report on non-consolidated financial statements for the 9th fiscal
term (April 1, 2017 through March 31, 2018)
Items to be resolved:
Proposal 1: Election of Five (5) Directors (Excluding Directors Serving as the Audit andSupervisory Committee Members)
Proposal 2: Determination of Amounts and the Content of Performance-Based Stock
Compensation Plan for Directors



If you attend the meeting, please submit the “Voting Right Exercise Form” at the reception desk
upon arrival.
Pursuant to the provisions of laws and regulations and the Articles of Incorporation of theCompany, of the documents to be disclosed, “Structure to ensure the appropriateness ofbusiness,” “Status of operation of structure to ensure the appropriateness of business,” “Notes
to consolidated financial statements,” and “Notes to non-consolidated financial statements” are5
Cover letter of convocation

Convocation Notice
Audit Reports

Financial Statements

Consolidated Financial
Statements

Business Report

Reference Documents for
General Meeting of Shareholders

disclosed on the Company’s website (http://www.asahiholdings.com/) and therefore are notincluded in this Notice and its Appendix. Accordingly, this Notice and its Appendix constitutepart of the business report and financial statements audited by the Audit and Supervisory
Committee and Accounting Auditor when preparing the audit report and accounting audit report,
respectively.
Please note that any modifications to the business report, the financial statements and/or thereference documents will be posted on our Web site (http://www.asahiholdings.com/).

6
Cover letter of convocation

Guide to Exercising Voting Rights
If you are attending the General Meeting of Shareholders:
Please submit the enclosed Voting Right Exercise Form at the reception desk upon arrival.
In addition, please also bring this Notice.
If you are unable to attend the General Meeting of Shareholders:● Exercising your voting rights in writing (Voting Right Exercise Form)
Please indicate your vote for or against each proposal on the enclosed Voting Right Exercise Formand return the Form by mailing it such that it arrives by the deadline for exercising voting rights
below. If a vote for or against is not indicated for any proposal when exercising voting rights inwriting (Voting Right Exercise Form), we will treat it as an indication of approval of the proposal.
● Exercising your voting rights via the Internet, etc.
Please refer to the “Procedure for Exercising Voting Rights via the Internet, etc.” on the next page,and input your vote for or against each proposal by the deadline for exercising voting rights below.
Deadline for Exercising Voting Rights: noon on Monday, June 18, 2018
Treatment of Voting Rights Exercised Multiple Times
If you have exercised your voting rights both in writing and via the Internet, etc., those
exercised via the Internet, etc. will be considered as valid.
If you have exercised your voting rights multiple times on the Internet, etc., the final votewill be considered as valid. If you have exercised your voting rights multiple times withcomputers, smartphones and/or mobile phones, the final vote cast will be considered asvalid.
Electronic Voting Platform for Institutional Investors
Nominee shareholders including banks specializing in asset and trust management/custody(including standing proxy) may use with prior application the “Electronic Voting Platform” operated
by ICJ Inc. established by Tokyo Stock Exchange, Inc., and other entities, as a means to exercise
their voting rights electronically and participate in the General Meeting of Shareholders of theCompany.

7
Guide to Exercising Voting Rights

(2) The exercise of voting rights using computers or smartphones may be disabled by operating
environments, including the use of a firewall when accessing the Internet, the use of antivirus
software, the use of a proxy server and/or if you have not designated the use of encryptedtransmission (TSL transmission).
(3) For your exercise of voting rights using mobile phones, make sure to use i-mode, EZweb orYahoo! service. To preserve security, you cannot vote through a model of phone that does notallow TSL transmission or transmission of the phone ID information.
(4) Although we will accept the exercise of voting rights via the Internet, etc. until noon on
Monday, June 18, 2018, we recommend voting as early as possible. If you have any questions,please contact our Help Desk.
2. Exercising Your Voting Rights via the Internet, etc.
(1) At the Voting Rights Exercise Web site (https://evote.tr.mufg.jp/), use the “log-in ID” and“temporary password” given on the enclosed Voting Right Exercise Form and follow the onscreen instructions to indicate your approval or disapproval of each proposal.
(2) To protect against illegal access by persons other than qualified shareholders (“spoofing”) andthe manipulation of voting details, please be aware that shareholders using the site will be
asked to change their “temporary password”.
(3) Whenever a meeting of shareholders is convened, new “log-in IDs” and “temporary passwords”
will be issued.

Audit Reports

3. Costs Incurred in Accessing the Voting Rights Exercise Web Site
The costs incurred when accessing the Voting Rights Exercise Web Site such as Internet accessfees will be the responsibility of the shareholder. Similarly, fees required to use mobile phones,
such as packet transmission fees, will also be the responsibility of the shareholder.

For inquiries about the system or other matters, contact:
Corporate Agency Division (Help Desk), Mitsubishi UFJ Trust and Banking Corporation
Phone: 0120-173-027 (Toll Free within Japan) (available from 9:00 a.m. to 9:00 p.m.)

8
Procedure for Exercising Voting Rights via the Internet, etc.

Reference Documents for
General Meeting of Shareholders*i-mode, EZweb and Yahoo! are trademarks or registered trademarks of NTT DOCOMO INC., KDDI
CORPORATION and Yahoo! Inc. of U.S., respectively.

Business Report

1. Voting Rights Exercise Web Site
(1) The exercise of voting rights via the Internet is possible only by accessing the Voting Rights
Exercise Web Site (https://evote.tr.mufg.jp/) designated by the Company either from acomputer, a smartphone or a mobile phone (i-mode, EZweb or Yahoo!Keitai).* (However, thisWeb site is not available from 2:00 a.m. to 5:00 a.m. daily.)

Consolidated Financial
Statements

If you are attending the meeting, no procedures to exercise voting rights in writing or via the Internet,
etc., are necessary.

Financial Statements

If you intend to exercise your voting rights via the Internet, etc., please pay attention to the following
notes.

Convocation Notice

Procedure for Exercising Voting Rights via the Internet, etc.

Reference Documents for General Meeting of Shareholders
Proposal 1

Election of Five (5) Directors (Excluding Directors Serving as the Audit andSupervisory Committee Members)

The terms of office of all five (5) Directors (excluding Directors serving as the Audit andSupervisory Committee Members; the same applies hereinafter in this proposal) will expire at
the close of this Annual General Meeting of Shareholders.
Accordingly, we propose the election of five (5) Directors.
The Audit and Supervisory Committee has expressed no opinion on this proposal.
The candidates for Director to be elected are as follows.
Candidate

Name

No.

(Date of birth)

Position and Duties at Asahi
Holdings(Important concurrent assignment)

Attendance at theBoard of Directors
meeting

Chairman & CEO
1

To be

Mitsuharu Terayama

Reelected(March 10, 1940)[Significant concurrent duties]

9 out of 9 meetings

None
Representative Director andPresident
2

To be

Tomoya Higashiura[Significant concurrent duties]

Reelected(January 26, 1961)

Director of Asahi Pretec Corp.

9 out of 9 meetings

Representative Director andPresident of Asahi Americas
Holdings, Inc.
Director[Significant concurrent duties]
3

To be

Yoshikatsu Takeuchi

Director and Chairman of Japan

Reelected(January 1, 1956)

Waste Corporation

9 out of 9 meetings

Director of Asahi Life & HealthCorporation
Director4

To beAmane Kojima

Reelected(April 9, 1968)[Significant concurrent duties]
Corporate Auditor of Asahi Pretec

8 out of 8 meetings

Corp.
Director of Asahi Americas
Holdings, Inc.
-

5

Newly

Hiroyuki Nakanishi[Significant concurrent duties]

Elected(July 5, 1962)

Representative Director andPresident of Asahi Pretec Corp.

9
Reference Documents for General Meeting of Shareholders-

882,345
sharesConvocation Notice
Reference Documents for
General Meeting of Shareholders

April 1964:
Joined KURARAY CO., LTD.
July 1973:
Joined Asahi Pretec Corp.
October 1973: Appointed as Senior Managing
Director of Asahi Pretec Corp.
May 1981:
Appointed as Representative
Director and President of Asahi
Pretec Corp.
April 2009:
Appointed as Representative
Director and President of Asahi
Holdings, Inc.
April 2011:
Appointed as CEO & COO of
Asahi Holdings, Inc.
April 2011:
Appointed as Chairman and
Mitsuharu Terayama
Director of Asahi Pretec Corp.
(March 10, 1940)
June 2012:
Appointed as CEO of Asahi
To be Reelected
Holdings, Inc.
June 2014:
Appointed as President & CEO of
Asahi Holdings, Inc.
April 2018:
Appointed as Chairman & CEO of
Asahi Holdings, Inc. (to present)[Significant concurrent duties]-

Ownershipof Shares

Business Report

Career, Position and Duties at Asahi Holdings

Attendance at the Board of Directors meeting: 9 out of 9 meetings

Audit Reports(Reason for nomination as a candidate)
Mr. Terayama engages in the management of the entire Group as a Representative Director of theCompany and as a Representative Director and Director of the Group companies. The Company
therefore requests his election as a Director of the Company based on its judgment that his
continued tenure of office as a Director is appropriate because his past performance of having
driven the entire Group with strong leadership, as well as his deep insight and abundant experiencein overall management, would contribute to the further functional reinforcement of the Board of
Directors and the corporate governance of the entire Group.

Consolidated Financial
Statements

1

Name(Date of birth)

Financial Statements

CandidateNo.

10Reference Documents for General Meeting of Shareholders

CandidateNo.

2Career, Position and Duties at Asahi Holdings

Ownershipof Shares

April 1984:
Joined NEC Corporation
February 2001: Joined Asahi Pretec Corp.
June 2006:
Appointed as Director andGeneral Manager of
Administration Division of Asahi
Pretec Corp.
April 2009:
Appointed as Director andGeneral Manager of Corporate
Development & Administration
Division of Asahi Holdings, Inc.
June 2010:
Appointed as Director andGeneral Manager of Precious
Metal Recycling Business
Division of Asahi Pretec Corp.
April 2011:
Appointed as Director of Asahi
Holdings, Inc.
June 2014:
Appointed as Representative
Director & President of Asahi
Tomoya HigashiuraPretec Corp.
(January 26, 1961)
April 2017:
Appointed as Representative
To be Reelected
Director and President of Asahi
Americas Holdings, Inc.
(to present)
April 2018:
Appointed as Representative
Director and President of Asahi
Holdings, Inc. (to present)
Director of Asahi Pretec Corp. (toApril 2018:present)[Significant concurrent duties]
Director of Asahi Pretec Corp.
Representative Director and President of Asahi
Americas Holdings, Inc.

10,000sharesName(Date of birth)

Attendance at the Board of Directors meeting: 9 out of 9 meetings(Reason for nomination as a candidate)
Mr. Higashiura engages in the management of the Group as a Representative Director of theCompany and as a Representative Director and Director of the Group companies, having deep
insight and abundant experience in overall management. The Company therefore requests hiselection as a Director of the Company based on its judgment that his continued tenure of office as a
Director is appropriate because his abundant experience in the precious metal business and its
global expansion would contribute to the sustainable enhancement of the corporate value of theGroup.

11
Reference Documents for General Meeting of Shareholders

Reference Documents for
General Meeting of Shareholders

April 1978:
April 1999:
June 2001:

Consolidated Financial
Statements

8,050
sharesFinancial Statements

3

Joined Hyogo Sogo Bank
Joined Asahi Pretec Corp.
Appointed as Director andGeneral Manager of General
Affairs Department of Asahi
Pretec Corp.
April 2004:
Appointed as Director andGeneral Manager ofEnvironmental Business Divisionand concurrently serving as
General Manager of Business
Coordination Division of Asahi
Pretec Corp.
March 2006: Appointed as Director andGeneral Manager ofEnvironmental Recycling
Business Division of Asahi Pretec
Corp.
Yoshikatsu Takeuchi May 2008:
Appointed as Representative(January 1, 1956)
Director and President of JapanTo be Reelected
Waste Corporation
April 2009:
Appointed as Director of Asahi
Holdings, Inc. (to present)
April 2018:
Appointed as Director andChairman of Japan Waste
Corporation (to present)
April 2018:
Appointed as Director of Asahi
Life & Health Corporation (topresent)[Significant concurrent duties]
Director and Chairman of Japan Waste Corporation
Director of Asahi Life & Health Corporation

Ownershipof Shares

Attendance at the Board of Directors meeting: 9 out of 9 meetings(Reason for nomination as a candidate)
Mr. Takeuchi engages in the management of the Group as a Director of the Company and as a
Representative Director and Director of the Group companies, having deep insight and abundant
experience in overall management. The Company therefore requests his election as a Director of theCompany based on its judgment that his continued tenure of office as a Director is appropriate
because his abundant experience in the environmental preservation business and the life & healthbusiness would contribute to the sustainable enhancement of the corporate value of the Group.

12
Reference Documents for General Meeting of Shareholders

Convocation Notice

Career, Position and Duties at Asahi Holdings

Business Report

Name(Date of birth)

Audit Reports

CandidateNo.

Candidate
No.

Name
(Date of birth)

Career, Position and Duties at Asahi Holdings
April 1992:
March 2011:

4
Amane Kojima(April 9, 1968)
To be Reelected

Joined Nissho Iwai Corporation
Joined Asahi Pretec Corp.
Appointed as General Manager of
Accounting Division of Asahi
Pretec Corp.
April 2012:
Appointed as General Manager of
Accounting Division of Asahi
Holdings, Inc.
December 2014:Appointed as Corporate Auditorof Asahi Americas Holdings, Inc.
June 2016:
Appointed as Corporate Auditorof Asahi Pretec Corp. (to present)
June 2017:
Appointed as Director andGeneral Manager of Accounting
Division of Asahi Holdings, Inc.
(to present)
April 2018:
Director of Asahi Americas
Holdings, Inc. (to present)[Significant concurrent duties]
Corporate Auditor of Asahi Pretec Corp.
Director of Asahi Americas Holdings, Inc.

Ownershipof Shares

1,000
sharesAttendance at the Board of Directors meeting: 8 out of 8 meetings(Reason for nomination as a candidate)
Mr. Kojima engages in the management of the Group as a Director of the Company and as a
Director of the Group companies, and oversees administrative departments. As General Manager of
Accounting Division, he is in charge of financial and accounting matters for the entire Group. In
addition, as a certified public accountant in the US, he has extensive expertise and practicalcapabilities. The Company therefore requests his election as a Director of the Company based on its
judgment that he will be able to contribute to the sustainable enhancement of the corporate value of
the Group and is qualified for the position of Director.

13
Reference Documents for General Meeting of Shareholders

Attendance at the Board of Directors meeting: (Reason for nomination as a candidate)
Mr. Nakanishi engages in the management of the Group as a Representative Director and Directorof the Group companies, having deep insight and abundant experience in overall management.
The Company therefore requests his election as a Director of the Company based on its judgmentthat his election as a Director is appropriate because his abundant experience in the precious metalbusiness, the environmental preservation business and the life & health business would contributeto the sustainable enhancement of the corporate value of the Group.
(Note) There are no special interests between each candidate and the Company.

14
Reference Documents for General Meeting of Shareholders

Convocation Notice
Consolidated Financial
Statements

3,500
sharesReference Documents for
General Meeting of Shareholders

April 1986:
June 2000:

5

Joined Asahi Pretec Corp.
Appointed as General Manager ofKofu Sales Office of Asahi Pretec
Corp.
January 2008: Appointed as General Manager of
Human Resources Department,
Administration Division of Asahi
Pretec Corp.
April 2009:
Appointed as General Manager of
Photosensitive Material Business
Department of Asahi Pretec Corp.
April 2013:
Appointed as Director of Japan
Waste Corporation
July 2014:
Appointed as Senior Vice
President of FUJI MEDICALINSTRUMENTS MFG. CO.,Hiroyuki Nakanishi
LTD.
(July 5, 1962)
June 2016:
Appointed as President & CEO of
Newly Elected
FUJI MEDICALINSTRUMENTS MFG. CO.,LTD.
April 2018:
Appointed as Representative
Director and President of Asahi
Pretec Corp. (to present)[Significant concurrent duties]
Representative Director and President of Asahi
Pretec Corp.

Ownershipof Shares

Business Report

Career, Position and Duties at Asahi Holdings

Financial Statements

Name(Date of birth)

Audit Reports

CandidateNo.

Proposal 2

Determination of Amounts and the Content of Performance-Based Stock
Compensation Plan for Directors

1.

Reasons for the Proposal
A performance-based stock compensation plan (hereinafter the “ Compensation Plan”) for
Directors of the Company (excluding Directors serving as the Audit and Supervisory
Committee Members and Outside Directors; the same applies hereinafter in this proposal) wasapproved at the 6th Annual General Meeting of Shareholders held on June 16, 2015 under the
proposal “Determination of Amounts and the Content of the Performance-Based Stock
Compensation Plan for Directors,” and we propose the continuation of the Compensation Plan,
with changes to the maximum amount of funds to be contributed, the maximum number ofshares to be issued, etc. as set forth below.
The purpose of the Compensation Plan is to increase the awareness of Directors of theCompany and Directors of major subsidiaries of the Company (hereinafter “Applicable
Subsidiaries,” and the Company and Applicable Subsidiaries are collectively referred to as“Applicable Companies”) (excluding Directors serving as the Audit and Supervisory
Committee Members and Outside Directors; together with Directors of the Company,
hereinafter referred to as “Eligible Directors”) of contributing to enhancing the Group’sbusiness performance and corporate value.
The number of Directors eligible for the Compensation Plan will be five (5) Directors if
Proposal 1 “Election of Five (5) Directors (Excluding Directors Serving as the Audit andSupervisory Committee Members)” is approved and resolved as originally proposed.

2.

Amounts and the Content of the Remuneration in the Compensation Plan

(1) Details of the Compensation Plan
The Compensation Plan is a stock compensation plan, in which the Company’s shares are
acquired through a trust using an amount of compensation for Eligible Directors contributed byeach Applicable Company as funds, and the Company’s shares are issued to Eligible Directors
in accordance with their positions and the achievement ratio of business performance targets.
(2) Maximum amount of funds to be contributed by each Applicable Company
When continuing the Compensation Plan, Applicable Companies will contribute funds, ofwhich the maximum amount is 300 million yen (including 200 million yen for Directors of theCompany), for compensation for Eligible Directors for the three fiscal years from the fiscal year
ending March 31, 2019 to the fiscal year ending March 31, 2021 (hereinafter the “Applicable
Period”), thereby establishing a trust (hereinafter the “Trust”) of which the covered trust period
is three years, in which Eligible Directors who meet the criteria for beneficiaries shall bebeneficiaries.
(3) Calculation method and upper limit of the Company’s shares to be issued to Eligible Directors
In May of every year during the trust period, in principle, points will be awarded to Eligible
Directors in accordance with their position in the fiscal year ending in March 31 of that year
and the achievement ratio of consolidated operating income in each fiscal year, and shares shallbe issued according to the number of accumulated points on May 31, 2021.

15
Reference Documents for General Meeting of Shareholders

Company’s shares, an adjustment to the number of the Company’s shares per point can be made,in accordance with the split ratio, consolidation ratio, etc.
Furthermore, the upper limit of the total number of points that Eligible Directors may be awarded
per fiscal year shall be 40,000 points (including 27,000 points for Directors of the Company), andthe maximum number of the Company’s shares to be issued to Eligible Directors during theApplicable Period shall be 120,000 shares (including 81,000 shares for Directors of the Company).
● Formula for calculation (number of points per fiscal year)“Base points” as described in 1) below × “performance-based coefficient” as described in2) below1) Base points
The number of base points granted to Eligible Directors during applicable fiscal years is as shown
Number of base points

Director of the Company

3,200

Representative Director of subsidiary

2,400

Director of subsidiary

1,600*Persons concurrently holding multiple positions shall be awarded points based on the higher of
those positions, and points shall not be awarded multiple times.
2) Performance-based coefficient
The performance-based coefficient shall be as follows, in accordance with the achievement ratioof “consolidated operating income” in each fiscal year.
Performance-based coefficient

Financial Statements

Business performance target
achievement ratio
100% or more

1.0

50% or more

0.5

Below 50%0Consolidated Financial
Statements

Position of Eligible Director

Business Report

below.

Convocation Noticeadjustment in the number of points is fair and impartial due to stock splits, mergers, etc. of theReference Documents for
General Meeting of Shareholders

One point will equate to one share of the Company’s shares, and if it is recognized that an

A number of the Company’s shares calculated as described in the above item (3) will be issued by
the Trust in August 2021 to the Eligible Directors who meet the criteria for beneficiaries.
(5) Other details of the Compensation Plan
Other details related to the Compensation Plan shall be determined by the Board of Directors eachtime the Trust is established, the trust agreement is modified, and additional contributions to theTrust are made.

16
Reference Documents for General Meeting of Shareholders

Audit Reports(4) Method and timing of issuance of the Company’s shares to Eligible Directors

Attached documents
Business Report (April 1, 2017 through March 31, 2018)
1. Current Status of the Group(1) Status of business for the fiscal year
1) Circumstances and results of business
During the consolidated fiscal year ended March 31, 2018, moderate recovery continued
in the Japanese economy on the back of resurgence in exports and improvements indomestic demand despite sluggish growth in personal consumption. Meanwhile, prospectsof the overall economy remained opaque due to the appreciation of yen, protectionist
policies of the U.S. and other factors.
Under these conditions, the Asahi Holdings Group (the “Group”)’s results in eachbusiness segment were as follows:
Precious metal business segment
Revenue: 74,593 million yen (up 11.3% YOY)
In the electronics sector, the volume of collection of gold was larger than in the same
period a year earlier. In the dental sector, the volume of collection of gold and palladium
remained about the same as the previous year level. In the jewelry sector, the volume ofcollection of gold and platinum expanded from the same period in the preceding year. In the
catalyst sector, the volume of collection of palladium and platinum grew from the same
period in the previous year. As for gold and silver refining business in North America, thevolume of gold commissioned for refining increased from the same period in the previous
year, while that of silver decreased during the same period. Regarding the average prices ofprecious metals, the average prices of gold and palladium rose from the same period in theprevious year, while those for silver and platinum fell during the same period.
Environmental preservation business segment
Revenue: 16,235 million yen (up 1.8% YOY)
Although the volume of industrial wastes discharged in Japan has been on a downward
trend in general, the group’s sales revenue and operating income exceeded the levels in thesame period in the preceding year. These achievements were materialized throughconscientious efforts to develop new customers and obtain contracts by capitalizing on
collaboration among group companies and extensive networks built by group companies tomeet the needs of waste generating companies for appropriate disposal.
Life & health business segment
Revenue: 25,036 million yen (up 4.5% YOY)
In the health care equipment sectors, sales revenue saw an increase from the same period
in the previous year, thanks to the launching of a new, large-size massage chair and steppedup marketing to promote the mail order sales of massage chairs. Also, businesses involving
fire-fighting equipment and radiant heating and cooling systems continued to grow steadily
against the backdrop of high-level construction demands primarily in the metropolitan area.

17
Status of business for the fiscal year

Operating
Income(Millions of yen)
11,137

Ratio (%)

YOY change(%)

74,593

64.4

11.3

16,235

14.0

1.8

3,504

25,036(66)
115,797

21.6
(0)
100.0

4.5
8.4

1,588
(2,439)13,791

Revenue
Operating Income
ROE

115,797 million yen
13,791 million yen
17.3%

Up 8.4% YOY
Up 576.6% YOY
Up 19.9% YOY2) Capital expenditure
Capital expenditure made in the fiscal year totaled 3,107 million yen. The main expenditure
was an investment in buildings, machinery and equipment.
3) Financing
The company raised funds of 12,872 million yen in the fiscal year by means of disposal oftreasury stock and issuance of new shares by public offering and third-party allotment
related to an offering by way of over-allotment, based on a resolution of the Board of
Directors at a meeting held on November 14, 2017.
4) Assignment, absorption-type split and incorporation-type split of businessNot applicable for the fiscal year5) Acquisition of the business of other companies
Not applicable for the fiscal year6) Succession of rights and obligations pertaining to the business of other corporations,etc., through an absorption-type merger or an absorption-type split
Not applicable for the fiscal year7) Acquisition or disposal of shares or other equity or share options of other companies
Not applicable for the fiscal year

18
Status of business for the fiscal year

Convocation Notice
Reference Documents for
General Meeting of Shareholders

Precious metal business
Environmental
preservation businessLife & health business
Other
Total

Revenue(Millions of yen)

Business Report

Category

Consolidated Financial
Statements<Breakdown of revenue and operating income>Financial Statements

Revenue and operating income were composed of the following:

Audit Reports

As a result of the above, as consolidated results of operations for the fiscal year, werecorded consolidated revenue of 115,797 million yen, operating income of 13,791 million
yen and profit attributable to owners of parent of 9,416 million yen.
Compared with the previous fiscal year, revenue increased by 8,969 million yen,operating income increased by 11,752 million yen and profit attributable to owners ofparent increased by 10,630 million yen.
By segment, revenue in the precious metal business was 74,593 million yen, revenue inthe environmental preservation business was 16,235 million yen and revenue in the life &health business was 25,036 million yen.

(2) Property and profit/loss
6th term
April 1, 2014
through
March 31,
2015

Category

Net sales /Revenue
Operating income
Profit (loss)
attributable toowners of parent
Net income pershare /
Basic earnings(loss) per share
Total assets

7th term

8th term
April 1, 2016
through
March 31,2017

9th term
April 1, 2017
through
March 31,2018
(Current
fiscal year)

IFRS

IFRS

IFRS

April 1, 2015 throughMarch 31, 2016

JapaneseJapanese

GAAP

GAAP

(Millionsof yen)(Millionsof yen)111,417

118,473

119,352

106,828

115,797

10,480

8,705

6,057

2,038

13,791(Millionsof yen)

5,774

5,031

2,867

(1,213)

9,416

(Yen)

176.89153.5487.48(37.24)270.77(Millionsof yen)(Millionsof yen)104,877

103,589

101,599

88,976

131,484

Net assets /50,95851,30048,98844,82764,435
Total equity
Net assets per
share /
Equity(Yen)
1,542.82
1,560.21
1,490.56
1,359.02
1,627.20
attributable toowners of parent
per share
Notes: 1. Beginning with the 8th term, the consolidated financial statements are prepared in compliance with
IFRS. For reference, figures for the 7th term calculated in compliance with IFRS are presented
together with those in compliance with the Japanese GAAP.
2. If the presentation of account names differs between the Japanese GAAP and IFRS, both names arepresented.

19
Property and profit/loss

Asahi Life & HealthCorporation(Note)
Asahi Americas Holdings,
Inc.

100.0%

Precious metal business andenvironmental preservation business100.0%

Environmental preservation business100.0%

Life & health business100.0%

Precious metal business(Note) Asahi Life & Health Corporation was established on April 2, 2018.
3) Specified wholly owned subsidiarya. Name and address of the specified wholly owned subsidiary
Name: Asahi Pretec Corp.
Address: 21 Uozakihamamachi, Higashinada-ku, Kobe-shi
b. Total book value of shares of the specified wholly owned subsidiary held by theCompany and wholly owned subsidiaries at the end of the fiscal year under review:
24,621 million yen
c. Total amount recorded in the assets section of the balance sheet of the Company for the
fiscal year under review:
72,818 million yen(4) Challenges to be addressed
1) Precious metal business segment
As it is the Group’s core business, the Group will take the following measures to expand
earnings in this segment.
○ Improve treatment and refining processes for higher quality, lower cost and higher
efficiency.
○ Create high value-added precious metal products.
○ Promote the business globally and establish our position as the world’s leading brand.
2) Environmental preservation business segment
As a stable growth business of the Group, we will manage the segment’s business with anemphasis on growth and profitability. The Group will take the following measures to increase
earnings in this segment.
○ Enhance our capabilities for recycling and treating waste that is difficult to treat, andestablish a brand that can surpass competitors.
○ Expand our business through appropriate capital investments and strengthen ourrevenue base.
○ Link organically the network of Group companies across the country and expand thescope of our operations.

20
Significant parent company and subsidiaries and Challenges to be addressed

Convocation Notice

Major business

Reference Documents for
General Meeting of Shareholders

Japan Waste Corporation

4,480 million
yen
400 million
yen
10 million
yen
10 million
yen

Our voting
right ratio

Business Report

Asahi Pretec Corp.

CapitalConsolidated Financial
Statements

Company nameFinancial Statements

1) Relationship with parent company
Not applicable2) Significant subsidiaries

Audit Reports(3) Significant parent company and subsidiaries

3) Life & health business segment
In April 2018, we established Asahi Life & Health Corporation to oversee this segment.
With this company at the core, we will achieve synergy effects between subsidiaries in thissegment by improving the efficiency of operations and management in this segment. The
Group will take the following measures to expand earnings in this segment.
○ In order to accurately identify and respond to the needs of consumers, capture customer
needs and incorporate them into products with IT, and establish brand awareness notjust in Japan, but as a global brand.
○ Take advantage of the made-in-Japan brand to accelerate enhance overseas expansion.

The 8th Mid-term Business Plan (the 10th fiscal term to the 12th fiscal term)
Slogan: Building a global company that pursues originality and growth
Consolidated Performance Targets:
10th term,
fiscal year 2018

11th term,
fiscal year 201912th term,
fiscal year 2020

Revenue (million yen)

120,000

130,000

140,000

Operating Income(million yen)

14,00015,00016,000Operating Margin

11.7%

11.5%

11.4%

ROE

14.1%

13.8%

13.5%

<Our vision for 5 years hence (70th anniversary of our founding)>● Precious metal business: Be the number one precious metal refining in the world● Environmental preservation business: Be a leader in the environmental business in Japan● Life & health business: Be the world's number one brand in the healthcare products business
Basic Policy:
1. Building a new business foundation that will support the coming era
2. Improving productivity and work styles utilizing information processing technology
3. Sharing the Asahi Way with all employees group-wide[Basic Policy 1] Building a new business foundation that will support the coming era(1) Five-year vision for each business segment
While our 8th medium-term business plan is for the three-year period from FY2018 to FY2020,
this plan looks five years ahead to our 70th anniversary. The five-year vision for each businesssegment is as follows.
Precious Metals Business Segment: Be the number one precious metal refining in the world
As the core business of the Asahi Group, our vision for this segment is to become morecompetitive in the market by establishing treatment and refining processes with higher quality,
lower costs and greater efficiency. This segment shall also produce and sell precious metal

21
Challenges to be addressedexpanding the domain of their production and sales of precious metals in the global market.
Environmental Preservation Business Segment: Be a leader in the environmental business in JapanAs a steadily growing business in the Asahi Group, this business segment shall strengthen its
intermediary treatment capabilities while remaining focused on profitability. It shall also use its
wide range of recycling and detoxification technologies to achieve more suitable processes, lower
costs and a lower burden on the environment and establish a distinctive presence that balances alarge business scale with quality.
Life & Health Business Segment: Be the world's number one brand in the healthcare products
business
As a new growth business in the Asahi Group, this business segment shall expand its businessthrough product development based on accurate understanding of customers’ needs and thebuilding of a unique business model. It shall also actively expand into the overseas market withproducts such as the massage chairs that are the backbone of its business, with the advanced

Convocation Noticesmelting business that is unlike any other company. They shall establish the Asahi brand by

Reference Documents for
General Meeting of Shareholders

products that provide a high degree of added value, and pursue a unique synergy effect with our

working on the global level that is called for by current changes in the business environment. We
will also carry on Asahi’s tradition as masters of technology, actively investing in new technology
such as AI to create new intellectual property within our organization.
[Basic Policy 2] Improving productivity and work styles utilizing information processing technology
We will carry out surveys and research on the latest technology such as AI, robotics, IoT, financial
technology and image recognition to bring about innovation in our business with a long-term view.
[Basic Policy 3] Sharing the Asahi Way with all employees group-wide
We will amend our Asahi Way based on business expansion and changes in our business domain

Audit Reports

and make all employees in the Asahi Group aware of those new Asahi Way.

Consolidated Financial
Statements

We will actively invest in human capital so that as many employees as possible are capable ofFinancial Statements(2) Augmenting of intangible capitalBusiness Reporttechnology and high quality that comes from Japanese manufacturing.

22
Challenges to be addressed(5) Principal businesses (as of March 31, 2018)
The Group is mainly engaged in the precious metal business, the environmental
preservation business and the life & health business.
1) Precious metal businessWe collect scraps containing precious metals which are yielded from a variety of fields andrecycle them.
○ Collection/reproduction and processing of precious metals (gold, silver, palladium,
platinum, etc.) and other metals and refining of precious metals○ Purchase and sales of precious metals and other metals○ Sales of precious metal products
2) Environmental preservation businessWe detoxify and properly dispose of each type of industrial waste.
○ Collection and transportation of industrial waste○ Intermediate treatment of industrial waste (detoxification, appropriate disposal,
reuse, reduce, and recycle)
3) Life & health businessWe provide equipment and systems for better life and health.
○ Manufacturing and sales of healthcare products (massager, hearing aids, electricaltherapy apparatus for household use, and electrolytic hydrogen water generator)○ Design and construction of radiant air-conditioning system and manufacturing andsale of heating equipment○ Design, construction and maintenance of facilities for fire-prevention, airconditioning and sanitation23
Principal businesses

Convocation Notice
Reference Documents for
General Meeting of Shareholders
Audit Reports

2) Subsidiaries(i) Asahi Pretec Corp.
Main office
21, Uozakihamamachi, Higashinada-ku, Kobe-shi
Head offices
Kobe Head Office: 4-4-17 Kano-cho, Chuo-ku, Kobe-shi
Tokyo Head Office: 1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Research laboratory The Technical Research Center (Kobe-shi)
Business offices
Kitakanto (Kitakatsushika-gun, Saitama Pref.), Nagano (Tomi-shi,
Nagano Pref.), Hanshin (Amagasaki-shi, Hyogo Pref.), Kobe (Kobeshi), Shikoku (Saijo-shi, Ehime Pref.), Kitakyushu (Kitakyushu-shi),
Fukuoka (Koga-shi, Fukuoka Pref.)Sales offices
Sapporo (Kitahiroshima-shi, Hokkaido), Aomori (Aomori-shi),Sendai (Miyagi-gun, Miyagi Pref.), Niigata (Sanjo-shi, Niigata Pref.),
Kitakanto (Kitakatsushika-gun, Saitama Pref.), Kanto (Kawaguchishi, Saitama Pref.), Yokohama (Yokohama-shi), Kofu (Chuo-shi,
Yamanashi Pref.), Shizuoka (Yaizu-shi, Shizuoka Pref.), Nagoya(Komaki-shi, Aichi Pref.), Hokuriku (Toyama-shi), Hanshin(Amagasaki-shi, Hyogo Pref.), Kobe (Kobe-shi), Okayama(Okayama-shi), Hiroshima (Hiroshima-shi), Shikoku (Saijo-shi,Ehime Pref.), Fukuoka (Koga-shi, Fukuoka Pref.), Kagoshima(Kagoshima-shi), Okinawa (Itoman-shi, Okinawa Pref.)PlantsSaitama (Kitakatsushika-gun, Saitama Pref.), Nagano (Tomi-shi,
Nagano Pref.), Amagasaki (Amagasaki-shi, Hyogo Pref.), Kobe
(Kobe-shi), The Technical Research Center (Kobe-shi), Ehime (Saijoshi, Ehime Pref.), Kitakyushu (Kitakyushu-shi), Kitakyushu Hibiki(Kitakyushu-shi), Fukuoka (Koga-shi, Fukuoka Pref.)Overseas subsidiaries Asahi G&S Sdn. Bhd. (Malaysia), Shanghai Asahi Pretec Co., Ltd.
(China), Asahi Pretec Korea Co., Ltd. (Korea), Asahi Pretec Taiwan
Co., Ltd. (Taiwan)

Business Report

4-4-17 Kano-cho, Chuo-ku, Kobe-shi
Kobe Head Office: 4-4-17 Kano-cho, Chuo-ku, Kobe-shi
Tokyo Head Office: 1-7-12 Marunouchi, Chiyoda-ku, Tokyo

Consolidated Financial
Statements

1) The Company
Main office
Head offices

Financial Statements(6) Major sales offices and plants (as of March 31, 2018)24
Major sales offices and plants

(ii) Japan Waste Corporation
Main office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Head office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Business office
Saitama (Kawaguchi-shi, Saitama Pref.), Yokohama (Yokohama-shi),Shonan (Koza-gun, Kanagawa Pref.)PlantsYokohama (Yokohama-shi), Ogimachi Center (Kawasaki-shi),
Samukawa (Koza-gun, Kanagawa Pref.)Subsidiaries in Japan JW Chemitech Co., Ltd. (Kawaguchi-shi, Saitama Pref.),
Taiyo Chemical Co., Ltd. (Kagoshima-shi), Iyotec Co., Ltd. (Akashishi, Hyogo Pref.), Fuji Rozai Co., Ltd. (Ota-ku, Tokyo), JW Glass
Recycling Co., Ltd. (Koto-ku, Tokyo), Ecomax Incorporated (Kozagun, Kanagawa Pref.), and other(iii) Asahi Life & Health Corporation
Main office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Head office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Subsidiaries in Japan INTER CENTRAL, INC. (Takizawa-shi, Iwate Pref.), KOEIKOGYO
CO., LTD. (Yokohama-shi), FUJI MEDICAL INSTRUMENTS
MFG. CO., LTD. (Osaka-shi)(Note) Asahi Life & Health Corporation was established on April 2, 2018.
(iv) Asahi Americas Holdings, Inc.
Main office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Head office
1-7-12 Marunouchi, Chiyoda-ku, Tokyo
Overseas subsidiaries Asahi Refining USA Inc. (the U.S.), Asahi Refining Canada Ltd.
(Canada)25
Major sales offices and plants

(Note) The number of employees refers to the number of workers (excluding the staff seconded
from the Group to companies outside the Group but including staff seconded fromcompanies outside the Group to the Group) and for the number of part-timers and fixedterm employees, annual average number of persons are shown separately in brackets.
2) Employees of the Company
Number of employees

Change from the endof previous fiscal year

Average age

50 (0)–6 (1)

41 years and6 months

Average length ofservice
4 years and2 months(Note) The number of employees refers to the number of workers (excluding the staff seconded
from the Company to companies outside the Company but including staff seconded
from companies outside the Company to the Company) and for the number of parttimers and fixed-term employees, annual average number of persons are shown
separately in brackets.

(8) Major financial institutions with loans to the Company (as of March 31, 2018)
Financial institutions

Loan amountFinancial Statements

Mizuho Bank, Ltd.
21,355 million yen
Syndicated loan
18,600 million yen
Resona Bank, Limited
1,000 million yen
The Minato Bank, Ltd.
100 million yen(Note) The syndicated loan is extended by two banks with MUFG Bank, Ltd. as the lead bank.

Convocation Notice

Change from the end of previous fiscal year
–33 (down 59)

Reference Documents for
General Meeting of Shareholders

Number of employees
1,928 (702)Business Report

1) Employees of the Group

Consolidated Financial
Statements(7) Employees (as of March 31, 2018)(9) Other important matters relating to the current state of the Group

Audit Reports

Not applicable

26
Employees and Major financial institutions with loans to the Company andOther important matters relating to the current state of the Group2. Current state of the Company(1) Shares (as of March 31, 2018)
129,000,000 shares
1) Number of shares authorized:
39,854,344 shares
2) Number of shares issued:
15,3103) Number of shareholders:
4) Major shareholders (top 10 shareholders)Number ofshares held(Thousands ofshares)Percentage ofshares held(%)

Japan Trustee Services Bank, Ltd. (Trust account)

3,122

7.84

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

1,996

5.01

TERA ENTERPRISES Co., Ltd.

1,150

2.89

893

2.24

Mitsuharu Terayama

882

2.22

Masamichi Terayama

802

2.01

Asahi Employee Stock Ownership Plan

712

1.79

K&M Co., Ltd.

700

1.76

Japan Trustee Services Bank, Ltd. (Trust account 5)

640

1.61

BNY GCM CLIENT ACCOUNT JPRD AC ISG (FE-AC)

592

1.49

Shareholders

STATE STREET BANK AND TRUSTCOMPANY 505025(Note) Percentage of shares held is calculated by excluding treasury stock.

(2) Stock options, etc.
Not applicable

27
Shares and Stock options, etc.

Yoshikatsu Takeuchi

Director

Tomoya Higashiura

Director

Kazuo Kawabata

Director

Amane Kojima

Director/Audit and Supervisory
Committee Member
Director/Full-Time Audit andSupervisory Committee Member

Shoji Morii
Yukio Tanabe

Director/Audit and Supervisory
Committee Member

Yuji Kimura

Executive Director and General
Manager of Tokyo Office, Global
Environment Centre Foundation

Director/Audit and Supervisory
Committee Member

Kyoko Kanazawa

Lawyer(Notes)1. According to a resolution at the meeting of the 6th Annual General Meeting of
Shareholders held on June 16, 2015, the Company made a transition to a Board with
Audit and Supervisory Committee as of the same date.
2. Directors/Audit and Supervisory Committee Members Shoji Morii, Yuji Kimura andKyoko Kanazawa are Outside Directors.
3. Director/Full-Time Audit and Supervisory Committee Member Yukio Tanabe has
longtime experience of accounting of the Company and possesses extensive expertise infinance and accounting.
4. The Company has a full-time Audit and Supervisory Committee Member to enhance theeffectiveness of audits including information gathering and strengthen its auditing andsupervisory functions.
5. The Company designated Directors/Audit and Supervisory Committee Members Shoji
Morii, Yuji Kimura and Kyoko Kanazawa as independent board members under theprovisions of the Tokyo Stock Exchange, and filed such status with the exchange.
6. As of April 1, 2018, the position of Director Mitsuharu Terayama changed fromPresident & CEO to Chairman & CEO of the Company.

28
Board members and corporate officers

Convocation Notice

Director

Reference Documents for
General Meeting of Shareholders

Mitsuharu Terayama

Business Report

President & CEO

Responsibility and importantconcurrent assignment
Chairman and Director
Asahi Pretec Corp.
Representative Director andPresident, Japan Waste Corporation
Representative Director andPresident, Asahi Pretec Corp.
Representative Director andPresident, Asahi Americas Holdings,
Inc.
Director, Asahi Americas Holdings,
Inc.
Corporate Auditor, Asahi Pretec
Corp.
Corporate Auditor, Asahi Americas
Holdings, Inc.

Consolidated Financial
Statements

Name

Financial Statements

Position

Audit Reports(3) Board members and corporate officers
1) Directors (as of March 31, 2018)

As of April 1, 2018, Director Tomoya Higashiura was appointed as Representative
Director and President of the Company.
7. As of April 1, 2018, the following changes have been made to the important concurrent
assignment above.
Director Mitsuharu Terayama resigned as Chairman and Director of Asahi Pretec
Corp.
Director Yoshikatsu Takeuchi resigned as Representative Director and President ofJapan Waste Corporation.
Director Yoshikatsu Takeuchi assumed office as Director and Chairman of Japan
Waste Corporation.
Director Tomoya Higashiura resigned as Representative Director and President of
Asahi Pretec Corp.
Director Tomoya Higashiura assumed office as Director of Asahi Pretec Corp.
Director Kazuo Kawabata resigned as Director of Asahi Americas Holdings, Inc.
Director Amane Kojima resigned as Corporate Auditor of Asahi Americas
Holdings, Inc.
Director Amane Kojima assumed office as Director of Asahi Americas Holdings,
Inc.
8. As of April 2, 2018, the following changes have been made to the important concurrent
assignment above.
Director Yoshikatsu Takeuchi assumed office as Director of Asahi Life & HealthCorporation.
2) Directors and Corporate Auditors who resigned during the fiscal year
Director Keitaro Shigemasa resigned as of April 30, 2017.
3) Description of the limited liability contract
The Company and each Director (excluding any Director with executive authority over
operations, etc.) signed a contract that limits the liability for compensation for damage set
forth in Article 423, Paragraph 1 of the Companies Act under provisions set forth Article
427, Paragraph 1 of the same Act.
The limit amount of the liability for compensation for damage under such a contract isdetermined to be the minimum liability amount stipulated in Article 425, Paragraph 1 of
the Companies Act.

29
Board members and corporate officers

6(0)

64 million yen
(0)

6
(5)

31 million yen
(19)

12
(5)

96 million yen(19)

Audit Reports

Financial Statements(Notes) 1. The amount of compensation for Directors not serving as an Audit and Supervisory
Committee Member does not include the employee salaries of Directors who serve
concurrently as employees.
2. At the 6th Annual General Meeting of Shareholders held on June 16, 2015, it was
resolved that the limit of compensation for Directors not serving as Audit andSupervisory Committee Members be up to an annual 200 million yen (notincluding the portion of salary as employees) and that the limit of compensation for
Directors serving as Audit and Supervisory Committee Members be up to anannual 100 million yen.
3. The above amounts of compensation do not include the 4 million yen provision ofreserve for the performance-based stock compensation plan for Directors, which
was approved at the 6th Annual General Meeting of Shareholders held on June 16,
2015, and recorded for the fiscal year under review.

Reference Documents for
General Meeting of Shareholders

Payment amount

Business Report

Directors not serving as an Audit andSupervisory Committee Member(Outside Director)
Directors serving as an Audit andSupervisory Committee Member(Outside Directors)
Total(Outside board members)

Number of persons
subject to payment

Consolidated Financial
Statements

Category

Convocation Notice4) Compensation, etc., for Directors
Total compensation, etc., for the fiscal year

30
Board members and corporate officers

5) Matters related to outside board members(i) Important concurrent assignment at other corporations, etc., and relationship between the
Company and the other corporations, etc.
- Director/Audit and Supervisory Committee Member Yuji Kimura serves as the
Executive Director and General Manager of Tokyo Office, Global Environment
Centre Foundation. There are no special relationships between the Company and thecorporation where he has the concurrent assignment.
(ii) Kinship with a person executing business or an officer not executing business of theCompany or specified related business operators of the Company
Not applicable(iii)Main activities in the fiscal year
Category

Name

Director(Audit andSupervisory
Committee
Member)Shoji Morii

Director(Audit andSupervisory
Committee
Member)Yuji Kimura

Director(Audit andSupervisory
Committee
Member)

Kyoko
Kanazawa

31
Board members and corporate officers

Activities
He attended all the meetings of the Board of Directors
and the Audit and Supervisory Committee held during the
fiscal year. He has expertise and experience related to
management, including finance, and has been submitting
advice / recommendations to ensure the validity andappropriateness of making decisions on deliberations ofagenda and other matters.
He attended all the meetings of the Board of Directors
and the Audit and Supervisory Committee held on andafter his appointment on June 20, 2017. He has
considerable expertise and experience in environmental
preservation, including waste treatment and recycling andhas been submitting advice / recommendations to ensure
the validity and appropriateness of making decisions on
deliberations of agenda and other matters.
She attended all the meetings of the Board of Directors
and the Audit and Supervisory Committee held on andafter her appointment on June 20, 2017. She has been
submitting advice / recommendations to ensure thevalidity and appropriateness of making decisions on
deliberations of agenda and other matters from the highly
professional viewpoint for laws as a lawyer.

57 million yen(Notes) 1. In the agreement between the Company and the Accounting Auditor, the amount ofcompensation, etc., for audit under the Companies Act and the amount ofcompensation, etc., for audit under the Financial Instruments and Exchange Act are
not separated and may not be separated actually. Therefore, the total of thoseamounts is stated for the amount in (i) above.
2. The Audit and Supervisory Committee provided its consent to the amount ofcompensation, etc., for the Accounting Auditor based on its verification asnecessary of its auditing plan, the status of its execution of duties of accounting
audits and the appropriateness of the basis for calculating its estimates.
3) Description of Non-Audit Services
The Company entrusts services concerning the preparation of comfort letters to the
Accounting Auditor, and pays fees in relation to such services.

Convocation Notice
Audit Reports

4) Policy for determining the dismissal or the refusal of reappointment of the Accounting
Auditor
When it is found that the Accounting Auditor falls under the items set forth in any of itemsof Article 340, Paragraph 1 of the Companies Act, the Audit and Supervisory Committee
will dismiss the Accounting Auditor in accordance with the consent of all Audit andSupervisory Committee Members. In this case, the Audit and Supervisory Committee
Member appointed by the Audit and Supervisory Committee will report the fact of thedismissal of the Accounting Auditor and reasons for the dismissal at the General Meeting of
Shareholders convened for the first time after the dismissal.
When it is deemed necessary to change the Accounting Auditor in consideration of thestatus of the execution of its duties, the Company’s auditing system and other factors, theAudit and Supervisory Committee will determine the content of a proposal concerning thedismissal or the refusal of reappointment of the Accounting Auditor to be submitted to a
General Meeting of Shareholders.

Reference Documents for
General Meeting of Shareholders

Amount of compensation, etc.
34 million yen

Business Report(i) Amount to be paid by the Company(ii) Total amount of money to be paid by the Company
and the Company’s subsidiaries and other benefits
on property

Consolidated Financial
Statements

1) Name of Accounting Auditor
Ernst & Young ShinNihon LLC
2) Amount of compensation, etc., for the Accounting Auditor

Financial Statements(4) Accounting Auditor

32
Accounting Auditor

(5) Policy to determine the distribution, etc., of surplus
Dividend policy: The Company will pay out a stable and continuous dividend,maintaining a ratio of 30% or more of consolidated net profit.

We position the return of profits to shareholders as a key issue and make it our basic policy
to pay out stable and continuous dividends maintaining a ratio of 30% or more of
consolidated net profit regardless of short-term fluctuations in our performance.
Furthermore, to commemorate the 15th anniversary of our listing on the First Section of theTokyo Stock Exchange in March 2017, the Company paid a commemorative dividend of 3
yen per share for the year-end dividend for the fiscal year ended March 2018, in addition toan ordinary dividend of 30 yen.
The forecast for the annual dividend for the fiscal year ending March 2019 is 74 yen, an
increase compared to the previous fiscal year.
In addition to the year-end dividend for the fiscal year ending March 2018, the Company
introduced a special benefit plan for shareholders.
 The Introduction of Special Benefit Plan for Shareholders
To express our appreciation for the continued support of our shareholders, the Company has
introduced a special benefit plan for shareholders.
Eligible shareholders can purchase products of the group companies at preferential prices on
the website for shareholders.
Furthermore, the same preferential treatment is extended to all eligible shareholders
regardless of the number of shares held or duration of ownership.
We will enclose information regarding shareholder benefits with the “Notice of Resolution”
to be sent in June.
*Shareholders covered by the plan are those who hold more than one share unit (100 shares)of the Company’s stock as stated or recorded in the Shareholder Registry as of March 31 of
the current year.
 Information on the plan: http://www.asahiholdings.com/ir/stock/benefit/
 Application Period:
July 1, 2018 to December 31, 2018
 Product List:* Prices below include tax. Shipping costs shall be borne by the shareholders.
Product
Complimentary Price
MyHeat Seraphy® MHS-700 (W)26,500 yen
MyHeat Seraphy® MHS-900A (W)29,500 yen
mashua Air Massager FAM-40
21,500 yen
Core Trainer FF-100
26,000 yen
my relax Seat Massager MRL-1100
24,000 yen
TREVI + H2 Electrolytic Hydrogen Water Generator S1 FWH196,000 yen
6000 (W)(Note) The amount and the number of shares stated in this report are rounded down to the nearest unit.
The percentage is rounded to the nearest unit.

33
Policy to determine the distribution, etc., of surplus

ASSETS
88,09624,14036,973
22,466
1,474
660
2,380

Current liabilities
Trade and other payables
Loans payable
Income tax payable
Other financial liabilities
Provisions
Other current liabilities
Non-current liabilities
Loans payableNon-current assets
43,388Property, plant and equipment
32,870
Deferred tax liabilities
Goodwill
8,243
Net defined benefit liability
Intangible assets
740
Other financial liabilities
Deferred tax assets
853
Total liabilities
Net defined benefit asset
124
EQUITY
Equity attributable toFinancial assets
537
owners of parent
Other non-current assets
18
Capital stock
Capital surplus
Treasury stock
Retained earnings
Other components of equity
Total equity
131,484
Total liabilities and equity
Total assets(Note) Amounts less than one million yen are omitted.

Amount45,09914,17922,515
3,012
506
1,484
3,400
21,94918,600
1,440
153
1,754
67,04964,435
7,790
10,381(386)
50,282(3,632)64,435
131,484

Audit Reports

Financial Statements

Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Income tax receivables
Other financial assets
Other current assets

Account
LIABILITIES

Convocation Notice

AmountReference Documents for
General Meeting of Shareholders

Account

Business Report(Millions of yen)

Consolidated Financial
Statements

Consolidated Financial Statements
Consolidated Statement of Financial Position (as of March 31, 2018)34
Consolidated Statement of Financial Position

Consolidated Statement of Income (April 1, 2017 to March 31, 2018)(Millions of yen)Account
Revenue
Cost of sales
Gross profit
Selling, general and administrative expenses
Other operating income
Other operating expenses
Operating income
Finance income
Finance cost
Profit before tax
Income tax expenses
ProfitProfit attributable to:
Owners of parent
Non-controlling interests

35
Consolidated Statement of Income

Amount115,797(87,500)
28,296(14,403)
244
(346)
16
(397)

(14,505)
13,791(380)
13,410(3,956)
9,453
9,416
37

4,4806,126(5,371)42,783(3,618)

(104)

(5)

69

(5)

69

9,416

－

－

3,309

3,282

－

9,416

(0)
1,266

4,985
(1,955)Business Report

(337)

38
42
3,309

4,254

4,984

(1,917)

－

－

7,790

10,381(386)

50,282(3,624)(34)

Audit Reports

Financial Statements

Balance at April 1,
2017
ProfitOther comprehensive
incomeTotal comprehensive
incomeIssuance of newsharesPurchase of treasury
stock
Disposal of treasury
stock
Dividends
Changes in ownershipinterests of owners in
subsidiaries undercontrolChanges due to lossof control ofsubsidiaries
Reclassified fromother components ofequity to retained
earnings
Share-based paymenttransactions
Total transactions withownersBalance at March 31,
2018

Consolidated Financial
Statements

Capitalstock

Reference Documents for
General Meeting of Shareholders(Millions of yen)
Equity attributable to owners of parent
Other components of equity
Translation
CapitalTreasury
Retained
adjustments
Cash flow
surplusstockearnings
of foreign
hedgesoperations

Convocation Notice

Consolidated Statement of Changes in Equity (April 1, 2017 to March 31, 2018)36
Consolidated Statement of Changes in Equity

Equity attributable to owners of parent
Other components of equity
FinancialassetsRemeasuremeasured at
Total
ments offair value
Total
definedthrough otherbenefit planscomprehensive income
Balance at April 1,
2017
ProfitOther comprehensive
incomeTotal comprehensive
incomeIssuance of newsharesPurchase of treasury
stock
Disposal of treasury
stock
Dividends
Changes in ownershipinterests of owners in
subsidiaries undercontrolChanges due to lossof control ofsubsidiaries
Reclassified fromother components ofequity to retained
earnings
Share-based paymenttransactions
Total transactions
with owners
Balance at March 31,
2018

7

－

Noncontrollinginterests

Total(3,716)44,303524

44,827

－

9,416

37

9,453

17

38

119

119

3

122

17

38

119

9,535

41

9,576

－

6,592

6,592

－

(0)

(0)

－

6,252

6,252

－

(1,955)(1,955)

3

(333)

(540)

(874)

－

－

(24)

(24)

(38)

－

－

－

42

42

3

0

(38)

3

(38)

(35)

10,596(565)

10,03027－(3,632)64,435－64,43537
Consolidated Statement of Changes in Equity

10
37
32
18
24
12
12
12
20,317
20,304
13
20,57652,241
7,790
27,663
9,364
18,29917,174
17,174
17,174(386)
52,241
72,818

Convocation Notice

258
100

Reference Documents for
General Meeting of Shareholders

AmountAudit Reports

AmountBusiness Report

Account
ASSETSLIABILITIESCurrent liabilities
Current assets
39,421
Short-term loans payable
Cash and deposits
13,171
Current portion of long-term
Deferred tax assets
36
loans payable
Accounts payable-other
Short-term loans to affiliated41,678
Accrued expenses
companies
Provision for bonuses
Income taxes receivable
1,234
Provision for directors’
Other10
bonuses
Allowance for doubtful
Provision for stocks payment(16,709)
accounts
Provision for management
board incentive plan trust
Non-current assets
33,396
Other
Property, plant and5,844
Non-current liabilities
equipment
Long-term loans payable
Buildings
2,469
Other
Tools, equipment andTotal liabilities
1
fixtures
NET ASSETS
Land
3,373
Shareholders’ equity
Capital stock
Intangible assets
29
Capital surplus
Software29
Capital reserve
Investments and other
Other capital surplus
27,522
assetsRetained earnings
Shares of affiliated
Other retained earnings
27,509companies
Retained earnings
Deferred tax assets
13
carried forward
Treasury stock
Other
0
Total Net Assets
Total Liabilities and Net
Total assets
72,818Assets(Note) Amounts less than one million yen are omitted.
Account

Consolidated Financial
Statements(Millions of yen)

Financial Statements

Financial Statements
Balance Sheet (as of March 31, 2018)

Balance Sheet

38Statement of Income (April 1, 2017 to March 31, 2018)
Account
Operating revenue
Operating expenses
Operating income
Non-operating income
Interest income
Guarantee commission received
Other
Non-operating expenses
Interest expenses
Share issuance cost
Foreign exchange losses
Provision of allowance for doubtful accounts
Ordinary income
Extraordinary loss
Impairment losses
Net profit before income taxes
Income taxes-current
Income taxes-deferred
Net profit(Note) Amounts less than one million yen are omitted.

39
Statement of Income(Millions of yen)Amount
7,903
1,092
6,810
121
123
5
26
48
0
55

27
112
(15)

250

130
6,930
27
6,903
96
6,806

(Millions of yen)

Balance atApril 1, 2017
Changes during
the period
Issuance of
new shares
Dividends
from surplus
Net profit
Purchase oftreasury stock
Disposal oftreasury stock
Total changes
during theperiodBalance at
March 31, 2018

4,480

6,054

3,309

3,309

17,032

12,337

Treasurystock(5,371)

Total
shareholders’equity34,533

6,619(1,969)(1,969)

6,806

6,806

1,266

(0)

(0)

4,985

6,252

3,309

3,309

1,266

4,837

4,984

17,708

7,790

9,364

18,29917,174(386)

52,241

Total net
assetsConsolidated Financial
Statements

34,533

6,619(1,969)
6,806
(0)
6,252

Financial Statements

Balance atApril 1, 2017
Changes during
the period
Issuance of
new shares
Dividends
from surplus
Net profit
Purchase oftreasury stock
Disposal oftreasury stock
Total changes
during theperiodBalance at
March 31, 2018

Reference Documents for
General Meeting of Shareholders

Capitalstock

Business Report

Shareholders’ equity
Capital surplus
Retained earnings
Other retained
earnings
CapitalOther capitalreserve
surplusRetained earnings
carried forward

Convocation NoticeStatement of Changes in Net Assets (April 1, 2017 to March 31, 2018)

17,70852,241

Audit Reports(Note) Amounts less than one million yen are omitted.

40
Statement of Changes in Net Assets

Audit Reports
Transcript of Accounting Auditor’s audit report on consolidated financial statements
Independent Auditor’s Report
May 7, 2018
To the Board of Directors of
Asahi Holdings, Inc.
Ernst & Young ShinNihon LLC
Designated andCertified Public Accountant
Engagement Partner,
Designated andCertified Public Accountant
Engagement Partner,

Mitsuo Cho
Toshinari
TakenoPursuant to Article 444, paragraph 4 of the Companies Act, we have audited the consolidated
financial statements, namely the consolidated statement of financial position, the consolidated
statement of income, and the consolidated statement of changes in equity, and the basis of preparing
consolidated financial statements and other notes of Asahi Holdings, Inc. for the consolidated fiscal
year from April 1, 2017 to March 31, 2018.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of consolidated financial
statements in conformity with the provision of the second sentence of Article 120, Paragraph 1 of theRules of Corporate Accounting, which allows partial omission of the disclosures required by thedesignated international accounting standards. This includes the improvement and application of theinternal control that management deemed necessary to prepare and fairly present consolidated
financial statements that are free from material misstatements caused by fraud or error.
Auditors’ Responsibility
Our responsibility is to express independent opinions on consolidated financial statements based on
our audit. We conducted our audit in accordance with auditing standards generally accepted in Japan.
Those standards require that we draw up a plan and perform the audit pursuant to the plan to obtainreasonable assurance about whether the consolidated financial statements are free from material
misstatements.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosuresin the consolidated financial statements. Audit procedures are selected and applied depending on
auditor judgment on the basis of the assessment of the risks of material misstatements of theconsolidated financial statements arising from fraud or error. The purpose of the audit of theconsolidated financial statements is not to express an opinion on the validity of internal control, but
in assessing the risks, the auditors consider internal control relevant to the preparation and fairpresentation of the consolidated financial statements in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the accounting policies adopted
by management, application methods therefor and estimates made by management, as well as
evaluating the overall financial statement presentation.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.

41
Transcript of Accounting Auditor’s audit report on consolidated financial statements

Convocation Notice
Reference Documents for
General Meeting of Shareholders
Audit Reports

Financial Statements

Consolidated Financial
Statements

Business Report

Audit Opinion
In our opinion, the above consolidated financial statements prepared in conformity with theprovision of the second sentence of Article 120, Paragraph 1 of the Rules of Corporate Accounting,which allows partial omission of the disclosures required by the designated international accounting
standards, present fairly, in all material respects, the assets as well as income and losses in the period
pertaining to consolidated financial statements of the corporate group which consists of Asahi
Holdings, Inc. and its consolidated subsidiaries.
Interests
There are no interests between the Company and us or engagement partners, which should be statedin compliance with the Certified Public Accountants Act.

42
Transcript of Accounting Auditor’s audit report on consolidated financial statements

Transcript of Accounting Auditor’s audit report
Independent Auditor’s Report
May 7, 2018
To the Board of Directors of
Asahi Holdings, Inc.
Ernst & Young ShinNihon LLC
Designated andCertified Public Accountant
Engagement Partner,
Designated andCertified Public Accountant
Engagement Partner,

Mitsuo Cho
Toshinari
TakenoPursuant to Article 436, paragraph 2, item 1 of the Companies Act, we have audited the financial
statements, namely the balance sheet, the statement of income, and the statement of changes in net
assets of Asahi Holdings, Inc. for the 9th fiscal year from April 1, 2017 to March 31, 2018, including
notes to non-consolidated financial statements and supplementary schedules thereto.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of financial statements andsupplementary schedules thereto in conformity with corporate accounting principles generally
accepted in Japan. This includes the improvement and application of the internal control thatmanagement deemed necessary to prepare and fairly present financial statements and supplementaryschedules thereto that are free from material misstatements caused by fraud or error.
Auditors’ Responsibility
Our responsibility is to express independent opinions on financial statements and supplementaryschedules thereto based on our audit. We conducted our audit in accordance with auditing standards
generally accepted in Japan. Those standards require that we draw up a plan and perform the audit
pursuant to the plan to obtain reasonable assurance about whether the financial statements and the
supplementary schedules thereto are free from material misstatements.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosuresin the financial statements and the supplementary schedules thereto. Audit procedures are selected
and applied depending on auditors’ judgment on the basis of the assessment of the risks of material
misstatements of the financial statements and the supplementary schedules thereto arising from fraud
or error. The purpose of the audit of the financial statements and the supplementary schedules thereto
is not to express an opinion on the validity of internal control, but in assessing the risks, the auditors
consider internal control relevant to the preparation and fair presentation of the financial statements
and the supplementary schedules thereto in order to design audit procedures that are appropriate in
the circumstances. An audit also includes evaluating the accounting policies adopted by management,
application methods therefor and estimates made by management, as well as evaluating the overall
financial statement presentation.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.

43
Transcript of Accounting Auditor’s audit reportConvocation Notice
Reference Documents for
General Meeting of Shareholders
Audit Reports

Financial Statements

Consolidated Financial
Statements

Business Report

Audit Opinion
In our opinion, the financial statements and the supplementary schedules thereto referred to theabove present fairly, in all material respects, the assets as well as income and losses in the period
pertaining to such financial statements and the supplementary schedules thereto in conformity withcorporate accounting principles generally accepted in Japan.
Interests
There are no interests between the Company and us or engagement partners, which should be statedin compliance with the Certified Public Accountants Act.

44
Transcript of Accounting Auditor’s audit reportTranscript of Audit and Supervisory Committee’s audit report
Audit Report
The Audit and Supervisory Committee audited the directors’ performance of their duties during the
9th fiscal year (from April 1, 2017 to March 31, 2018), and hereby reports the method and results of
the audit as follows.
1. Method and Content of Audit
The Audit and Supervisory Committee received reports periodically from directors and employees
about the details of Board of Directors’ resolutions concerning the matters set forth in Article 39913, Paragraph 1, Item 1 (b) and (c), of the Companies Act, as well as the establishment andapplication of the internal control systems based on such resolutions, and then requested
explanations as necessary, expressed opinions and conducted audits by the following methods.
1) In conformity with the Audit and Supervisory Committee Auditing Standards established by
the Audit and Supervisory Committee, in accordance with the audit policies and important
audit items, and in cooperation with the internal audit division and internal control division,
each Audit and Supervisory Committee Member attended important meetings, received
reports on the status of performance of duties from the directors and other employees andrequested explanations as necessary, examined important approval/decision documents, andinspected the status of the corporate affairs and assets of the Company. Regarding theCompany’s subsidiaries, the processes of determining the execution of business operations
were investigated by attending important meetings, receiving reports on businesses andrequesting explanations as necessary.
2) Each Audit and Supervisory Committee Member monitored and verified whether the
Accounting Auditor maintained its independence and properly conducted its audit, received areport from the Accounting Auditor on the status of its performance of duties, and requested
explanations as necessary. Each Audit and Supervisory Committee Member was notified by
the Accounting Auditor that it had established a “system to ensure that the performance of
duties of the Accounting Auditor was properly conducted” (the matters listed in the items of
Article 131 of the Rules of Corporate Accounting) in accordance with the “Quality Control
Standards for Audits” (Business Accounting Council on October 28, 2005), and requested
explanations as necessary.
Based on the above-described methods, each Audit and Supervisory Committee Member
examined the business report and the supplementary schedules thereto, the financial statements(balance sheet, statements of income and statements of changes in net assets and notes to nonconsolidated financial statements) and the supplementary schedules thereto, as well as theconsolidated financial statements (consolidated statement of financial position, consolidated
statements of income and consolidated statements of changes in equity and notes to consolidated
financial statements) and the supplementary schedules thereto, for the fiscal year under review.

45
Transcript of Audit and Supervisory Committee’s audit reportAudit and Supervisory Committee, Asahi Holdings, Inc.
Chairman:
Shoji Morii
Full-time Audit and Supervisory Committee Member: Yukio Tanabe
Audit and Supervisory Committee Member:
Yuji Kimura
Audit and Supervisory Committee Member:
Kyoko Kanazawa

Convocation Notice
Reference Documents for
General Meeting of Shareholders
Audit Reports

Financial Statements(Note) Audit and Supervisory Committee Members Shoji Morii, Yuji Kimura and Kyoko Kanazawa
are Outside Directors set forth in Article 2, Item 15 and Article 331, Paragraph 6 of theCompanies Act.

Business Report

May 8, 2018

Consolidated Financial
Statements

2. Results of Audit(1) Results of audit of business report, etc.
(i) We acknowledge that the business report and the supplementary schedules thereto fairly
present the status of the company in conformity with the applicable laws and regulations
and the Articles of Incorporation of the company.
(ii) We acknowledge that no misconduct or material fact constituting a violation of any law or
regulation or the Articles of Incorporation of the company was found with respect to thedirectors’ performance of their duties.
(iii)We acknowledge that the Board of Directors’ resolutions with respect to the internal control
systems are appropriate. We did not find any matter to be mentioned with respect to thedescriptions in the business report and directors’ performance of their duties concerning theinternal control systems.
(2) Results of audit of financial statements and supplementary schedules thereto
We acknowledge that the methods and results of audit performed by the Accounting Auditor,
Ernst & Young ShinNihon LLC, are appropriate.
(3) Results of audit of consolidated financial statements
We acknowledge that the methods and results of audit performed by the Accounting Auditor,
Ernst & Young ShinNihon LLC, are appropriate.

46
Transcript of Audit and Supervisory Committee’s audit reportTOPICS● Determination of the 8th Mid-term Business Plan “SDGs Contribution”
The Group has decided that all Group companies will come together to work toward the “SDGs(Sustainable Development Goals)” adopted by the United Nations in 2015.
The Company’s management philosophy is “doing our part to protect the natural environment andresources,” and since our founding, we have focused on recycling resources and environmental
preservation. If the Life & health business, which recently joined the Group, is included, 13 out of
17 SDGs are directly linked to the Company’s business activities. Accordingly, the growth of theGroup’s businesses itself will contribute to global sustainability. In future, we have decided as acompany to further encourage activities where all employees will contribute to society, both asindividuals and as groups in the workplace.

● The Establishment of Asahi Life & Health Corporation
Asahi Life & Health Corporation was established in April 2018.
Asahi Life & Health Corporation oversees the Company’s life & health business and contributes tosociety by promoting healthy life expectancy.
The life & health business provides equipment and systems, etc. for better life and health, including
massage chairs, hearing aids, radiant air-conditioning systems, etc.
To meet the needs arising from developing health awareness and the aging society in Japan, we shallproactively develop this business, including in global markets, as the third pillar of the Group.

<Group Companies Chart>
Precious metalbusiness(precious metal
recycling business)

Asahi Holdings, Inc.
Environmental
Life & health businesspreservation business

Precious metalbusiness(North America
refining business)

Asahi Pretec Corp.

Japan Waste
Corporation

Asahi Life & HealthCorporation

Asahi Americas
Holdings, Inc.

4 overseas subsidiaries

8 Japan subsidiaries

3 Japan subsidiaries,
1 overseas subsidiary

2 overseas subsidiaries

47
TOPICS● Installation of new incinerators at Taiyo Chemical Co., Ltd.
Taiyo Chemical Co., Ltd. (Kagoshima-shi), a subsidiary in the environmental preservation business,installed new incinerators (with treatment capacity of 90 tons per day) in an industrial zone in the
Rinkai area of Kagoshima-shi.
Taiyo Chemical Co., Ltd. processes and recycles waste, including medical waste from hospitals in
Kagoshima Prefecture, and various types of waste from the IT manufacturing industry andpetrochemical plants located in South Kyushu, etc.
With the construction of the new incinerators, the volume of waste that may be treated in a year has
increased, and the Company will use this to work toward further business growth, while focusing on
responding to increased medical waste caused by an increase in the elderly population, andinitiatives in the business area centered on South Kyushu.

48
TOPICS