Nikkon Holdings Co., Ltd. TSE:9072
NIKKON : Annual Securities Report-84th Period (2024.04.01-2025.03.31)
Source: MarketScreener
Cover page
[Document title] Annual Securities Report
[Clause of stipulation] Article 24, paragraph (1) of the Financial Instruments and Exchange Act
[Place of filing] Director-General, Kanto Local Finance Bureau
[Filing date] June 26, 2025
[Fiscal year] The 84th Fiscal Year (from April 1, 2024 to March 31, 2025)
[Company name] NIKKON Holdings Kabushiki Kaisha
[Company name in English] NIKKON Holdings Co., Ltd.
[Title and name of representative] President and Representative Director, Masakatsu Kuroiwa [Address of registered headquarter] 6-17 Akashi-cho Chuo-ku, Tokyo
[Telephone number] 03-3541-5330 (main phone number)
[Name of contact person] Director and Managing Executive Officer, Yasunori Matsuda
[Nearest place of contact] 6-17 Akashi-cho Chuo-ku, Tokyo
[Telephone number] 03-3541-5330 (main phone number)
[Name of contact person] Director and Managing Executive Officer, Yasunori Matsuda
[Place for public inspection] Tokyo Stock Exchange, Inc.
(2-1 Nihombashi Kabutocho, Chuo-ku, Tokyo)
Part I. Company Information
Overview of Company
Key financial data
Key financial data of group
Fiscal term
80th fiscal year
81st fiscal year
82nd fiscal year
83rd fiscal year
84th fiscal year
Period of account
March 2021
March 2022
March 2023
March 2024
March 2025
Net sales (millions of yen)
182,536
198,159
212,071
222,324
247,890
Ordinary profit (millions of yen)
20,572
21,584
22,108
23,875
23,969
Profit attributable to
(millions of yen)
owners of parent
14,544
14,741
15,913
16,608
16,550
Comprehensive income (millions of yen)
19,667
15,710
18,753
27,315
12,732
Net assets (millions of yen)
208,290
219,035
229,399
246,445
249,679
Total assets (millions of yen)
322,139
339,475
360,748
388,446
428,759
Net assets per share (yen)
1,580.23
1,667.35
1,783.16
1,949.93
1,998.82
Earnings per share (yen)
110.63
112.20
123.31
130.49
133.99
Diluted earnings per share (yen)
110.26
111.91
123.01
130.27
123.25
Equity ratio (%)
64.5
64.4
63.4
63.3
56.4
Return on equity (%)
7.3
6.9
7.1
7.0
6.8
Price-earnings ratio (times)
10.0
9.1
10.0
11.3
20.1
Net cash provided by
(used in) operating (millions of yen) activities
23,229
28,985
32,547
31,107
27,642
Net cash provided by
(used in) investing (millions of yen) activities
(25,402)
(31,567)
(22,548)
(24,340)
(53,978)
Net cash provided by
(used in) financing (millions of yen) activities
1,473
759
(208)
(4,408)
19,076
Cash and cash equivalents
(millions of yen)
at end of period
30,366
29,157
39,460
42,796
35,937
Number of employees
12,212
12,669
12,855
12,802
13,762
(Average number of part-
time employees not (persons)
included in the above
(3,697)
(3,760)
(3,301)
(3,419)
(3,606)
numbers)
(Notes) 1. The Company has conducted a share split with an effective date of October 1, 2024 in the ratio of one share to two shares. Net assets per share, earnings per share, and diluted earnings per share are calculated on the assumption that the said share split was conducted at the beginning of the 80th fiscal year.
The number of employees shows the number of full-time employees.
The "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29, March 31, 2020) has been applied from the beginning of the 81st fiscal year, and the key financial data for the 81st and subsequent fiscal years are data to which such accounting standards were applied.
(2) Key financial data of reporting company
Fiscal term
80th fiscal year
81st fiscal year
82nd fiscal year
83rd fiscal year
84th fiscal year
Period of account
March 2021
March 2022
March 2023
March 2024
March 2025
Operating revenue (millions of yen)
12,197
9,767
10,053
10,863
9,610
Ordinary profit (millions of yen)
10,864
8,843
8,852
9,696
6,605
Profit (millions of yen)
10,693
8,425
8,378
9,159
6,403
Capital stock (millions of yen)
11,316
11,316
11,316
11,316
11,316
Total number of issued (shares) shares
68,239,892
68,239,892
65,739,892
63,239,892
126,479,784
Net assets (millions of yen)
120,947
123,712
124,413
130,254
114,797
Total assets (millions of yen)
209,301
214,252
231,160
247,467
266,548
Net assets per share (yen)
917.55
942.39
967.67
1,031.44
948.38
Dividends per share
33.50
34.50
49.50
52.50
81.00
(Of the above, interim (yen) dividends per share)
(16.50)
(17.00)
(24.00)
(25.00)
(54.00)
Earnings per share (yen)
81.34
64.13
64.92
71.97
51.84
Diluted earnings per share (yen)
81.07
63.96
64.77
71.84
47.67
Equity ratio (%)
57.6
57.6
53.7
52.6
43.0
Return on equity (%)
9.2
6.9
6.8
7.2
5.2
Price-earnings ratio (times)
13.7
15.9
19.1
20.5
51.9
Dividend payout ratio (%)
41.2
53.8
76.2
73.0
104.2
Number of employees
31
32
33
39
42
(Average number of part-
time employees not (persons)
included in the above numbers)
(6)
(7)
(6)
(6)
(5)
Total shareholder return (%)
108.2
103.0
128.0
155.6
275.5
(Comparison index: (%) TOPIX total return index)
(142.1)
(145.0)
(153.4)
(216.8)
(213.4)
Share-price highs (yen)
2,466
2,516
2,647
3,417
2,750
(3,850)
Share-price lows (yen)
1,852
1,959
1,841
2,407
1,850.5
(2,725.5)
(Notes) 1. The Company has conducted a share split with an effective date of October 1, 2024 in the ratio of one share to two shares. Net assets per share, earnings per share, and diluted earnings per share are calculated on the assumption that the said share split was conducted at the beginning of the 80th fiscal year.
The Company has conducted a share split with an effective date of October 1, 2024 in the ratio of one share to two shares. For the dividends per share for the 84th fiscal year, the annual dividend of 81 yen represents the simple sum of 54 yen as the interim dividend before the share split and 27 yen as the year-end dividend after the share split. For the dividends per share for the 84th fiscal year without taking the share split into account, the year-end dividend is 54 yen and the annual dividend is 108 yen.
The number of employees shows the number of full-time employees.
Share-price highs and lows are those recorded on the Prime Market of the Tokyo Stock Exchange on and after April 4, 2022 and on the First Section of the Tokyo Stock Exchange before then.
The Company has conducted a share split with an effective date of October 1, 2024 in the ratio of one share to two shares. For share prices for the 84th fiscal year, share-price highs and lows after the share split are stated, while those before the share split are stated in parenthesis.
The "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29, March 31, 2020) has been applied from the beginning of the 81st fiscal year, and the key financial data for the 81st and subsequent fiscal years are data to which such accounting standards were applied.
History
The Company was founded as NIPPON KONPO UNPAN CO., LTD. on August 27, 1953. On May 25, 1965, the Company was absorbed by TOYO KASEI KOGYO CO., LTD. established on December 7, 1950 (its business operations were suspended in February 1962 and its trade name was changed to NIPPON KONPO UNPAN CO., LTD. in April 1963) through a merger for the purpose of changing its stock face value. On October 1, 1968, the Company changed its trade name to NIPPON KONPO UNYU SOKO CO., LTD. As a result of transitioning to a holdings company structure on October 1, 2015, the Company changed its trade name to NIKKON Holdings Co., Ltd., which has been used until now.
Establishment On August 27, 1953, the Company established its head office at 1-3 Tsukiji, Chuo-ku, Tokyo and was founded for the purpose of operating small land transportation and freight forwarding business, motor trucking business, railway freight forwarding business, consigned freight packaging and packing, sales of packing materials and non-life insurance agency business.
1953 The head office was moved to 2-4, Irifunecho, Chuo-ku, Tokyo.
Upon obtaining a general compact motor transportation business license, the transportation business was commenced.
1955 The head office was moved to 8 Akashi-cho, Chuo-ku, Tokyo (present 6-17 Akashi-cho Chuo-ku, Tokyo due to the new addressing system).
1956 Developed a two-floor vehicle and established the company flag and company emblem.
1959 Acquired ATSUTA KYUHAI CO., LTD. (consolidated subsidiary) in Nagoya-shi, Aichi, and TOYOTA KAMOTSU JIDOSHA UNSO CO., LTD. (consolidated subsidiary) in Yokkaichi-shi, Mie.
1960 ATSUTA KYUHAI CO., LTD. in Nagoya-shi, Aichi changed its trade name to NAGOYA KONPO UNPAN CO., LTD., and TOYOTA KAMOTSU JIDOSHA UNSO CO., LTD. in Yokkaichi-shi, Mie to NIPPON RIKUSO Co.,
Ltd.
1961 The stock was registered over-the-counter in Tokyo.
1964 Received a warehousing business license (present NIPPON KONPO UNYU SOKO CO., LTD., Miyoshi Business Office, consolidated subsidiary).
1965 Absorbed into NIPPON KONPO UNPAN CO., LTD., a company with a same name, through a merger. 1966 Established NIPPON UNYU CO., LTD. (consolidated subsidiary) in Oizumi-machi, Ora-gun, Gunma.
1968 The trade name was changed to NIPPON KONPO UNYU SOKO CO., LTD. (present NIKKON Holdings Co., Ltd.).
1970 Listed on the Second Section of the Tokyo Stock Exchange.
1971 Established AUTO TECHNIC CO., LTD. (consolidated subsidiary) in Asaka-shi, Saitama.
1973 After obtaining a permission for customs clearance services, commenced operations at the Yokohama Business Office.
1974 Established NICHIYU SHOJI CO., LTD. (consolidated subsidiary) in Itabashi-ku, Tokyo.
1977 Acquired AZUMA SOKO CO., LTD. (consolidated subsidiary) in Urawa-shi, Saitama (present Saitama-shi). 1978 Established TECHNIC SERVICE Co., Ltd. (consolidated subsidiary) in Suzuka-shi, Mie.
1981 Acquired NIPPON KONPO UNYU CO., LTD. (present NIKKON LOGISTICS CO., LTD., a consolidated subsidiary) in Tawaramoto-cho, Shiki-gun, Nara.
1982 Established Auto Technic Japan Co., Ltd. (consolidated subsidiary) in Haga-machi, Haga-gun, Tochigi.
Developed a full trailer with three-stage loading.
1988 Established COSMO GIKEN CO., LTD. (present Nikkon Kyusyu Co., Ltd., a consolidated subsidiary) in Kikuyo-machi, Kikuchi-gun, Kumamoto.
1989 Established NK PARTS INDUSTRIES, INC. (consolidated subsidiary) in Sydney, Ohio, U.S.A. Developed Japan's first vehicle telescopic trailer. Developed a two-stage floor lift-up container for JR specifications.
1990 NAGOYA KONPO UNPAN CO., LTD. changed its trade name to MEIKON CO., LTD. Obtained an IATA agency qualification and commenced international air freight agency services.
1993 Established NK Engineering Co., Ltd. (consolidated subsidiary) in Sayama-shi, Saitama.
1994 Established A.N.I. LOGISTICS, LTD. (consolidated subsidiary) in Uthai District, Ayutthaya, Thailand.
Established NANJING NIKKON LOGISTICS CO., LTD. (present NIKKON LOGISTICS CHINA CO., LTD., a
consolidated subsidiary) in Nanjing, Jiangsu Province, China.
1997 Changed the listing to the First Section of the Tokyo Stock Exchange.
2000 Established NK AMERICA, INC. (consolidated subsidiary) in Sydney, Ohio, U.S.A. Yokohama Business Office was established in Daikoku Pier (Tsurumi-ku, Yokohama-shi) as a base in the port area (present NIPPON KONPO UNYU SOKO CO., LTD., Daikoku Business Office, consolidated subsidiary). Obtained a permission for special group cargo motor trucking.
2004 Obtained ISO14001 Certification in Tochigi Business Office (present NIPPON KONPO UNYU SOKO CO., LTD., consolidated subsidiary). Established NKA TRANSPORTATION, INC. (consolidated subsidiary) and NKA LOGISTICS, INC. (consolidated subsidiary) in Sydney, Ohio, U.S.A.
2006 Established NIPPON KONPO VIETNAM CO., LTD. (consolidated subsidiary) in Hanoi, Vietnam. Completed the new headquarters building at 6-17 Akashi-cho Chuo-ku, Tokyo (within the premises of the former headquarters). Acquired Ryoji Unyu Co., Ltd. (consolidated subsidiary) in Itabashi-ku, Tokyo.
2008 Established NKA CUSTOMS SERVICE, INC. (consolidated subsidiary) in Sydney, Ohio, U.S.A.
2010 Acquired CHUETSUTEC Co., Ltd. (consolidated subsidiary) in Koto-ku, Tokyo. As a result of the acquisition of CHUETSUTEC Co., Ltd., Sapporo Shinbun Yuso Co., Ltd., its subsidiary, became a consolidated subsidiary of the Company.
2011 Established A.N.I. TRANSPORT, LTD. (consolidated subsidiary) in Uthai District, Ayutthaya, Thailand. Established NKP MEXICO, S.A. de C.V. (consolidated subsidiary) in El Salto, State of Jalisco, Mexico.
2013 Acquired SHINEI SOKO CO., LTD. in Kaisei-machi, Ashigarakami-gun, Kanagawa (a consolidated subsidiary, merged into present NIPPON KONPO UNYU SOKO CO., LTD. in the same year). Established AUTO TECHNIC AMERICAS, INC. (consolidated subsidiary) in Sydney, Ohio, U.S.A.
2014 Acquired ITO-EXPRESS CO., LTD. (consolidated subsidiary) in Seto-shi, Aichi. Launched the next-generation environmental full-trailer (21 m) truck operations. Established SAYAMA NIKKON CO., LTD. in Hidaka-shi, Saitama, OGAWA NIKKON CO., LTD. in Ogawa-machi, Hiki-gun, Saitama, FUJISAWA NIKKON CO.,LTD. in Fujisawa-shi, Kanagawa, NIIGATA NIKKON CO., LTD. in Niigata-shi, Niigata, MATSUMOTO NIKKON CO., LTD. in Matsumoto-shi, Nagano, SUZUKA NIKKON CO., LTD. in Suzuka-shi, Mie, and GUNMA NIKKON CO., LTD. in Ota-shi, Gunma (all of the above are consolidated subsidiaries).
2015 With the transition to a holding company structure, the Company changed its trade name to NIKKON Holdings Co., Ltd., and transferred most of its business to the newly established NIPPON KONPO UNYU SOKO CO., LTD. (consolidated subsidiary), a spin-off from the Company.
Established SENDAI NIKKON CO., LTD. in Sendai-shi, Miyagi, CHIBA NIKKON CO., LTD. in Funabashi-shi, Chiba, SIAM AUTO TECHNIC CO.,LTD. in Uthai District, Ayutthaya, Thailand, and NIKKON Moving Co., Ltd. and NIKKON Information Systems Co., Ltd. in Chuo-ku, Tokyo (all of the above are consolidated subsidiaries).
2016 Established GINZA Consulting Co., Ltd. and NK International Co., Ltd. in Chuo-ku, Tokyo, NIKKON CHONGQING LOGISTICS CO., LTD. in Chongqing, China, KANAZAWA NIKKON CO., LTD. in Hakusan-
shi, Ishikawa, and NAGOYA NIKKON CO., LTD. in Nagoya-shi, Aichi (all of the above are consolidated subsidiaries).
Higashi Soko Co. Ltd., was merged into NIPPON KONPO UNYU SOKO CO., LTD., which is a consolidated subsidiary.
2017 Acquired BANDO SANGYO CO., LTD. in Koto-ku, Tokyo. Thereafter, it was merged into NIPPON KONPO UNYU SOKO CO., LTD., which is a consolidated subsidiary.
PT NIPPON KONPO INDONESIA in Jakarta, Indonesia, and NIPPON KONPO INDIA PRIVATE LTD. in
Gurugram, Haryana, India were converted to consolidated subsidiaries.
2018 Acquired MATSUHISA UNYU CO., LTD. in Sakahogi-cho, Kamo-gun, Gifu and MATSUHISA SOUGOU CO., LTD. in Minokamo-shi, Gifu (both of the above are consolidated subsidiaries).
2019 Established NK LOGISTICA MEXICO, S. A. de C. V. (consolidated subsidiary) in Apaseo el Grande, Guanajuato, Mexico.
MATSUHISA Unyu Co., Ltd. was merged into MATSUHISA SOUGOU CO.,LTD., which is a consolidated subsidiary.
CHUGOKU BUTSURYU SERVICE CO., LTD. in Setouchi-shi, Okayama and CHUETSU YUSOU Co, Ltd. in Satsumasendai-shi, Kagoshima, which is a subsidiary of CHUETSUTEC Co, Ltd. (consolidated subsidiary), were converted to consolidated subsidiaries.
2021 NICHIYU SHOJI CO., LTD. was merged into AUTO TECHNIC CO., LTD., which is a consolidated subsidiary.
2022 Acquired Yaskawa Transport Co., Ltd. (consolidated subsidiary) in Kitakyushu-shi, Fukuoka. The trade name was changed to NIKKON KITAKYU CO., LTD.
Due to the revision of the market segment of the Tokyo Stock Exchange, the Company transitioned from the First Section of the Tokyo Stock Exchange to the Prime Market of the same Exchange.
2024 Acquired MITSUBA Logistics Co., Ltd. (consolidated subsidiary) in Ota-shi, Gunma. The trade name was changed to NIKKON Ryomo CO., LTD.
Established NK NORTH AMERICA, INC. (consolidated subsidiary) in Wilmington, Delaware, U.S.A. Acquired equity interests in SUPREME AUTO TRANSPORT, LLC. (consolidated subsidiary) in Longmont, Colorado, U.S.A. Accordingly, SUPREME EQUIPMENT COMPANY, LLC., its subsidiary, became a consolidated subsidiary of the Company.
2025 Acquired CHUOH PACK INDUSTRY CO., LTD. (consolidated subsidiary) in Kiyosu-shi, Aichi.
Description of business
The NIKKON Group consists of the Company and its 85 subsidiaries and affiliated companies, and mainly engages in transportation, warehousing, packaging, and testing businesses, and businesses incidental to them.
The Company is a specified listed company stipulated in Article 49, paragraph (2) of the Cabinet Office Order on Restrictions on Securities Transactions. Accordingly, criteria for considering a material fact to be of minor importance with respect to insider trading regulations are decided based on consolidated figures.
The following is a description of the businesses of the NIKKON Group, which is consistent with business segments. Transportation business: engages in the transportation of finished four-wheeled vehicles and motorcycles, automotive parts,
housing equipment, agricultural machinery and others. NIPPON KONPO UNYU SOKO CO., LTD. and other 57 subsidiaries and affiliated companies engage in the warehousing business.
Warehousing business: engages in the storage of finished four-wheeled vehicles and motorcycles, automotive parts, housing equipment, agricultural machinery and others. NIPPON KONPO UNYU SOKO CO., LTD. and other 28 subsidiaries and affiliated companies engage in the warehousing business.
Packaging business: engages in processing for distribution, delivery agency of automotive parts and others, export packing and other operations. The Company and NIPPON KONPO UNYU SOKO CO., LTD. as well as other 36 subsidiaries and affiliated companies engage in other businesses.
Testing business: engages in testing finished four-wheeled vehicles and motorcycles, automotive parts, agricultural machinery and others. Auto Technic Japan Co., Ltd. and four subsidiaries and affiliated companies engage in the testing business.
Other businesses: engage in customs clearance services, repairs and maintenance of vehicles, etc., sales of petroleum products, non-life insurance agency business, sales, leasing and intermediary management of real property, disposal and collection of waste, electric power generation and sales of electricity, and manufacturing and sales of packaging materials. The Company and NIPPON KONPO UNYU SOKO CO., LTD. as well as other 37 subsidiaries and affiliated companies engage in other businesses.
The diagram below illustrates the businesses of the NIKKON Group.
(Note) Companies with no mark: Consolidated subsidiaries
*1. Unconsolidated subsidiaries which are entities accounted for using equity method.
*2. Unconsolidated subsidiaries which are entities not accounted for using equity method.
*3. Affiliated companies accounted for using equity method.
*4. Affiliated companies not accounted for using equity method.
Subsidiaries and other affiliated entities
Name
Address
Paid-in capital or capital contribution
(millions of yen)
Principal business
Ratio of voting rights holding (held) (%)
Relationship
(Consolidated subsidiaries)
* 4, 5, 6
NIPPON KONPO UNYU SOKO CO., LTD.
Chuo-ku, Tokyo
500
Transportation business and others
100
Partial entrustment or acceptance of entrustment of business
Partial lease of land and buildings Two concurrently serving officers Financing and lending of funds
* 5
NIPPON RIKUSO Co., Ltd.
Suzuka-shi, Mie
90
Transportation business and others
100
Financing and lending of funds One concurrently serving officer
* 5
MEIKON CO., LTD.
Komaki-shi, Aichi
48
Transportation business and others
100
Financing and lending of funds
* 5
NIPPON UNYU CO., LTD.
Oizumi-machi, Ora-gun, Gunma
360
Transportation business and others
100
Financing and lending of funds One concurrently serving officer
* 5
AUTO TECHNIC CO., LTD.
Sayama-shi, Saitama
32
Packaging business and others
100
Financing
* 5
Auto Technic Japan Co., Ltd.
Haga-machi, Haga-gun, Tochigi
40
Testing business
100
Partial lease of land and buildings One concurrently serving officer Financing and lending of funds
* 5
NK Engineering Co., Ltd.
Haga-machi, Haga-gun, Tochigi
50
Packaging business and others
100
Partial lease of land and buildings One concurrently serving officer Financing
* 5
Nikkon Kyusyu Co., Ltd.
Otsu-cho, Kikuchi-gun, Kumamoto
10
Transportation business and others
100
Financing
One concurrently serving officer
* 5
NIKKON LOGISTICS CO., LTD.
Osaka-shi, Osaka
10
Transportation business
100
(100)
Financing
* 4
NK PARTS INDUSTRIES, INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars 17,500
Packaging business and others
100
One concurrently serving officer
* 5
TECHNIC SERVICE Co., LTD.
Suzuka-shi, Mie
20
Testing business
100
Financing
* 4
A.N.I. LOGISTICS, LTD.
Uthai District, Ayutthaya, Thailand
Million THB
373
Packaging business and others
99
(50)
One concurrently serving officer
NK AMERICA, INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars 1,000
Other businesses, etc.
100
(80)
One concurrently serving officer
NKA TRANSPORTATION, INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars 200
Transportation business
100
(100)
One concurrently serving officer
NKA LOGISTICS, INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars
5
Transportation business
100
(100)
One concurrently serving officer
NIPPON KONPO (THAILAND) CO., LTD.
Uthai District, Ayutthaya, Thailand
Million THB
344
Packaging business and others
99
(51)
One concurrently serving officer Lending of funds
Name
Address
Paid-in capital or capital
contribution (millions of yen)
Principal business
Ratio of voting rights holding (held) (%)
Relationship
* 5
Ryoji Unyu Co., Ltd.
Kawasaki-shi, Kanagawa
48
Transportation business and others
100
Financing
NKA CUSTOMS SERVICE., INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars
80
Other businesses
100
(100)
One concurrently serving officer
NIKKON LOGISTICS CHINA CO., LTD.
Nanjing, Jiangsu Province, China
Million CNY
58
Other businesses, etc.
100
One concurrently serving officer
NIPPON KONPO VIETNAM CO., LTD.
Hanoi, Vietnam
Million VND
64,338
Transportation business and others
100
-
* 5
CHUETSUTEC Co., Ltd.
Koto-ku, Tokyo
96
Transportation business and others
100
One concurrently serving officer Financing and lending of funds
Sapporo Shinbun Yuso Co., Ltd.
Sapporo-shi, Hokkaido
15
Transportation business
94
(94)
One concurrently serving officer
A.N.I. TRANSPORT, LTD.
Uthai District, Ayutthaya, Thailand
Million THB
1
Transportation business
99
(99)
One concurrently serving officer
* 4
NKP MEXICO, S.A. DE C.V.
Apaseo el Grande, Guanajuato, Mexico
Thousand MXN
249,169
Transportation business and others
100
(67)
Lending of funds
AUTO TECHNIC AMERICAS, INC.
Sydney, Ohio, U.S.A.
Thousand U.S.
dollars 650
Testing business and others
100
(100)
-
* 5
TRANSPORT JAPAN CO., LTD.
Koto-ku, Tokyo
10
Transportation business
100
One concurrently serving officer Financing
* 5
ITO-EXPRESS CO., LTD.
Seto-shi, Aichi
80
Transportation business and others
100
Financing and lending of funds
* 5
SAYAMA NIKKON CO., LTD.
Hidaka-shi, Saitama
10
Transportation business
100
(100)
Financing
* 5
OGAWA NIKKON CO., LTD.
Ogawa-machi, Hiki-gun, Saitama
10
Transportation business
100
(100)
Financing
* 5
FUJISAWA NIKKON CO., LTD.
Fujisawa-shi, Kanagawa
10
Transportation business
100
(100)
Financing
* 5
NIIGATA NIKKON CO., LTD.
Niigata-shi, Niigata
10
Transportation business
100
(100)
Financing
* 5
MATSUMOTO NIKKON CO., LTD.
Matsumoto-shi, Nagano
10
Transportation business
100
(100)
Financing
Name
Address
Paid-in capital or capital contribution
(millions of yen)
Principal business
Ratio of voting rights holding (held) (%)
Relationship
* 5
SUZUKA NIKKON CO., LTD.
Suzuka-shi, Mie
10
Transportation business
100
(100)
Financing
* 5
GUNMA NIKKON CO., LTD.
Ota-shi, Gunma
10
Transportation business
100
(100)
Financing
* 5
SENDAI NIKKON CO., LTD.
Sendai-shi, Miyagi
10
Transportation business
100
(100)
Financing
* 5
CHIBA NIKKON CO., LTD.
Funabashi-shi, Chiba
10
Transportation business
100
(100)
Financing
SIAM AUTO TECHNIC CO., LTD.
Uthai District, Ayutthaya, Thailand
Million THB
30
Testing business and others
99
(99)
One concurrently serving officer
* 5
NIKKON Moving Co., Ltd.
Chuo-ku, Tokyo
85
Packaging business and others
100
Partial lease of buildings Financing
* 5
NIKKON Information Systems Co., Ltd.
Chuo-ku, Tokyo
50
Other businesses
100
Partial lease of buildings Financing
* 5
GINZA Consulting Co., Ltd.
Chuo-ku, Tokyo
30
Other businesses
100
Partial lease of buildings
Two concurrently serving officers Financing
* 5
NK International Co., Ltd.
Chuo-ku, Tokyo
40
Other businesses, etc.
100
Partial lease of buildings
Two concurrently serving officers Financing and lending of funds
NIKKON CHONGQING LOGISTICS CO., LTD.
Chongqing, China
Million CNY
53
Transportation business and others
100
(49)
One concurrently serving officer
* 5
KANAZAWA NIKKON CO., LTD.
Hakusan-shi, Ishikawa
10
Transportation business
100
(100)
Financing
* 5
NAGOYA NIKKON CO., LTD.
Nagoya-shi, Aichi
10
Transportation business
100
(100)
Financing
* 4
PT NIPPON KONPO INDONESIA
Jakarta, Indonesia
Thousand U.S.
dollars 22,900
Transportation business and others
95
[5]
One concurrently serving officer Lending of funds
NIPPON KONPO INDIA PRIVATE LIMITED
Gurugram, Haryana, India
Thousand INR
440,000
Transportation business and others
100
(2)
Lending of funds
* 5
MATSUHISA SOUGOU CO., LTD.
Minokamo-shi, Gifu
10
Transportation business and others
100
Financing
Name
Address
Paid-in capital or capital contribution
(millions of yen)
Principal business
Ratio of voting rights holding (held) (%)
Relationship
NK LOGISTICA MEXICO, S.A. DE C.V.
Apaseo el Grande, Guanajuato, Mexico
Thousand MXN
50
Transportation business
- [100]
-
* 5
CHUGOKU BUTSURYU SERVICE CO., LTD.
Setouchi-shi, Okayama
20
Transportation business and others
100
One concurrently serving officer Partial lease of land and buildings Financing
CHUETSU YUSOU Co, Ltd.
Satsumasendai-shi, Kagoshima
16
Transportation business and others
99
(99)
-
NIKKON KITAKYU CO., LTD.
Kitakyushu-shi, Fukuoka
30
Transportation business and others
86
One concurrently serving officer
NIKKON Ryomo CO., LTD.
Ota-shi, Gunma
70
Transportation business and others
100
-
NK NORTH AMERICA, INC.
Wilmington, Delaware, U.S.A.
Thousand U.S.
dollars
1
Other businesses
100
-
SUPREME AUTO TRANSPORT, LLC.
Longmont, Colorado, U.S.A.
Thousand U.S.
dollars
0
Transportation business
75
(75)
-
SUPREME EQUIPMENT COMPANY, LLC.
Longmont, Colorado, U.S.A.
Thousand U.S.
dollars
-
Other businesses
75
(75)
-
CHUOH PACK INDUSTRY CO., LTD.
Kiyosu-shi, Aichi
1,077
Other businesses
71
-
CHUOH KOSAN CO., LTD.
Kiyosu-shi, Aichi
30
Other businesses
71
(71)
-
CHUOH CONTAINER Co., Ltd.
Kiyosu-shi, Aichi
20
Other businesses
71
(71)
-
CHUOH PACK (MALAYSIA) SDN. BHD.
Selangor, Malaysia
Thousand MYR
2,500
Other businesses
71
(71)
-
(Affiliated companies accounted for using equity method)
FUTIAN NIKKON LOGISTICS (GUANGZHOU) CO., LTD.
Guangzhou, Guangdong Province, China
Million CNY
228
Transportation business and others
30
One concurrently serving officer
Nippon Transportation Co., Ltd.
Ota-shi, Gunma
50
Transportation business
34
-
MC PACK (MALAYSIA) SDN. BHD.
Selangor, Malaysia
Thousand MYR
2,400
Other businesses
24
(24)
-
(Notes) 1. Names of business described under "Principal business" are the same as those stated in the segment information.
None of the above companies file Securities Registration Statements or Securities Reports.
Figures in parentheses ( ) in the percentage of voting rights column indicate shares attributable to indirect ownership, which are included in our voting rights holding, and figures in square brackets [ ] indicate the percentage of ownership of
persons who have a close relationship or persons who have given their consent, which are not included in our voting rights holding.
*4. It means a specified subsidiary.
*5. In order to provide financing, a cash management system (CMS) has been introduced with the Company.
*6. Net sales of NIPPON KONPO UNYU SOKO CO., LTD. (excluding intercompany net sales among consolidated subsidiaries) accounted for more than 10% of the total consolidated net sales.
Key profit/loss information: (1) Net sales 108,492 million yen
Ordinary profit 9,132 million yen
Profit 6,241 million yen
Net assets 122,666 million yen
Total assets 183,622 million yen
Employees
Information about group
As of March 31, 2025
Name of business segment
Number of employees (persons)
Transportation business
3,898
(993)
Warehousing business
1,508
(430)
Packaging business
5,197
(1,911)
Testing business
1,968
(74)
Other businesses
383
(81)
Company-wide (shared)
808
(117)
Total
13,762
(3,606)
(Notes) 1. The number of employees shows the number of full-time employees.
The figures in parenthesis indicate the average number of temporary employees per year.
The number of employees in the company-wide (shared) section is the number of employees of the administration department.
Information about Reporting Company
As of March 31, 2025
Number of employees (persons)
Average age (years old)
Average length of service (years)
Average annual salary (Thousands of yen)
42 (5)
41.7
13.0
6,180
(Notes) 1. Number of employees shows the number of full-time employees including employees loaned from another company to the Company.
Average annual salary includes bonuses and any non-standard wages.
The figures in parenthesis indicate the average number of temporary employees per year.
The reporting company's employees belong to the packaging business, other business segments and the administration department.
Labor unions
The Company's employees mainly consist of employees loaned from NIPPON KONPO UNYU SOKO CO., LTD., and no labor union has been formed.
Among the consolidated subsidiaries, NIPPON KONPO UNYU SOKO CO., LTD. formed the Nippon Konpo Unyu Soko Labor Union as a single company in June 1960, and the union is a member of the Japan Federation of Transport Workers' Union. As of March 31, 2025, 12 of the consolidated subsidiaries are also members of the Nippon Konpo Unyu Soko Labor Union, which has 3,063 members. At Auto Technic Japan Co., Ltd., the Auto Technic Japan Labor Union has been formed, which has been a member of All Honda Workers Union and has 1,800 members as of March 31, 2025. At Ryoji Unyu Co., Ltd., the Ryoji Unyu Labor Union has been formed, which has been a member of Federation of Mitsubishi Motors Workersʼ Unions and has 82 members as of March 31, 2025. At NIKKON KITAKYU CO., LTD., the NIKKON KITAKYU Labor Union has been formed. It belongs to a council of workers' unions related to YASKAWA Electric Corporation and has 52 members as of March 31, 2025. The Chuetsutec Unso Labor Union has been formed at CHUETSUTEC Co., Ltd., and Ito-Express Labor Union has been formed at ITO-EXPRESS CO., LTD., both of which have been members of the All Japan Federation of Transport Workers' Unions. As of March 31, 2025, these unions have 63 and 139 members, respectively. Moreover, the four companies, NIPPON RIKUSO Co., Ltd., MEIKON CO., LTD., NIPPON UNYU CO., LTD., and CHUETSU YUSOU Co, Ltd. have formed independent labor unions as a single company respectively. The numbers of members as of March 31, 2025 are as follows: the Nippon Rikuso Labor Union has 416 members, the Meikon Labor Union has 150 members, the Nippon Unyu Labor Union has 417 members, and the Chuestsuyusou Labor Union has 13 members. All of the above companies and unions have continued to have a sound path of solidarity with labor and management, and the relationship between labor and management is stable.
There are no other special issues to report.
Proportion of female workers in managerial posts, percentage of male workers who took parental leave, and wage difference between male workers and female workers
Reporting company
The reporting company is not subject to the provisions set forth in the Act on the Promotion of Women's Active Engagement in Professional Life (Act No. 64 of 2015) and the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Act No. 76 of 1991); therefore, the information is not provided.
Consolidated subsidiaries
Fiscal year ended March 31, 2025
Supplemental remarks
Name
Proportion of female workers in managerial posts (%) (Note) 1
Percentage of male workers who took childcare leave (%) (Note) 2
Wage difference between male and female workers (%) (Note) 3
All workers
Regular employees
Part-time and fixed-term employees
NIPPON KONPO UNYU
SOKO CO., LTD.
2.6
26.5
63.3
66.2
67.1
-
NIPPON RIKUSO Co.,
Ltd.
5.7
20.0
69.7
67.4
77.0
NIPPON UNYU CO.,
LTD.
14.3
14.3
74.5
72.0
76.3
Auto Technic Japan Co.,
Ltd.
1.0
90.0
71.4
75.4
54.6
CHUETSUTEC Co., Ltd.
0.0
-
88.0
74.8
75.7
ITO-EXPRESS CO., LTD.
6.9
100.0
66.0
69.9
92.0
MEIKON CO., LTD.
0.0
100.0
53.1
73.2
47.6
AUTO TECHNIC CO.,
LTD.
0.0
100.0
79.6
84.6
67.7
Nikkon Kyusyu Co., Ltd.
0.0
-
48.2
60.2
43.1
TECHNIC SERVICE Co.,
LTD.
0.0
100.0
53.3
60.5
60.6
Ryoji Unyu Co., Ltd.
0.0
-
78.1
71.4
51.5
NIKKON Ryomo CO.,
LTD.
12.0
100.0
76.4
82.3
84.8
(Notes) 1. The column shows figures calculated in accordance with the provisions of the Act on the Promotion of Women's Active Engagement in Professional Life (Act No. 64 of 2015).
The column shows the percentages of male workers who took childcare leave calculated in accordance with Article 71-6, item (i), of the Ordinance for Enforcement of the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Ordinance of the Ministry of Labor No. 25 of 1991), based on the provisions of the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Act No. 76 of 1991).
The wage difference between male and female workers is indicated by the percentage of the wage level of female workers to the wage level of male workers. It should be noted that, as there are no differences in wages for equal work, the differences are due to different gender compositions of the respective job types.
The figure is not provided because this company does not disclose the information stipulated in the provisions of the Act on the Promotion of Women's Active Engagement in Professional Life (Act No. 64 of 2015).
The consolidated subsidiaries other than the above subsidiaries are not subject to the disclosure obligation under the provisions set forth in the Act on the Promotion of Women's Active Engagement in Professional Life (Act No. 64 of 2015) and the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Act No. 76 of 1991); therefore, the information is not provided.
Domestic consolidated companies
Fiscal year ended March 31, 2025
Supplemental remarks
Proportion of female workers in managerial posts (%)
(Note) 1
Percentage of male workers who took childcare leave (%)
(Note) 2
Wage difference between male and female workers (%) (Note) 3
All workers
Regular employees
Non-regular employees
3.3
63.7
63.3
61.8
81.4
-
(Notes) 1. The column shows figures calculated in accordance with the provisions of the Act on the Promotion of Women's Active Engagement in Professional Life (Act No. 64 of 2015). The metrics for the Group companies inside and outside Japan is 10.0%.
The column shows the percentages of male workers who took childcare leave calculated in accordance with Article 71-6, item (i), of the Ordinance for Enforcement of the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Ordinance of the Ministry of Labor No. 25 of 1991), based on the provisions of the Act on Childcare Leave, Caregiver Leave, and Other Measures for the Welfare of Workers Caring for Children or Other Family Members (Act No. 76 of 1991).
With regard to the wage difference between male and female workers, one of the factors for the average wage of female workers being lower than that of male workers is that the number of female workers is relatively small in the whole workforce. This influences the calculation because it reflects differences between male and female workers in compositions on respective job types, employment forms, labor hours and lengths of service. The average age of employees of the NIKKON Holdings Group in Japan are 42.3 years old for males and 36.0 years old for females, and the average lengths of service is 13.1 years for males and 8.5 years for females. In addition, the proportion of females in driving jobs, the wages for which are relatively high, is 3.4%, and the proportion of females in managerial posts is 3.3%. This is one of the factors behind the wage difference. Going forward, the Group will promote the hiring of females and increase the ratio of female workers to our workforce from a long-term view. We will also create a work environment where everyone has opportunities for growth while balancing work and individual life events.
Overview of Business
Management policy, business environment, issues to address, etc.
The NIKKON Group's basic philosophy is "to contribute to the prosperity of our customers, shareholders, employees, and society by leading the way in creating joy, value, and an environment that can be shared through business logistics based on a global perspective." Based on this philosophy, and through sound business activities, we will fulfill our corporate responsibility to our customers, shareholders and local communities and contribute to the development of the nation and local communities. During the fiscal year ended March 31, 2025, the Japanese economy showed signs of improvement on the back of strong inbound demand and relatively favorable corporate business sentiment. On the other hand, the outlook remains uncertain due to deteriorating business sentiment in China and sluggish personal consumption in Japan. In the logistics industry, the severe
business situation has continued due to the effects of labor shortage and increasing costs in personnel and energy expenses. The NIKKON Group has promoted its three-year management plan, the 13th Medium-term Business Plan, since April 2023,
and the fiscal year ended March 31, 2025 was the second year of the plan. In addition to strengthening our existing businesses, we completed warehouses in Kanegasaki-cho, Iwate, Tokai-shi, Aichi, Ota-shi, Gunma, Utsunomiya-shi, Tochigi, and Indonesia, and conducted M&As of MITSUBA Logistics Co., Ltd. (whose trade name was changed to NIKKON Ryomo Co., Ltd.) in April 2024, Supreme Auto Transport, LLC. in May 2024 and CHUOH PACK INDUSTRY CO., LTD. in March 2025. We are making steady progress toward achieving the plan by the fiscal year ending March 31, 2026, the final year of the plan. We position net sales, operating profit and ratio of operating profit to net sales as objective indicators of the progress in achieving management goals of the Group.
The shrinking workforce in Japan calls for social solution regarding diverse work styles. Under its unique strategy of "self-sufficiency and managing our hand," the NIKKON Group will address all kinds of problems by utilizing its own facilities and drivers, which allows for flexible operations regardless of the time of day, conducting transit operations for long-distance transportation, and taking measures aimed at reducing the time required for loading and unloading and waiting for cargo, while enhancing efficiency and advancing labor-saving efforts through the utilization of in-house system development capabilities.
With regard to ESG management, along with active female engagement, reduction of CO2 emissions and total abolition of mercury lamps, we will also strive to enhance the corporate value of the entire Group by putting emphasis on work-life balance and improving productivity through the practice of human capital management.
The forward-looking statements contained in this document are based on judgments of the NIKKON Group that were made as of the end of the fiscal year ended March 31, 2025.
Perspectives and efforts toward sustainability
The Group's perspectives and efforts toward sustainability are as follows.
The forward-looking statements contained in this document are based on judgments of the NIKKON Group that were made as of the end of the fiscal year ended March 31, 2025.
Basic perspectives toward sustainability
The NIKKON Group strives to help establish a sustainable society and improve our corporate value through the creation of new services through its logistics business based on its Group Basic Philosophy and Group Conduct Guidelines.
Governance
Believing that the creation of a sustainable society is our number-one priority, the Group has constructed a governance system where Directors directly supervise ESG activities to address a range of social issues including global environmental problems caused by climate change, with a view to promoting and strengthening initiatives toward sustainability management.
Specifically, the Group has established the Sustainability Committee, chaired by an Outside Director, as an advisory body to the Board of Directors, and the Committee functions as an organization under the direct control of the Board of Directors to supervise and provide guidance on the implementation status of overall ESG-related matters. The Committee meets once every quarter and reports on matters related to sustainability including climate-related issues to the Board of Directors, conducts multifaceted discussions in meetings attended by Directors about highly important topics, and works on speedy policy establishment and even more highly effective activities under the directions of the Board of Directors.
Separately, the ESG Promotion Office serving to promote practical ESG activities seeks to collaborate with each department and Group company. It discusses and drafts sustainability strategies including measures against climate change, and proposes such strategies to the Sustainability Committee. It also identifies themes that should be practiced through corporate activities as well as important issues, and promotes specific efforts to address climate change and promote diversity.
NIKKON Holdings Co., Ltd.
Provide guidance and supervise
[Execution of operations]
General Affairs Department/ESG Promotion Office
ESG Working Group
Nikkon Group's organizational framework for sustainability
Sustainability Committee
Board of Directors
Other Group companies outside Japan
Other Group companies in Japan
NK PARTS INDUSTRIES, INC.
NIPPON UNYU CO., LTD.
ITO-EXPRESS CO., LTD.
MEIKON CO., LTD.
CHUETSUTEC Co., Ltd.
NIPPON RIKUSO Co., Ltd.
Auto Technic Japan Co., Ltd.
NIPPON KONPO UNYU SOKO CO., LTD.
Strategies
We will continue to conduct sustainability management through various initiatives based on our Sustainability Policy, which was decided by the Board of Directors following discussions at the Sustainability Committee, in order to resolve the material issues that we have set as our priority issues to be addressed.
The Group have identified risks and opportunities brought about by climate change and is promoting efforts that can be made to reduce risks or seize opportunities.
Category
Subcategory
Risks/ opportunities
identified
Degree of
impact
Time horizon
Impacts
Response measures
Transition risks
Policy and legal
Shift to low-carbon vehicles
Large
Medium-term
Increased purchase costs due to replacement of low-carbon vehicles such as EVs and FCVs
Promoting highly efficient transportation methods, such as joint transportation and full trailer transport
Policy and legal
Introduction of a carbon tax
Large
Medium-term
Increased payment costs resulting from the introduction of a carbon tax on GHG emissions
Technology
Delays in automakers' development of low-carbon
heavy-duty vehicles
Large
Medium-term
A delay in our emissions reduction plan due to the slow adoption of low-carbon heavy-duty vehicles
Collecting information about automakers' development progress
Market
Changes in customer needs
Large
Medium-term
Loss of business and
reduced sales due to increased awareness of environmental conservation among
customers
Reputation
Impact on funding and share price
Medium
Medium-term
Difficulty in procuring funds from financial institutions and a decline of the share price due to the loss of investors resulting from the evaluation that our initiatives to reduce GHG
emissions are insufficient
Physical risks
Acute
Occurrence of a natural disaster
Medium
Longterm
Increased repair and compensation costs due to damage to warehouses, other facilities, and consigned cargo from more frequent wind and flood damage caused by rising temperatures.
Suspension of logistics services
Chronic
Temperature rise
Medium
Longterm
Lower productivity due to
a deteriorating work environment caused by rising temperatures.
Increased air conditioning costs
Improving efficiency and saving labor through DX promotion
Implementing a modal shift
Replacing with low-emission vehicles
Switching to renewable energy
Visualizing GHG emissions
Reducing GHG emissions as planned
Improving information disclosure
Reducing GHG emissions as planned
Decentralizing bases
Promoting BCP measures
Category
Subcategory
Risks/
opportunities identified
Degree
of impact
Time horizon
Impacts
Response measures
Opportunities
Resources and efficiency
Reduced fuel costs through improved vehicle fuel efficiency
Large
Medium-term
Reduced fuel costs through the introduction of fuel-efficient vehicles such as EVs and FCVs
Market
Introduction of new environment-friendly services
Medium
Medium-term
Creation of new business opportunities by developing and providing environment-friendly
services
Shifting to transportation modes with lower environmental impact
Market
Expansion of transactions through new business development opportunities in
EV and FCV
Medium
Medium-term
Increased sales by developing new markets for EV and FCV-related businesses
Market
Increased demand for temperature control
Medium
Medium-term
Creation of new business opportunities by developing and providing constant temperature
management services
Replacing with low-emission vehicles
Handling EV-related parts on consignment
Storing and transporting other environment-conscious products on consignment
Identifying market needs
Installing facilities such as temperature-controlled warehouses
In the 13th Medium-term Business Plan for three years, which started from April 1, 2023, the NIKKON Group has set forth its management policy: "to conduct business activities that can contribute to creation and sustainable development of an affluent society where people truly feel happy." Under this policy, the Group will reduce risks and gain opportunities in response to various social problems including global environmental problems, thus proactively making efforts to increase its corporate value through ESG-based management.
Furthermore, the NIKKON Group is advancing efforts to accomplish the policy regarding human resource development including ensuring its diversity, and the policy regarding the enhancement of corporate environments. The central axis of these policies is at "constructing next-generation logistics."
In December 2022, the Group established "HR (Human Resource) Supervisory Department" directly under the President of the Company, thus setting up a structure that enables us to carry out human capital management that pertains to the entire Group.
The logistics industry is facing the "2024 problem," and now is the time for the industry to transform from conventional logistics to new logistics. The industry needs to thus transform without delay. Among others, it is essential to inject high-level logistics human resources into the industry.
Against this backdrop, the NIKKON Group has set forth policies regarding human resource development, including ensuring its diversity, and regarding the enhancement of corporate environments as follows.
Safety first
Logistics is an indispensable function that supports all the basic needs for human living: food, shelter and clothing. Accordingly, our mission is to stably provide sustainable services. Under this social mission, safety-related requirements, which form the foundation that supports logistic services, are the most important subject to address. All the Group companies are thus striving for safety with the safety-first principle.
Constructing next-generation logistics
The Company focuses its efforts on developing next-generation logistics so that the importance of logistics may be handed down to younger generations. Since 2021, the Company has been endowing lectures on logistics management at Hitotsubashi University. In addition to the university, we launched endowed programs at King Mongkut's Institute of Technology as part of a project by the Association for Overseas Technical Cooperation and Sustainable Partnerships in February 2025. We have students visit our offices as well as take lectures, thus helping develop the next generation of human resources who will lead the development of the logistics industry in the future. In addition, the Company loans employees to outside logistics research institutions for research on the latest development of logistics.
Reinforcement of efforts for employees' sustainable growth
The NIKKON Group is working to construct measures and environments whereby every employee can utilize programs that enable them to balance their work and individual life events and can develop his or her capabilities by equally receiving education, training, and feedback. We will bring in diverse human resources regardless of age and nationality, develop environments by promoting the acquisition of qualifications under the systems of various countries, and specifically plan to institute a sustainable human resource development system from medium- to long-term perspectives.
The Company recognizes the following five critical challenges. Specific actions to be taken to address these challenges are also given below.
Constructing next-generation logistics
Newly establishing a research and development department that develops new services
Making joint efforts with research institutions and universities to participate in new technology development and adopt new technologies
Developing next-generation human resources and succession planning
Endowing lectures at Hitotsubashi University to help develop the next generation of human resources who will lead the development of the logistics industry in the future
Running Nikkon Business School aimed at developing employees into management and high-ranking positions
Planning and considering a system for training employees who are candidates for the next generation of executive employees for overseas business companies at Japanese group companies
Running a trainee program for relatively young and mid-career employees of the NIKKON Group around the globe as OJT training at Group companies
Promoting diversification of human resources
Actively recruiting high-level logistics human resources and global human resources
Expanding acceptance of foreign technical intern trainees
Expanding employment of people with disabilities
Actively recruiting female employees
Developing environments to secure human resources
Planning and considering the adoption of the White-Collar Exemption System
Promoting obtainment of certifications under national certification programs, such as Employee-Friendly Workplace Certification, the Certified Health & Productivity Management Outstanding Organizations Recognition Program and Eruboshi Certification System as well as action according to the White Logistics campaign
Expanding and developing human resources
Enhancing human resource training and development systems at Group companies inside and outside Japan to solidify the human resource base
Making talent management and upskilling plans more transparent to enhance employee engagement
Risk management
Process for identifying and assessing climate-related risks
The Sustainability Committee as a supervisory body requests the ESG Promotion Office, an organization to actually carry out ESG activities, to identify and assess climate-related risks and opportunities and receives reports from the ESG Promotion Office. The ESG Promotion Office identifies and assesses climate-related risks and opportunities by holding a series of discussions with ESG Working Group, which has been formed jointly with eight core subsidiaries. The discussions are made to enumerate social challenges, identify how they relate to the Group's business activities, as well as what stakeholders anticipate, and determine the priority.
Process for managing climate-related risks
The ESG Promotion Office is responsible for planning strategies for the entire Group related to ESG including climate change risks. It disseminates the strategies to the entire Group companies, promote them and reports the progresses of such actions to the Sustainability Committee. The Sustainability Committee convenes regularly once a quarter in principle, and on an ad hoc basis as necessary. It submits reports and proposals to the Board of Directors and provides guidance to individual divisions.
Metrics and targets
The NIKKON Group has set reduction targets for greenhouse gas (Scope 1 and Scope 2) emissions and mercury lamps, which are indicators drafted by the ESG Promotion Office under the guidance of the Sustainability Committee and resolved by the Board of Directors. The performance for the fiscal year ended March 31, 2025 are as follows. In response to the increasing business volume, the Group is expanding transportation via full trailer trucks and modal shift, introducing environmentally-friendly vehicles such as hybrid cars and small EVs and installing solar panels. The Group will continue to promote reductions in energy consumption through more efficient transportation and switch to clean energy sources. Toward our 30% reduction target for fiscal year 2030, it will make concrete efforts, in consideration of the government's goal of making electric vehicles account for 20-30% of new small commercial vehicle sales, trends of technological development for large vehicles, which are the Group's mainstay vehicles, and progress in the development of supply infrastructure, among others, with the aim of achieving the subsequent goal of carbon neutrality in 2050.
In regard to active female engagement, in addition to the ratio of female employees to the workforce, the Group has established new targets for the ratio of female executives and managers, and will continue to build a workplace where women can work comfortably and play an active role, thereby promoting the employment of women.
[CO2 emissions (Scopes 1 and 2 combined)]
Fiscal year
ended March 31, 2023
Fiscal year
ended March 31, 2024
Fiscal year
ended March 31, 2025
Fiscal year
ending March 31, 2026
Actual
(base year)
Actual
Actual
Target
CO2 emission reduction target
-
(1.3)%
(6.0)%
(3.7)%
CO2 emissions
(tons)
180,048
177,732
169,313
173,340
Fiscal year
ending March 31, 2030
Fiscal year
ending March 31, 2050
Target
Target
(30)%
(100)%
126,034
0
*If companies that joined the Group in April 2023 onward are included:
Fiscal year ended March
31, 2023
Fiscal year ended March
31, 2024
Fiscal year ended March
31, 2025
Fiscal year ending March
31, 2026
Actual
(base year)
Actual
Actual
Target
CO2 emission reduction target
-
(1.3)%
4.4%
-
CO2 emissions (tons)
180,048
177,732
187,955
-
Fiscal year ending March
31, 2030
Fiscal year ending March
31, 2050
Target
Target
-
(100)%
-
0
[Mercury lamp reduction] (Units)
Fiscal year ended March
31, 2023
Fiscal year ended March
31, 2024
Fiscal year ended March
31, 2025
Fiscal year ending March
31, 2026
Actual
Actual
Actual
Plan
Number of
mercury lamps
5,250
3,131
1,058
0
Number of planned
reductions
-
(2,119)
(2,073)
(1,058)
Fiscal year ended March
31, 2023
Fiscal year ended March
31, 2024
Fiscal year ended March
31, 2025
Fiscal year ending March
31, 2026
Actual
Actual
Actual
Plan
Percentage of female employees to all employees
Dome
stic
18.4%
18.6%
19.0%
22.2%
Overs
eas
38.4%
36.2%
35.9%
39.4%
Total
23.9%
23.3%
23.4%
26.5%
Percentage of females to all those in executive posts
Dome
stic
9.9%
11.7%
13.1%
17.2%
Overs
eas
35.1%
40.8%
33.6%
41.3%
Total
17.9%
20.9%
19.9%
25.5%
Percentage of female employees to all employees in managerial posts
Dome
stic
1.4%
2.0%
2.9%
7.7%
Overs
eas
20.1%
21.2%
24.7%
25.0%
Total
7.6%
8.4%
9.9%
13.2%
Metrics and targets regarding the human capital are as follows. [Proportion of female employees]
Business and other risks
Risks that could affect the NIKKON Group's operating results and financial position are as follows.
The forward-looking statements contained in this document are based on judgments of the NIKKON Group that were made as of the end of the fiscal year ended March 31, 2025.
Fluctuations in fuel costs
The fuel costs of transport vehicles used by the NIKKON Group are affected by fluctuations in crude oil prices and exchange rates. If these costs increase, the NIKKON Group will seek to receive reasonable charges through consultation with customer companies. However, in the event of a rapid increase in fuel prices or a failure to receive reasonable charges, it could affect the NIKKON Group's operating results and financial position.
Legal regulations, etc.
Regarding the businesses that the NIKKON Group operates, part of the transportation business (including the motor track transportation business and consigned freight forwarding business) is regulated by the Act Concerning Special Measures for Total Emission Reduction of Nitrogen Oxides from Automobiles in Specified Areas (Automobile NOx and PM Act) and the Ordinance to Ensure Living Environment, etc.
In response to these legal regulations, etc., the cost impact is minimized by effectively and efficiently replacing vehicles and installing emission reduction devices. However, if there are any changes, etc. in the content of regulations in the future, additional costs are likely to be incurred.
Possibility of serious accidents
In compliance with laws and regulations, the NIKKON Group conducts its business activities with social responsibility as its top priority. However, in the event of a serious traffic accident, etc., the trust of society and customers may deteriorate, and we may be subject to administrative disposition such as the suspension of operation at business offices, and the rescission of business license.
Impairment of non-current assets
The NIKKON Group owns a large amount of non-current assets, mainly in its warehousing, packaging and testing businesses. If the return of the investment cannot be expected due to changes in the management environment or a decrease in profitability, impairment loss needs to be recorded, thereby possibly affecting the operating results and financial position of the NIKKON Group.
Natural disasters, etc.
If transportation routes are blocked due to earthquakes, storms and floods, etc., if damage to the facilities of the business sites or system disruption occur due to power outages in the areas where the NIKKON Group operates, the NIKKON Group's operating results and financial position may be affected.
Trends in customer companies
The automotive industry accounts for more than 50% of the consolidated net sales of the NIKKON Group. If production adjustments or decrease in demand for logistics, etc. occur at major customer companies, the NIKKON Group's operating results and financial position may be affected.
M&A
The Group considers M&A as one of its options to expand its business domains or to acquire or expand necessary functions in the future. In carrying out M&A, the Group conducts due diligence on the financial condition and contractual relationships of the target company and fully considers the appropriateness of the acquisition price, risks and other factors before making decisions. However, if the business plan does not proceed as initially envisioned due to changes in the business environment or competition after the acquisition, the impairment losses may occur on the acquisition price of the target company's shares or goodwill, and the NIKKON Group's operating results and financial position may be affected.
Securing and developing human resources
In Japan, the workforce is shrinking due to the declining population and the aging population with fewer children, and there is a growing sense of labor shortage. In addition, the logistics industry faces the challenge of coping with the so-called "2024 problem," or the impact of the application of a cap on overtime hours for automobile driving operations. The Group is striving to secure human resources by promoting the employment of diverse human resources and improving the working environment, while fostering human resources by enhancing training programs, among other measures. However, if it fails to secure the human resources necessary to maintain and expand its business, the NIKKON Group's operating results and financial position may be affected.
Management analysis of financial position, operating results and cash flows
Overview of operating results, etc.
An overview of the financial position, operating results, and cash flows (hereinafter referred to as "operating results, etc.") of the NIKKON Group (the Company and its consolidated subsidiaries and entities accounted for using equity method) during the fiscal year ended March 31, 2025 is as follows.
The forward-looking statements contained in this document are based on judgments of the NIKKON Group that were made as of the end of the fiscal year ended March 31, 2025.
Financial position and operating results
For the fiscal year ended March 31, 2025, the Group made active capital investments and operating activities such as the completion of warehouses in Kanegasaki-cho, Iwate, Utsunomiya-shi, Tochigi, Ota-shi, Gunma, Tokai-shi, Aichi and Indonesia; and the acquisition of a U.S. four-wheeled transportation company, a logistics company in Gunma and a company in Aichi that manufactures and sells packaging materials as subsidiaries through M&A.
As a result, consolidated net sales for the fiscal year ended March 31, 2025 were 247,890 million yen, up 11.5% year-on-year. Operating profit was 23,155 million yen, up 9.0% year-on-year, mainly due to the effect of higher sales. Ordinary profit was 23,969 million yen, up 0.4% year-on-year, partly due to the occurrence of foreign exchange losses. Profit attributable to owners of parent was 16,550 million yen, down 0.4% year-on-year.
Operating results by segment are as follows. Transportation business
Sales were 117,963 million yen, up 17.5% year-on-year, mainly due to a recovery in business volume and the acquisition of Supreme Auto Transport, LLC. in the U.S. as a consolidated subsidiary. Operating profit was 6,314 million yen, up 13.1% year-on-year.
Warehousing business
Sales were 40,881 million yen, up 5.2% year-on-year, as a result of an increase in the volume of cargo stored, which is the result of our ongoing efforts in Japan and overseas to establish or expand warehouses. Operating profit was 8,558 million yen, up 2.8% year-on-year, despite higher personnel expenses and depreciation.
Packaging business
Sales were 57,364 million yen, up 6.6% year-on-year, due to an increase in business volume. Operating profit was 4,248 million yen, up 28.0% year-on-year, due to higher efficiency improvement of operations and the effect of greater sales.
Testing business
Sales were 24,152 million yen, up 5.6% year-on-year, due to an increase in business volume. Operating profit was 3,989 million yen, up 19.8% year-on-year, due to higher efficiency improvement of operations and the effect of greater sales.
Cash flows
Cash and cash equivalents (hereafter referred to as "cash") at the end of the fiscal year under review were 35,937 million yen, a decrease of 6,859 million yen from the end of the previous fiscal year.
The following is the status and factors of each of the cash flow categories during the fiscal year under review.
(Cash flows from operating activities)
Net cash provided by operating activities was 27,642 million yen, a decrease of 3,464 million yen from the previous fiscal year. Major factors having a positive impact on cash flow from operating activities were increases of 505 million yen in profit before income taxes and 2,443 million yen in cash flows from increase in depreciation. Major factors having a negative impact on cash flow from operating activities were decreases of 3,316 million yen in decrease (increase) in other liabilities and 3,449 million yen in increase (decrease) in trade payables.
(Cash flows from investing activities)
Net cash used in investing activities was 53,978 million yen, an increase of 29,638 million yen in cash outflow from the previous fiscal year. This increase mainly came from an increase of 3,171 million yen in the purchase of property, plant and equipment, in addition to 26,729 million yen in the acquisition of subsidiary shares through M&A.
(Cash flows from financing activities)
Net cash provided in financing activities was 19,076 million yen, an increase of 23,485 million yen in cash inflow from the previous fiscal year. Major factors include 22,110 million yen in proceeds from issuance of convertible-bond-type bonds with share acquisition rights and 9,412 million yen in proceeds from borrowings, despite increases in cash outflow of 6,000 million yen for the purchase of treasury shares and 1,535 million yen in payment of dividends.
Sales results
Sales results by segment during the fiscal year ended March 31, 2025 are as follows.
Name of business segment
Fiscal year ended March 31, 2025 (April 1, 2024 to March 31, 2025)
Amount (millions of yen)
Composition ratio (%)
Increase (decrease) from previous fiscal year (%)
Transportation business
117,963
47.6
117.5
Warehousing business
40,881
16.5
105.2
Packaging business
57,364
23.1
106.6
Testing business
24,152
9.7
105.6
Other businesses
7,527
3.0
118.2
Total
247,890
100.0
111.5
(Notes) 1. Intersegment transactions have been eliminated.
2. Transactions with major business partners in the recent two consolidated fiscal years and the ratio of the sales results to total sales results are as shown below.
Business partner
Fiscal year ended March 31, 2024
(April 1, 2023 to March 31, 2024)
Fiscal year ended March 31, 2025
(April 1, 2024 to March 31, 2025)
Amount
(millions of yen)
Proportion (%)
Amount
(millions of yen)
Proportion (%)
Honda Motor Co., Ltd.
37,368
16.8
40,995
16.5
Details of analysis and discussion of operating results, etc. from management's perspective
Details of the recognition, analysis and discussion of the operating results, etc. of the NIKKON Group from management's perspective are as follows.
Details of the recognition, analysis and discussion of the operating results, etc. for the fiscal year ended March 31, 2025 The NIKKON Group's operating results, etc. for the fiscal year ended March 31, 2025 are as follows.
Financial position (Assets)
Current assets at the end of the fiscal year under review totaled 87,015 million yen, a decrease of 965 million yen from the end of the previous fiscal year. This decrease was mainly the result of a decrease of 7,063 million yen in cash and deposits, partially offset by respective increases of 4,469 million yen in notes and accounts receivable - trade, 952 million yen in other, and 355 million yen in electronically recorded monetary claims - operating. Non-current assets totaled 341,744 million yen, an increase of 41,279 million yen from the end of the previous fiscal year. The increase was mainly the result of an increase of 18,098 million yen in property, plant and equipment, which was primarily due to the completion of warehouses in Utsunomiya-shi, Tochigi, Kanegasaki-cho, Iwate and Tokai-shi, Aichi, and the progress in the construction of warehouses in Suzuka-shi, Mie and Thailand; and respective increases of 13,495 million yen in customer-related intangible assets and 12,165 million yen in goodwill through M&A, partially offset by a decrease of 4,958 million yen in investment securities due to their market valuation.
As a result, total assets were 428,759 million yen, an increase of 40,313 million yen from the end of the previous fiscal year.
(Liabilities)
Current liabilities at the end of the fiscal year under review totaled 76,641 million yen, an increase of 17,275 million yen from the end of the previous fiscal year. This increase was mainly the result of respective increases of 18,441 million yen in short-term borrowings, 776 million yen in income taxes payable and 426 million yen in provision for bonuses, partially offset by a decrease of 3,037 million yen in electronically recorded obligations - operating. Non-current liabilities totaled 102,439 million yen, an increase of 19,804 million yen from the end of the previous fiscal year. The increase mainly came from an increase of 22,105 million yen in convertible-bond-type bonds with share acquisition rights, partially offset by a decrease of 1,758 million yen in deferred tax liabilities.
As a result, total liabilities were 179,080 million yen, an increase of 37,079 million yen from the end of the previous fiscal year.
(Net assets)
Net assets at the end of the fiscal year under review totaled 249,679 million yen, an increase of 3,234 million yen from the end of the previous fiscal year. This was mainly due to increases of 9,712 million yen in retained earnings and 7,553 million yen in non-controlling interests, while factors contributing to the decrease include an increase of 9,921 million yen in treasury shares and a decrease of 5,145 million yen in valuation difference on available-for-sale securities.
As a result, the equity ratio at the end of the period under review was 56.4% (63.3% at the end of the previous fiscal year).
Operating results (Net sales)
Consolidated net sales for the fiscal year ended March 31, 2025 were 247,890 million yen, up 11.5% year-on-year. This increase was attributable to the recovery in volume of cargo handled, as well as an increase in volume of cargo handled due to the start of operation of our newly established and expanded warehouses. Net sales by segment are stated in (1) Overview of operating results, etc., 1) Financial position and operating results.
(Operating profit)
Operating profit for the fiscal year ended March 31, 2025 was 23,155 million yen, up 9.0% year-on-year. It was steady due to the increase in net sales. Operating profit by segment are stated in (1) Overview of operating results, etc., 1) Financial position and operating results.
(Ordinary profit)
Non-operating income for the fiscal year ended March 31, 2025 was 2,859 million yen, a decrease of 138 million yen from the previous fiscal year. This was primarily due to an increase of 318 million yen in dividend income, offset by a decrease of 392 million yen in compensation income. Non-operating expenses totaled 2,045 million yen, an increase of 1,686 million yen from the previous fiscal year. This was primarily due to the recording of 1,253 million yen in foreign exchange losses due to the appreciation of the yen.
As a result, ordinary profit was 23,969 million yen, up 0.4% year-on-year.
(Profit attributable to owners of parent)
Extraordinary losses for the fiscal year ended March 31, 2025 totaled 18 million yen, a decrease of 414 million yen from the previous fiscal year. This was primarily due to decreases of 201 million yen in loss on retirement of non-current assets and 107 million yen in loss on revision of retirement benefit plan.
As a result, profit attributable to owners of parent was 16,550 million yen, down 0.4% year-on-year.
Analysis of cash flows
Analysis of cash flows for the fiscal year ended March 31, 2025 are stated in (1) Overview of operating results, etc., 2) Cash flows.
Analysis of capital financing and liquidity
The demand for funds for the NIKKON Group's business activities includes working capital as operating expenses, such as expenses for running business, and general and administrative expenses, and capital funds for the purchase of non-current assets, such as warehouses, workplaces, and business vehicles, and funds for M&A.
The NIKKON Group's working capital is basically financed by internal funds, commercial papers and borrowings from financial institutions as needed, and its capital funds are financed by internal funds, as well as straight bonds with fixed interest rates and borrowings from financial institutions as needed. We finance funds for M&A with short-term borrowings from financial institutions as bridge funds and later replace them with long-term funds such as straight bonds. As of the end of the fiscal year ended March 31, 2025, the balance of straight bonds was 50 billion yen, the balance of convertible-bond-type bonds with share acquisition rights was 22,105 million yen, and the balance of borrowings was 46,209 million yen.
Management policies, management strategies, and objective financial data, etc. to determine the achievement status of the management targets
The NIKKON Group launched the 13th Medium-term Business Plan (Challenge 13) for three years from April 1, 2023. For the fiscal year ended March 31, 2025, the second fiscal year of the plan, we set targets as follows: 250 billion yen for net sales, 24 billion yen for operating profit, and 9.6% for ratio of operating profit to net sales. While we continued capital investments and conducted active M&A activities, partly due to initial costs arising from M&A, net sales were 247,890 million yen, operating profit was 23,155 million yen, and ratio of operating profit to net sales was 9.3%, all of
which fell short of the targets for the second year of the Medium-term Business Plan.
The Group set targets for the fiscal year ending March 31, 2026, the final fiscal year of the plan, as follows: 280 billion yen for net sales, 28 billion yen for operating profit, 10.0% for ratio of operating profit to net sales, and 8.0% for return on equity.
Significant accounting estimates and assumptions used for the estimates
The consolidated financial statements of the NIKKON Group are prepared on the basis of accounting principles generally accepted in Japan. In preparing these consolidated financial statements, the NIKKON Group used estimates and assumptions that have an impact on the reported amounts of assets, liabilities, revenue and expenses. However, the figures based on these estimates and assumptions may differ from the actual results.
Significant accounting estimates and assumptions used when preparing the consolidated financial statements are as follows.
Future cash flows in impairment accounting
Details are as stated in V. Financial Information, 1. Consolidated Financial Statements, etc., (1) Consolidated Financial Statements, [Notes], (Significant accounting estimates).
Calculation of retirement benefit liability
Some companies in the NIKKON Group have adopted defined benefit plans. The retirement benefit liability under defined benefit plans and related service costs are calculated by estimating the projected retirement benefit amount based on assumptions used in actuarial calculations and discounting them. Assumptions used in actuarial calculations include various computational foundations, such as discount rates, and expected rate of return on plan assets.
If the above estimates and assumptions need to be revised due to changes in uncertain economic conditions in the future, etc., it may have a material impact on the amount of retirement benefit liability and retirement benefit expenses to be recognized in the consolidated financial statements for the next fiscal year and thereafter.
In the calculation of retirement benefit liability and retirement benefit expenses, the following are the sensitivity to changes in the major assumptions given to retirement benefit liability and retirement benefit expenses as of the end of the fiscal year ended March 31, 2025. Negative figures (in parenthesis) represent a decrease in retirement benefit liability and positive figures represent an increase in retirement benefit liability. Sensitivity analysis assumes that all assumptions used in actuarial calculations are constant except for the assumptions used in actuarial calculations subject to the analysis.
As of the end of the fiscal year ended March 31, 2025:
Changes in assumptions used in
actuarial calculations
Impact on retirement benefit liability
(millions of yen)
Discount rates
0.5% increase
(756)
0.5% decrease
722
Changes in assumptions used in
actuarial calculations
Impact on retirement benefit expenses
(millions of yen)
Expected rate of return on plan assets
0.5% increase
(58)
0.5% decrease
58
The main assumptions used in actuarial calculations used to calculate retirement benefit liability as of the end of the fiscal year ended March 31, 2025 are as stated in V. Financial Information, 1. Consolidated Financial Statements, etc., (1) Consolidated financial statements, [Notes], (Retirement benefits), (8) Matters related to the assumptions of actuarial calculations.
Critical contracts, etc.
The Company has concluded a contract, which includes an agreement to specify limitations on the exercise of shareholders' voting rights and an agreement to specify limitations on shareholders holding shares of the Company in excess of the ownership ratio agreed upon between shareholders and the Company (hereinafter referred to as the "Contract"), with Farallon Capital Asia (HK) Limited (hereinafter referred to as "Farallon").
Overview of the Contract
Date of the signing of the Contract May 16, 2025
Name and address of the other party to the Contract
Name
Farallon Capital Asia (HK) Limited
Address
Two International Financial Centre, Suite 5701
8 Finance Street, Central, Hong Kong
Note: According to Farallon, Farallon Capital Management, L.L.C., an affiliate company of Farallon, actually possesses shares of the Company.
Details of the Agreement
The Company has signed the Contract, which includes the following agreements:
Agreement to specify limitations on the exercise of shareholders' voting rights
The Company shall make a proposal to elect Directors (excluding Directors serving as Audit & Supervisory Committee Members), with details agreed upon as a company proposal, and a proposal to increase the maximum amounts of remuneration for Directors (excluding Directors serving as Audit & Supervisory Committee Members) as agenda items of the 84th Annual General Meeting of Shareholders to be held on June 27, 2025 (hereinafter referred to as the "General Meeting of Shareholders"), and Farallon shall have (ⅰ) Farallon, Farallon Capital Management, L.L.C., Farallon Capital Japan LLC and their group companies; (ii) funds and other parties that those stated in (i) manage, operate or provide advice to; and (iii) companies and other parties that those stated in (i) or (ii) effectively control (those stated in (i) through (iii) are hereinafter collectively referred to as "Farallon affiliates") exercise their voting rights in favor of each of the proposals above at the General Meeting of Shareholders.
Agreement to specify limitations on shareholders holding shares of the Company in excess of the ownership ratio agreed upon between shareholders and the Company
Farallon shall be prevented from acquiring the Company's share certificates, etc. (as defined in Article 27-23, Paragraph 1 of the Financial Instruments and Exchange Act), either directly or through Farallon affiliates, under whatever name during the limitation period (Note).
(Note) The "limitation period" refers to the period from the signing of the Contract to the date of announcement of the Company's semiannual financial results for the fiscal year ending March 31, 2026 (hereinafter referred to as the "Semiannual Financial Results Announcement Date") or the date of retirement by a candidate for Outside Director recommended by Farallon (hereinafter referred to as the "Recommended Candidate") from Director of the Company, whichever is earlier, and in the event that a Special Committee to be established by the Company (hereinafter referred to as the "Committee"), which will consist only of Outside Directors (including the Recommended Candidate), releases a certain interim report on the results of the Committee's review of the Company's real estate ownership, management, and operation policies as well as progress in deliberations toward the publication of concrete recommendations to the Board of Directors by the Semiannual Financial Results Announcement Date, the Company and Farallon shall discuss in good faith the extension of the limitation period to December 31, 2025 or the retirement of the Recommended Candidate from Director of the Company, whichever is earlier (Farallon shall not refuse, reserve or delay the agreement as long as the Committee holds discussions at a practically reasonable level.).