Sun Frontier Fudousan Co., Ltd.TSE: 8934

The 25th Business Year PDF From April 1, 2023 to March 31, 2024

· Issued by Sun Frontier Fudousan Co., Ltd.

Annual Securities Report

(Excerpt Version)

The 25th Fiscal Year

From April 1, 2023 to March 31, 2024

Sun Frontier Fudousan Co., Ltd.

Contents

Full version will be disclosed later.

The 25th Annual Securities Report

Cover

1

Part I Corporate Information

Item 1. Overview of the Company and Its Consolidated Subsidiaries

  1. Summary of Business Results
  2. History...............................................................................................................................................................
  3. Description of Business................................................................................................................................................................................................................................................................

4.

Overview of Subsidiaries and Affiliates

8

5.

Employees

9

Item 2: Business Overview

2

1.

Management Policy, Business Environment and Tasks Ahead, etc

2

2.

Sustainability Policy and Initiatives

13

3.

Risk Factors

14

4. Analyses of Consolidated Financial Position, Operating Results and Cash Flows from the management's

perspective

20

5.

Material Agreements, etc

31

6.

Research and Development Activities

31

Item. 3 Property, Plants and Equipment

32

1.

Overview of Capital Investment

32

2.

Major Facilities

32

3.

Plans for Capital Investment, Disposal of Property, Plants and Equipment, etc

33

Item. 4 Information on the Company

34

1.

Information on the Company's Shares, etc

34

2. Acquisitions, etc. of Treasury Shares

42

3.

Dividend Policy

43

4.

Corporate Governance, etc

43

Item. 5 Financial Information

60

1.

Consolidated Financial Statements, etc

61

2.

Non-Consolidated Financial Statements, etc

109

Item. 6 Outline of the stock operations of the Company

Item. 7 Reference Information on the Company

  1. Information on the Parent Company
  2. Other Reference Information .............................................................................................................................................................................................................................................

Part II Information on Guarantors, etc., for the Company.............................................................................................

Audit Report

Internal Control Report

Confirmation

Cover

Document title

Annual Securities Report

Clause of stipulation

Article 24, Paragraph 1 of the Financial Instruments and Exchange

Act of Japan

Place of filing

Director-General of the Kanto Local Finance Bureau

Filing date

June 26, 2024

Fiscal year

The 25th Fiscal Year (from April 1, 2023 to March 31, 2024)

Company name

Sun Frontier Fudousan Kabushiki Kaisha

Company name in English

Sun Frontier Fudousan Co., Ltd.

Title and name of representative

Seiichi Saito, President Representative Director

Address of registered head office

1-2-2 Yurakucho, Chiyoda-ku, Tokyo, Japan

Telephone number

+81 (0)3 5521-1301

Name of contact person

Takeshi Hirahara, Senior Executive Officer, General Manager of

Corporate Planning Division

Nearest place of contact

1-2-2 Yurakucho, Chiyoda-ku, Tokyo, Japan

Telephone number

+81 (0)3 5521-1301

Name of contact person

Takeshi Hirahara, Senior Executive Officer, General Manager of

Corporate Planning Division

Place for public inspection

Tokyo Stock Exchange, Inc.

(2-1, Nihonbashi Kabutocho, Chuo-ku, Tokyo, Japan)

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Item 2: Business Overview

1. Management Policy, Business Environment and Tasks Ahead, etc.

The forward-looking statements in herein are based on the judgment of the Group as of the end of the current consolidated fiscal year.

(1) Management policies and strategies

  1. Basic policy of corporate management

The Group practices philosophy management and attaches importance to being a group that shares the value of altruism. "Not for profit, but for trust. Change yourself, solve problems from clients' point of view and exceed expectations." Based on this principle, we are committed to solving social issues through our corporate activities while proactively changing and taking on new challenges in management. We also aim to achieve harmony with our shareholders and contribute to the realization of a sustainable and prosperous society.

Credo

Altruism ~ We believe in helping others, as many as we can, throughout our lives. ~

Mission

Our mission is to look after every employee and pursue the happiness of both mind and matter. At the same time, to co-create a rich and sustainable society by contributing to the evolution and the development of the human society.

Vision

Our vision is to become the most appreciated visionary company that fully utilizes limited resources and continues the challenges to create new values.

  1. Target management indicator

Aiming for stable growth over the medium to long term, the Group places importance on maintaining at least 20% Ordinary profit margin from the perspective of profitability and productivity, at least 50% Equity Ratio from the perspective of financial security, and at least 10% ROE, which indicates how effectively the Group managed Shareholders' equity.

  1. Management environment

One year has passed since COVID-19 was classified as Category 5, and the Japanese economy has continued to recover moderately as social and economic activities have been normalized, the employment and income environments have improved, and inbound demand has surged. On the financial front, although the zero interest rate policy has been lifted, the accommodative financial environment is expected to be maintained. However, the yen has recently depreciated mainly due to the difference in interest rates between Japan and the United States. As a company in the real estate business, which is said to be relatively susceptible to interest rates, it is necessary for the Company to pay close attention to trends in the U.S. economy.

(2) Priority business and financial issues to be addressed

Since its foundation, our Group has been practicing philosophy-based management centered on the spirit of "altruism." We have defined our corporate philosophy as "reducing the waste of non-reproducible resources and contributing to the perpetual prosperity of the people, plants and animals, and we have been developing business activities that contribute to the sustainability of society. The spirit of "altruism" is the idea of valuing others as much as oneself. The core of our business philosophy is the desire to bring smiles to many people and contribute to the prosperity of humanity, flora, and fauna on Earth. Instead of focusing on profit and loss, we base our judgments on right and wrong, with a sense of "rightness" and "compassion," sharing the value that "the joy of others is our own joy," and we place great importance on being close to our customers.

To redefine this philosophy of our Group and to ensure our Group's sustainable growth, we have established a Sustainability Vision. Furthermore, we have identified three important issues (materiality): "environmental protection," "regional revitalization," and "human resource development," and we are promoting sustainability management integrated with the spirit of "altruism." By continuing to implement concrete measures for realizing this vision and addressing important issues, we aim to contribute to the realization of a sustainable society through our business activities and enhance our corporate value over the medium to long term.

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Sustainability Vision and important issues (materiality)

  1. Sustainability Vision
    We will contribute to the realization of a sustainable society through our business activities while respecting the heart of altruism, the Group policy.
  2. Important issues (materiality)
    We have identified three important issues (materiality) that should be addressed to achieve our Sustainability Vision. In these three items of "Environmental Protection", "Regional Revitalization", and "Human Resource Development, we will implement specific measures. Furthermore, the specific measures will be reviewed as needed in response to future environmental and social trends, as well as changes in the business environment.

Important issues

Vision

Specific measures

Environmental

Increase environmental sustainability by

◼Extending the life and health of real

protection

significantly reducing waste and

estate

greenhouse gas emissions, as a

◼Energy conservation and reduction of

frontier of Real Estate Revitalization

environmental impact by Real Estate

Business.

Revitalization Business

Regional

Create sustainable growth of regional

◼Create

buildings, offices, and

spaces

Revitalization

economies through offices, hotels, and

with

"job

satisfaction"

and

tourism, as a frontier for

"creativity"that contribute to economic

sustainable regional revitalization.

growth

◼Prevent and mitigate disaster through

regional cooperation

Human resource

Spread the concept of "altruism" that is

◼Create

workplaces

with

job

development

indispensable for realizing a sustainable

satisfaction,

creativity,

and

growth

society, as a frontier of

opportunities.

philosophy management.

◼Create

workplaces

with

job

satisfaction,

creativity,

and

growth

opportunities

(3) Medium-Term Management Strategy

The Group celebrated its 25th anniversary in April this year, marking the final year of the current medium-term management plan (the review was announced on May 12, 2021). Even during the current medium-term management plan period, under the Company policy "altruism" that the Group has been advocating since its foundation, we have made efforts to realize the Company Philosophy "Look after every employee and pursue the happiness of both mind and matter. At the same time, co-create a rich and sustainable society by contributing to the evolution and the development of the human society." Although we encountered the unprecedented headwind of the pandemic of COVID-19 during this period, we overcame it and set a new record in our financial results for the fiscal year ended March 2024. In addition, we are now in sight of achieving our targets for the current medium-term management plan. In order to realize the Company Philosophy and achieve sustainable growth over a longer period of time starting this year, which is a milestone year, we decided that we should quickly clarify our long-term targets and measures. Accordingly, we have formulated the Long-Term Vision 2035 as the Group's vision for ideal image over the next 10 years, and the next medium-term management plan as an action plan to realize this vision.

Long-Term Vision 2035>

Based on the values of the Company policy "altruism," the Group's Company Philosophy is to "Look after every employee and pursue the happiness of both mind and matter. At the same time, co-create a rich and sustainable society by contributing to the evolution and the development of the human society." Through the realization of this vision, we aim to achieve the following Long-Term Vision 2035 and its quantitative target we have formulated.

  • Long-TermVision 2035

Utilize limited resources to fill the world with smiles and excitement!

Becoming a corporate group that continues to challenge the creation of future value.

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  • Quantitative target

Aim for 300 billion yen in net sales and 60 billion yen in ordinary profit in fiscal 2035.

medium-term management plan>

The following is an overview of the next medium-term management plan for the three-year period (from fiscal year ending March 31, 2026 to fiscal year ending March 31, 2028) following the achievement of the current medium-term management plan based on the Long-Term Vision 2035, the ideal image in 10 years.

  • Basic policy

Work to resolve social issues by promoting cooperation and diversification within our core business through product making and heartwarming services from clients' point of view.

  • Quantitative target

Year ending March

Year ending March

31, 2025

31, 2028

Growth rate

(Forecast)

(Target)

Profit plan

Net sales

100 billion yen

135 billion yen

35%

Ordinary profit

20 billion yen

27 billion yen

35%

Ordinary profit

20%

20%

-

margin

Management

ROE

10% or more

10% or more

-

indicator

Equity ratio

50% level

45% level

-

2 Sustainability Policy and Initiatives ■Sustainability Vision

We will contribute to the realization of a sustainable society through our business activities while respecting the heart of altruism, the Company policy.

■Three important sustainability issues (Materiality)

Important Issue

Vision

Environmental

Increase environmental sustainability by significantly reducing waste and greenhouse gas

protection

emissions, as a frontier of Real Estate Revitalization Business.

Regional

Create sustainable growth of regional economies through offices, hotels, and tourism, as a

revitalization

frontier for sustainable regional revitalization.

Human

Spread the concept of "altruism" that is indispensable for realizing a sustainable society, as a

resource

frontier of philosophy management.

development

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■Specific measures and KPIs

Fiscal 2023

Social issues

(Fiscal year

Important issues

Key measures

Specific measures

Objectives (KPIs)

ended March

to be solved

31, 2024)

results

Extension of economic

Extend economic

lives of buildings through

1

useful lives by

54.1%

real estate revitalization

30% or more

constructions

Occupancy rate of

Extending the

Maintain the "health" of

90% or more for

93.8%

The

life and health

buildings

buildings over 30

demolition of

of real estate

by improving the

years old

small and

occupancy rate

90% or more of

medium-sized

of old buildings through

continued

buildings that

comprehensive real estate

management

98.0%

can still be

support

after replanning

Environmental

used if their

properties sales

value is

Reduce CO2

protection

Energy

increased =

Reduction of CO2

emissions by 12% or

conservation

Waste of

emissions

more on average

and

12.7%

resources

through promotion of real

compared with

reduction of

estate revitalization

building

environmental

reconstruction

impact by

Offset real estate

Real Estate

revitalization

Revitalization

Carbon offset 100%

100.0%

constructions' CO2

Business

emissions with credits

2

Creatte

30% or more of new

buildings,

replanning properties

68.8%

offices, and

supplied exceed

Promotion of real estate

Revitalization

spaces with

company standards

revitalization

of regional

job satisfaction

with consideration for

economies

and creativity

well-being

Annual tenant

Satisfaction:

that contribute

satisfaction surveys

96.7%

to economic

growth

Regional

Providing setup offices

At least 5 lots by

revitalization

with emergency supplies

9 lots

fiscal 2023

Disaster

and installation space

Responding to

prevention

Providing information

increasingly

and mitigation

that contributes to the

Disaster prevention

severe natural

by regional

improvement

information posting

disasters

100%

coordination

of tenants' disaster

on dedicated website

prevention

Fiscal 2023: 100%

awareness

Decrease in

Creating a work

Ratio of women in

the working-

environment

managerial

age

Respect and

suited to each employee's

positions:

10.3%

3

population

utilize

life

12% or more by

(April 1,

due to the

diversity

stage and provide flexible

April 2025 (Sun

2024)

declining

training

Frontier Fudousan

birthrate and

opportunities

Co., Ltd.)

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Fiscal 2023

Social issues

(Fiscal year

Important issues

Key measures

Specific measures

Objectives (KPIs)

ended March

to be solved

31, 2024)

results

aging

Establishment of next-

Ratio of training

population

generation

hours to designated

(decrease in

leader development

working hours: 12%

actual labor

Create a

program,

12.1%

or more (Sun

force)

workplace with

support system for

Frontier Fudousan

Human

and

job

external

Co., Ltd.)

resource

elimination of

satisfaction,

trainings, etc.

development

the gender

creativity, and

Utilization of DX,

Year-on-year

gap

growth

increase in ordinary

improvement of

Not

opportunities

profit per hour (per

business processes and

achieved

Sun Frontier

improvement of

(92%)

Fudousan Co., Ltd.

individual abilities

regular employee)

■Information Disclosure Based on the TCFD Recommendations

ⅰ.Governance

The Company recognizes addressing climate change and environmental issues as a critical management priority at our company. In coordination with Risk Verification Committee, Sustainability Committee compiles information of risks and opportunities associated with climate change, examines response measures, and makes periodic report to the Board of Directors. The Board of Directors oversees the progress of initiatives related to climate change issues discussed and reported by executive departments, and discussed issues related to these initiatives at least once a year.

The President Representative Director receives reports on the status of initiatives related climate change from the advisory bodies, the Sustainability Committee, and the Risk Verification Committee, and assumes the highest responsibility for risk assessment and management including risks of climate change.

System of Sustainability Promotion

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Meetings and Roles in the System of Sustainability Promotion

Organizations and

Roles

committees

Board of Directors

Receiving reports from the Sustainability Committee on the status of the risk management

related to climate change and overseeing the progress of measures.

Receiving reports on the status of overall sustainability activities, including the one related

President Representative

to climate change, from the Sustainability Committee as an advisory body. Assuming the

Director

highest responsibility for risk assessment and management including risks of climate

change.

As an advisory body to the President Representative Director, discussing assessment of

Risk Verification

comprehensive risk, including climate change. Examining the risks reported by Risk

Committee

Management Committee and instructing the business divisions to take measures through the

Risk Management Committee.

Risk Management

Discusses comprehensive management and measures against risks in operations, including

Committee

climate change. Meetings held once a month.

As an advisory body to the President Representative Director, promoting sustainability

activities including climate change countermeasures. In coordination with the Risk

Sustainability Committee

Verification Committee and the Risk Management Committee, summarizing risks and

opportunities related to climate change, etc. from each division and group company,

considering measures shall be taken, and making periodic reports to the Board of Directors.

Meetings held four times a year.

ⅱ.Strategy

Based on the TCFD recommendations, we analyzed scenario of risks and opportunities related to climate change. Through the scenario analysis, we defined 1.5°C and 4°C scenarios based on scientific evidence from IEA (International Energy Agency) and assessed the importance of risks and opportunities related to climate that might affect operations as of 2030.

Definition of Scenarios

Scenario

1.5℃ scenario

4℃ scenario

configuration

World view

The Japanese government will promote

There will be no climate action by the

severe measures against climate change,

government beyond current measures and no

including the introduction of a carbon tax,

climate change action is required.

which will lead to drastic social changes,

Abnormal weather such as droughts and

and regulations on plastic and climate

floods due to rising temperatures will become

change-related information disclosure will

apparent, sites will be damaged, and response

be required.

costs and recovery costs at the time of the

Damage from natural disasters such as

disaster are expected.

flooding is limited.

Reference

IEA The Net-Zero Emissions by 2050

IEA World Energy Outlook 2021/ IEA World

scenario

Scenario (NZE) / IEA World Energy

Energy Outlook 2018/ IPCC AR6 SSP5-8.5

Outlook 2021/ IEA World Energy

Outlook 2018/ IPCC AR6 SSP1-1.9

Characteristics

Transition risks related to policies, etc. are

Physical risks associated with abnormal

likely to become apparent.

weather, etc. are likely to become apparent.

Identification and assessment of risks and opportunities

We assessed the impact of transition and physical risks related to climate change on our Real Estate Revitalization Business and Real Estate Service Business. Regarding the transition risks, we considered a variety of

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items from policy and legal regulations to market changes such as acute risks and chronic risks for physical risks. We will respond to these risks and opportunities that judged as particularly significant impact on our company.

Scope

: Real Estate Revitalization Business and Real Estate Service Business

Impact

: High

: Very significant impact (> 19% of net sales)

: Medium : Significant (10-19% of net sales)

: Small

: Limited impact (<10% of net sales)

Term of risk occurrence: Short term

: Within one year

Term of risk occurrence: Medium term

: Within 1 to 5 years

Term of risk occurrence: Medium to long term

: Within 5 to 10 years

Term of risk occurrence: Long term

: Over 10 years

List of risks and opportunities

The list includes the risks and opportunities recognized by the Company whose impact on the business is "medium" or above.

Main

Sub-

Impact on business and

Timing of

financial results

Details of risks and opportunities

risk

category

category

1.5℃

4℃

occurrence

Company-wide

Transition

Reputation

Stakeholder Concerns about Passive ESG

Medium

-

Medium to

risk

Responses

long term

Real Estate Revitalization Business

Transition

Policy

Additional capital investment costs due to

-

increased energy efficiency standards to be

Medium

Short term

risk

regulation

met in repairs

Physical

Increase in cost of air conditioning

Medium

Chronic

equipment and increase in energy cost at

Small

Medium

risk

term

owned properties

Products

Increase in selling price to property owners

and building owners by improving the

Opportunity

and

Medium

Medium

Short term

environmental performance of properties in

Services

redevelopment

Hotel and Tourism Business

Increased trend toward trial construction of

buildings with high environmental

Transition

Policy

performance, shortages of materials with

Medium

-

Medium

risk

regulation

high environmental performance and rising

term

labor costs due to the concentration of

construction work

Contribute to the local community by

Products

conserving and coexisting with nature in the

Medium

Opportunity

and

area where the hotel is located, thereby

Medium

Medium

term

Services

improving the image of the hotel and

increasing the number of guests

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