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 |
- Summary of Business Results
- History...............................................................................................................................................................
- 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 |
- Information on the Parent Company
- 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
- 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.
- 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.
- 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)
-
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. - 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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