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1 ©2024 Japan Exchange Group, Inc., and/or its affiliates (Ref.) Discussions at the Sixth Council of the Quasi-Controlled Listed Company Study Group (Views and Future Policy on Such Matters as Parent-Subsidiary Listings) ⚫Since more than ten years have passed since TSE announced its stance on the listing of subsidiaries in 2007, I agree that TSE should state its stance once again. TSE needs to communicate the thinking behind last year’s request for the enhancement of information disclosure on minority shareholder protection and group management in a way that is easy-to-understand because one gets the impression that it has not been conveyed. ⚫The stance from 2007 gives the impression that TSE viewed parent-subsidiary listings negatively. How about phrasing it positively, saying that measures must be taken to ensure that the stocks of listed subsidiaries are attractive investments? ⚫Rather than phrasing it negatively, it would ...

1 Minutes of the 18th Council of Experts Concerning the Follow-Up of Market Restructuring Date: Thursday, October 31, 2024 12:00 - 1:45 p.m. Place: Tokyo Stock Exchange 15F Conference Room Attendees: See member list Watanabe, Director, Listing Department, TSE: Now that the scheduled time has arrived, I would like to open the 18th Council of Experts Concerning the Follow-up of Market Restructuring. First, regarding attendance today, Mr. Kanda and Mr. Koike are absent. With that, let's proceed with today's agenda. First, we will provide an overview of today's items. Ikeda, Senior Manager, Listing Department, TSE: Thank you for joining us today. Today's agenda consists of two main points: initiatives for Management that is Conscious of Cost of Capital and Stock Price, and the revision of the Code of Corporate Conduct. Additionally, we will report on the discussions of the Study Group to ...

2024 Japan Exchange Group, Inc., and/or its affiliates December 10, 2024 Listing Department Tokyo Stock Exchange, Inc. Future Measures in the Growth Market Document 1 2 ©2024 Japan Exchange Group, Inc., and/or its affiliates Summary of Previous Discussion(March 2024) ⚫As the Growth Market is not currently functioning as expected, small changes to the status quo will not lead to the necessary fundamental change. We should first consider what the“ideal”Growth Market should look like and strive to create a market where listed companies take on bold challenges. ⚫The Growth Market is functioning in terms of producing entrepreneurs who want to go public, but many of the companies are small, and production factors such as human resources and capital are dispersed. As a result, many companies have not been able to achieve the necessary size. Given the current state, in which companies are not able to continue ...

2024 Japan Exchange Group, Inc., and/or its affiliates Future follow-up Promoting the Growth of Startup Companies ⚫Consider and promote approaches for encouraging companies to boldly take on the challenge to grow after their IPOs in order to produce startups that will drive the growth of the Japanese economy in the future ➢Discussion on specific measures [around February 2025] * Continue to promote the understanding of the preparation for listing and the viewpoints of institutional investors after listing (e.g. holding IPO Practitioner Liaison Meetings) Issues amid the promotion of Management that is Conscious of Cost of Capital and Stock Price Issues amid the increasing number of MBOs and Subsidiary Conversions by Controlling Shareholders Action to Implement Management that is Conscious of Cost of Capital and Stock Price / Promoting dialogue with investors ⚫Promote further initiatives for companies that have already disclosed information ➢Confirm evaluation and effects of recent measures, such ...

1 Minutes of the 19th Council of Experts Concerning the Follow-Up of Market Restructuring Date: Tuesday, December 10, 2024 12:00 - 1:25 p.m. Place: Tokyo Stock Exchange 15F Conference Room Attendees: See member list Watanabe, Director, Listing Department, TSE: I would like to open the 19th Council of Experts Concerning the Follow-Up of Market Restructuring. Mr. Nagami and Mr. Matsumoto are participating online today. Now, let's proceed with today's agenda. First, let us explain today's agenda. Ikeda, Senior Manager, Listing Department, TSE: Thank you for joining us today. The first item on today's agenda is the Growth Market. A little time has passed since our last discussion. During that time, we have updated our facts by interviewing managers and market participants who are aware of the problems with the current ecosystem. We would like to have a discussion on what approach we ...

1 Minutes of the Fifth Council of Experts Concerning the Follow-Up of Market Restructuring Date: Wednesday, December 28, 2022 13:00–15:00 Place: Tokyo Stock Exchange 15F Special Conference Room Attendees: See member list (Mr. Nagami was absent) [Kikuchi, Director, Listing Department, TSE] The time has now come to begin the fifth Council of Experts Concerning the Follow-Up of Market Restructuring. Thank you for gathering here today, despite your busy year-end schedules. Thank you for joining us today. First of all, I would like to mention that Mr. Nagami is absent and that Mr. Kumagai and Mr. Matsumoto are joining us online. Now, I would like to begin proceedings straight away. First, let me explain today’s agenda. [Ikeda, Senior Manager, Listing Department, TSE] At our last meeting, we had an intensive discussion on the handling of transitional measures. We would like to discuss specific proposals ...

1 Minutes of the Sixth Council of Experts Concerning the Follow-Up of Market Restructuring Date: Tuesday, January 10, 2023 18:30-19:45 Place: Tokyo Stock Exchange 15F Special Conference Room Attendees: See member list (Ms. Okina was absent) [Kikuchi, Director, Listing Department, TSE] It’s already the scheduled start time, so I’d like to open the sixth meeting of the Council of Experts Concerning the Follow-up of Market Restructuring. Thank you for joining us at this late hour. I would appreciate your active participation. First of all, regarding attendance, Ms. Okina is absent today. Now I would like to begin proceedings right away. First, our representative will explain today’s agenda. [Ikeda, Senior Manager, Listing Department, TSE] I will explain today's agenda in accordance with Document 2. At this Council, we have had various discussions for improving the effectiveness of the market restructuring since last ...

2023 Tokyo Stock Exchange, Inc. Exchange & beyond TSE Reference Material The Seventh Council of Experts Concerning the Follow-up of Market Restructuring Document 5 Tokyo Stock Exchange, Inc. January 25, 2023 ©2023 Tokyo Stock Exchange, Inc. 16 33 97 60 42 21 11 35 75 40 30 8 2 12 10 10 6 1 6% 21% 57% 79% 94% 100% 0% 20% 40% 60% 80% 100% 120% 0 20 40 60 80 100 120プライム市場スタンダード市場グロース市場 1 Companies that do not Meet the Continued Listing Criteria (Reprint) Tradable Share Market Cap (JPY 10 bil.): 227 Tradable Share Ratio (35%) : 38 Trading Value (daily avg. JPY 20 mil.) : 77 Total (excluding duplications) : 269 Prime Standard Growth Tradable Share Market Cap (JPY 1 bil.) : 136 Tradable Share Ratio (25%) : 73 # of Shareholders (400 shareholders) : ...

2023 Tokyo Stock Exchange, Inc. Exchange & beyond Summary of Discussions on Measures to Improve the Effectiveness of the Market Restructuring (Draft) Tokyo Stock Exchange, Inc. Document 3 January 25, 2023 Items ©2023 Tokyo Stock Exchange, Inc. Ⅰ. Major Policies Ⅱ. Specific Initiatives 1. Clarification of the End Date of Transitional Measures Reference Material a) Raise Awareness and Literacy regarding Cost of Capital and Stock Price b) Improve the Quality of Corporate Governance c) Further Expansion of English Disclosure Practices ・・・・・・・・・・・・・・・・・・・・・・・・・P11 ・・・・・・・・・・・・・・・・・・・・・・・・P2 ・・・・・・・・・・・・・P8 ・・・P6 ・・P7 ・・・・・・・・・・・P9 ・・・・・・P3 2. Motivate Efforts to Enhance Medium- to Long-term Corporate Value 1 d) Improve the Effectiveness of Dialogue with Investors・・・・・・・・・P10 ©2023 Tokyo Stock Exchange, Inc. Ⅰ. Major Policies In Japan's economy, the lack of a smooth transition of personnel and capital resources to growing areas has led to a prolonged slump in productivity. In order to ensure the sustainable development of the Japanese economy ...

2023 Tokyo Stock Exchange, Inc. Exchange & beyond TSE Explanatory Material The Seventh Council of Experts Concerning the Follow-up of Market Restructuring Tokyo Stock Exchange, Inc. January 25, 2023 Document 2 ©2023 Tokyo Stock Exchange, Inc. 1 Today’s Contents Today, as in the previous discussion, we would like to hear your comments on the draft of the “Summary of Discussions on Measures to Improve the Effectiveness of the Market Restructuring” (Document 3, updated based on the previous discussion), including measures to encourage listed companies to enhance their medium- to long-term corporate value by effectively utilizing the characteristics of the three market segments and the handling of transitional measures in the future. * In addition, TSE plans to publish future actions plans (Document 4) in response to the summary of discussions. Meeting Date, Schedule Contents The first council on July 29, 2022•Discussion of issues for follow-up The ...