セブン銀行（8410） – Notice of Convocation Annual General Meeting 2022

Please note that the following is an English translation of the original Japanese version, prepared only for the convenience of shareholders residing outside Japan. In the case of any discrepancy between the translation and the Japanese original, the latter shall prevail. Securities Identification Code: 8410 May 31, 2022 CONVOCATION NOTICE OF THE 21ST ORDINARY GENERAL MEETING OF SHAREHOLDERS OF SEVEN BANK, LTD. Dear Shareholder, Notice is hereby given that the 21st Ordinary General Meeting of Shareholders (the “Meeting”) of Seven Bank, Ltd. (the “Bank”) will be held as described below. In lieu of attending the Meeting in person, you may exercise your voting rights in writing or by electronic means (e.g., the Internet). Please review the “Reference Materials for General Meeting of Shareholders” listed below and exercise your voting rights by 5:30 p.m. on Friday, June 17, 2022. Yours Sincerely, Yasuaki Funatake, President and Representative Director Seven Bank, Ltd. 6-1 Marunouchi 1-chome, Chiyoda-ku, Tokyo Date and time Monday, June 20, 2022, at 10 a.m. (Doors open at 9 a.m.) Ho-O-No-Ma (Main Hall) Tokyo Prince Hotel 3-1, Shibakoen 3-chome, Minato-ku, Tokyo Place Agenda of the Meeting Matters to be Reported 1. Business Report and Report on the Consolidated Financial Statements for the 21st Fiscal Period (from April 1, 2021, to March 31, 2022) and the Results of Audit by the Accounting Auditor and the Audit & Supervisory Board on Said Consolidated Financial Statements. 2. Report on the Non-consolidated Financial Statements for the 21st Fiscal Period (from April 1, 2021, to March 31, 2022). Matters to be Resolved Proposal 1 Proposal 2 Proposal 3 Partial Amendments to the Articles of Incorporation Election of Eight (8) Directors Election of One (1) Substitute Audit & Supervisory Board Member 1 Matters decided in convening the Meeting 1. Should you indicate neither approval nor disapproval on each proposal in the Exercise of Voting Rights Form, it shall be treated as an approval vote. 2. Should you wish to exercise non-uniform voting rights, please provide written or electronic notification to this effect, together with the reasons for your decision, no later than three days prior to the Meeting. End Please note that gifts will not be distributed at the Meeting. We appreciate your understanding. * * * Notes: Of the documents to be provided together with this convocation notice, “Matters concerning the Bank’s subscription rights to shares, etc.,” “System for ensuring the suitable maintenance of operations,” “Basic policy concerning the current status of persons supervising the determination of financial and operational policy,” “Matters concerning specific wholly owned subsidiaries,” “Matters concerning transactions with the Bank’s parent company and others,” “Matters concerning accounting advisors,” and “Other” in the Business Report, “Consolidated Statement of Changes in Net Assets” and the notes to the Consolidated Financial Statements, and “Statement of Changes in Net Assets” and the notes to the Non-consolidated Financial Statements are disclosed on the Bank’s Web site (https://www.sevenbank.co.jp/english/ir/) pursuant to the provisions of laws and regulations and Article 14 of the Articles of Incorporation, and not provided in the documents attached hereto. The attached documents accompanying this convocation notice and the aforementioned documents posted on the above Web site are included in the documents audited by the Audit & Supervisory Board Members and the Accounting Auditor to prepare the Audit Report and the Independent Auditor’s Report, respectively. If any amendments are made to the Reference Materials for General Meeting of Shareholders, the Business Report and the Consolidated and Non-consolidated Financial Statements, they will be disclosed on the Bank’s Web site (https://www.sevenbank.co.jp/english/ir/). 2 Guidance to the Exercise of Voting Rights Voting rights are important rights of shareholders. Please exercise your voting rights after carefully reviewing the “Reference Materials for General Meeting of Shareholders.” There are three methods for the exercise of voting rights as follows. Attending the General Meeting Please present the enclosed Exercise of Voting Rights Form at the reception desk. Date and time of the General Meeting : Monday, June 20, 2022, at 10 a.m. By mail Please indicate your approval or disapproval of the proposals on the enclosed Exercise of Voting Rights Form, and return it so that it arrives by the following deadline. Exercise deadline : Must arrive by 5:30 p.m., Friday, June 17, 2022 Via the Internet Please access the voting service Web site (https://www.evote.tr.mufg.jp/) designated by the Bank and enter your approval or disapproval of the proposals by the following deadline. Exercise deadline : No later than 5:30 p.m., Friday, June 17, 2022 Notes on the exercise of voting rights via the Internet Handling of exercise of voting rights via the Internet is suspended from 2 a.m. to 5 a.m. daily. If you have exercised your voting rights via the Internet, the vote exercised via the Internet shall prevail even if you exercise your voting rights by returning the Exercise of Voting Rights Form by mail. If you have exercised your voting rights more than once via the Internet, only the last vote shall prevail. Any charges that might be required to access the voting service Web site, such as connection fees charged by Internet service providers and telecommunications charges, shall be borne by the shareholder. Please note that the exercise of voting rights using a personal computer or a smartphone, etc. may not be available depending on the Internet environment of each shareholder. To Institutional Investors As an alternative method for the exercise of voting rights for the Bank’s General Meetings, the Electronic Voting Platform operated by Investor Communications Japan, Inc. is available. Measures against the Novel Coronavirus Disease (COVID-19) • Taking into consideration the situation where the spread of COVID-19 has not ended, we encourage all shareholders to exercise their voting rights by mail or via the Internet (for details, please refer to pages 5-6 of the original Japanese version). • If a shareholder attending the Meeting shows signs of ill health, the shareholder may be approached by staff and denied admission to the venue. Additionally, infection prevention measures will be taken, including the Bank’s personnel wearing masks as well as taking body temperature measurements and providing hand disinfectant for shareholders. We appreciate your understanding and cooperation. We also ask for your cooperation in wearing face masks at the Meeting. If significant changes are made to the operation of this General Meeting of Shareholders due to future circumstances, notifications will be provided via the website below. URL：https://www.sevenbank.co.jp/english/ir/ For inquiries relating to the system, etc., please contact: Mitsubishi UFJ Trust and Banking Corporation, Stock Transfer Agency Division (Help Desk): 0120-173-027 Operating hours: 9:00 a.m. to 9:00 p.m. 3 Reference Materials for General Meeting of Shareholders Proposal 1: Partial Amendments to the Articles of Incorporation 1. Reasons for amendments The amended provisions stipulated in the proviso of Article 1 of the supplementary provisions of the “Act Partially Amending the Companies Act” (Act No. 70 of 2019) will be enforced on September 1, 2022. Accordingly, in order to prepare for the introduction of the system for electronic provision of materials for general meetings of shareholders, the Articles of Incorporation of the Bank shall be amended as follows. (1) The proposed Article 14, Paragraph 1 provides that information contained in the reference materials for the general meeting of shareholders, etc. shall be provided electronically. (2) The purpose of the proposed Article 14, Paragraph 2 is to establish a provision to limit the scope of matters to be included in the paper copy to be sent to shareholders who have requested it. (3) The provisions related to the disclosure of reference materials for general meetings of shareholders, etc. via the internet and deemed provision (Article 14 of the current Articles of Incorporation) will become unnecessary and will therefore be deleted. (4) In line with the above establishment and deletion of the provisions, supplementary provisions related to the effective date, etc. shall be established. 2. Details of amendments The details of the amendments are as follows. (Amended parts are underlined.) Proposed Amendments (Deleted) Current Articles of Incorporation (Disclosure of Reference Materials for General Meeting of Shareholders, etc. via the Internet and Deemed Provision) Article 14 When convening a general meeting of shareholders, the Company may be deemed to have provided shareholders with information pertaining to the matters that should be contained or presented in the reference materials for general meeting of shareholders, business reports, non-consolidated financial statements and consolidated financial statements, if it is disclosed via the Internet in accordance with the Ordinance of the Ministry of Justice. (Newly established) (Measures for Electronic Provision, etc.) Article 14 The Bank shall, when convening a general meeting of shareholders, provide information contained in the reference materials for the general meeting of shareholders, etc. electronically. 4 Current Articles of Incorporation Proposed Amendments (Newly established) 2. Among the matters to be provided electronically, the Bank may choose not to include all or part of the matters stipulated in the Ordinance of the Ministry of Justice in the paper copy to be sent to shareholders who have requested it by the record date for voting rights. (Supplementary Provisions) 1. The deletion of Article 14 (Disclosure of Reference Materials for General Meeting of Shareholders, etc. via the Internet and Deemed Provision) of the current Articles of Incorporation and the new establishment of the proposed Article 14 (Measures for Electronic Provision, etc.) shall come into effect on the date of enforcement of the amended provisions stipulated in the proviso of Article 1 of the supplementary provisions of the Act Partially Amending the Companies Act (Act No. 70 of 2019) (the “Effective Date”). 2. Notwithstanding the provisions of the preceding paragraph, Article 14 of the current Articles of Incorporation shall remain in force with respect to a general meeting of shareholders to be held on a date within six months from the Effective Date. 3. These supplementary provisions shall be deleted after the lapse of six months from the Effective Date or the lapse of three months from the date of the general meeting of shareholders set forth in the preceding paragraph, whichever is later. 5 Proposal 2: Election of Eight (8) Directors The term of office of all seven (7) incumbent Directors will expire at the end of this General Meeting of Shareholders. We therefore propose that you elect eight (8) Directors, including two (2) newly appointed Directors. Candidates for the position of Director are as follows. Candidate number Name Position Attendance at meetings of the Board of Directors during fiscal 2021 1 Reappointed Yasuaki Funatake President and Representative Director Attended all 13 meetings (100%) 2 Newly appointed Masaaki Matsuhashi Senior Managing Executive Officer － 3 Reappointed Katsuhiro Goto Director 4 Reappointed Makoto Kigawa Director 5 Reappointed Toshihiko Itami Director 6 Reappointed Koichi Fukuo Director 7 Reappointed Yukiko Kuroda Director Attended 12 of 13 meetings (92.3%) Attended 12 of 13 meetings (92.3%) Attended 12 of 13 meetings (92.3%) Attended all 13 meetings (100%) Attended all 13 meetings (100%) Newly appointed Etsuhiro Takato － － 8 Outside Director Independent Officer Outside Director Independent Officer Outside Director Independent Officer Outside Director Independent Officer Outside Director Independent Officer 6 Candidate number Name (Date of birth) Biography, position, and business in charge, and significant concurrent positions Number of Company shares owned 1 Yasuaki Funatake (November 29, 1956) Reappointed 214,700 Apr. 1980 Jul. 2001 Dec. 2001 Joined the Long-Term Credit Bank of Japan, Limited (now Shinsei Bank, Limited.) Manager of Retail Business Development Division, Shinsei Bank Limited Joined the Bank Oct. 2002 General Manager of Business Development Division, the Bank May 2006 General Manager of Project Development Division, the Bank Jun. 2006 Jun. 2008 Jun. 2010 Jun. 2013 Apr. 2014 Executive Officer, General Manager of Project Development Division, the Bank Director, Executive Officer, General Manager of Business Promotion Division, the Bank Director, Managing Executive Officer, General Manager of Planning Division, the Bank Director, Senior Managing Executive Officer, General Manager of Planning Division, the Bank Director, Senior Managing Executive Officer, the Bank Jun. 2016 Director, Executive Vice President, the Bank Jun. 2018 President and Representative Director, the Bank (present post) Jun. 2018 Director, Seven Pay Co., Ltd. [Business in Charge] Internal Audit Division [Reasons for appointing the candidate for Director] Mr. Yasuaki Funatake, as President and Representative Director of the Bank, has controlled the Bank’s overall management and possesses abundant experience, and demonstrated performance and insight in promoting the Bank’s management strategies. Therefore, the Bank judges him to be a suitable candidate for Director. Apr. 1983 Joined NEC Engineering, Ltd. (current name: NEC Platforms, Ltd.) Apr. 2002 Joined NEC Corporation Apr. 2003 Joined the Bank Apr. 2009 General Manager of ATM Solution Division, the Bank Jun. 2011 Jul. 2015 Apr. 2016 Executive Officer, General Manager of ATM Solution Division, the Bank Managing Executive Officer, General Manager of ATM Solution Division, the Bank Managing Executive Officer, the Bank Jun. 2018 Senior Managing Executive Officer, the Bank Jul. 2021 Oct. 2021 Senior Managing Executive Officer, General Manager of Corporate Transformation Division, the Bank Senior Managing Executive Officer, the Bank (present post) [Business in Charge] Seven Labo Corporate Transformation Division [Reasons for appointing the candidate for Director] Mr. Masaaki Matsuhashi, as Senior Managing Executive Officer of the Bank, has controlled the Bank’s IT strategies and possesses abundant experience, and demonstrated performance and insight in promoting the Bank’s management strategies. Therefore, the Bank judges him to be a suitable candidate for Director. 2 Masaaki Matsuhashi (April 6, 1962) Newly appointed 13,700 7 Candidate number Name (Date of birth) 3 Katsuhiro Goto (December 20, 1953) Reappointed 4 Makoto Kigawa (December 31, 1949) Reappointed Independent Officer Outside Director Number of Company shares owned 30,000 0 Biography, position and business in charge, and significant concurrent positions Jul. 1989 Joined Seven-Eleven Japan Co., Ltd. May 2002 May 2004 Sep. 2005 May 2006 Aug. 2009 May 2016 Jun. 2017 Mar. 2022 Director, Ito-Yokado Co., Ltd. Managing Director, Ito-Yokado Co., Ltd. Director, Seven & i Holdings Co., Ltd. Director, Millennium Retailing, Inc. Director, Sogo & Seibu Co., Ltd. Vice President & Representative Director, Seven & i Holdings Co., Ltd. (present post) Director, the Bank (present post) Director, Seven-Eleven Japan Co., Ltd. (present post) [Significant Concurrent Positions] Vice President & Representative Director, Seven & i Holdings Co., Ltd. Director, Seven-Eleven Japan Co., Ltd. [Reasons for appointing the candidate for Director] Mr. Katsuhiro Goto’s experience and insight as a Representative Director of Seven & i Holdings Co., Ltd. and a Director of Seven-Eleven Japan Co., Ltd., has genuinely contributed to the Bank’s management. Therefore, the Bank judges him to be a suitable candidate for Director. Apr. 1973 Joined The Fuji Bank, Limited (now Mizuho Bank, Ltd.) Apr. 2004 Apr. 2005 Jun. 2005 Jun. 2006 Mar. 2007 Apr. 2011 Apr. 2015 Managing Director, Mizuho Corporate Bank, Ltd. (now Mizuho Bank, Ltd.) Joined YAMATO TRANSPORT CO., LTD. (now YAMATO HOLDINGS CO., LTD.) Managing Director, YAMATO TRANSPORT CO., LTD. Representative Director and Senior Executive Officer, YAMATO TRANSPORT CO., LTD. Representative Director, President and Executive Officer, YAMATO TRANSPORT CO., LTD. Representative Director, President and Executive Officer, YAMATO HOLDINGS CO., LTD. Representative Director and Chairman, YAMATO HOLDINGS CO., LTD. Director, Komatsu Ltd. (present post) Director and Chairman, YAMATO HOLDINGS CO., LTD. Director, the Bank (present post) Director, YAMATO HOLDINGS CO., LTD. Director, Oki Electric Industry Co., Ltd. (present post) Special Adviser, YAMATO HOLDINGS CO., LTD. (present post) Corporate Auditor, The Higo Bank, Ltd. Director, The Higo Bank, Ltd. (present post) Jun. 2016 Apr. 2018 Jun. 2018 Apr. 2019 Jun. 2019 Jun. 2019 Apr. 2020 Apr. 2022 [Significant Concurrent Positions] Special Adviser, YAMATO HOLDINGS CO., LTD. Outside Director, Komatsu Ltd. Outside Director, Oki Electric Industry Co., Ltd. Outside Director, The Higo Bank, Ltd. [Reasons for appointing the candidate for Outside Director and Outline of Expected Roles] Mr. Makoto Kigawa’s experience and insight as a manager at YAMATO HOLDINGS CO., LTD., etc., has genuinely contributed to the Bank’s management. Therefore, the Bank judges him to be a suitable candidate for Outside Director. If he is elected as an Outside Director, the Bank expects him to continue providing supervision and guidance regarding management policies and business operations drawing on his experience and insight in corporate management. 8 Candidate number Name (Date of birth) Biography, position and business in charge, and significant concurrent positions Number of Company shares owned 5 Toshihiko Itami (September 2, 1953) Reappointed Independent Officer Outside Director 6 Koichi Fukuo (April 17, 1955) Reappointed Independent Officer Outside Director 7 Yukiko Kuroda (September 24, 1963) Reappointed Independent Officer Outside Director Apr. 1980 Jun. 2010 Jul. 2012 Jul. 2014 Dec. 2015 Nov. 2016 Nov. 2016 Jun. 2018 Jun. 2018 Jun. 2020 Prosecutor, Tokyo District Public Prosecutors Office Director-General of the General Affairs Division, Supreme Public Prosecutors Office Chief Public Prosecutor, Tokyo District Public Prosecutors Office Deputy Prosecutor-General, Supreme Public Prosecutors Office Superintending Prosecutor, Osaka High Public Prosecutors Office Registered as an Attorney-at-law, joined Daiichi Tokyo Bar Association (present post) Advisor, Nagashima Ohno & Tsunematsu (present post) Director, the Bank (present post) Director, TODA CORPORATION (present post) Director (Audit & Supervisory Committee Member), JP-HOLDINGS, INC. (present post) [Significant Concurrent Positions] Attorney-at-law (Nagashima Ohno & Tsunematsu) Outside Director, TODA CORPORATION Outside Director (Audit & Supervisory Committee Member), JP-HOLDINGS, INC. [Reasons for appointing the candidate for Outside Director and Outline of Expected Roles] Mr. Toshihiko Itami’s insight on corporate legal affairs nurtured for many years through his career as a prosecutor has genuinely contributed to the Bank’s management. Although Mr. Itami has not been involved in corporate management other than as an Outside Director or Outside Auditor, for the above reasons, the Bank judges him to be a suitable candidate for Outside Director. If he is elected as an Outside Director, the Bank expects him to continue providing supervision and guidance regarding legal compliance and internal control drawing on his insight as an attorney-at-law. Joined Honda Motor Co., Ltd. Apr. 1978 Operating Officer, Honda Motor Co., Ltd. Jun. 2005 Managing Officer, Honda Motor Co., Ltd. Jun. 2010 Senior Managing Officer, Honda Motor Co., Ltd. Apr. 2014 Executive Vice President, Honda R&D Co., Ltd. Nov. 2014 President and Representative Director, Honda R&D Co., Ltd. Apr. 2015 Senior Managing Officer and Director, Honda Motor Co., Ltd. Jun. 2015 Director, the Bank (present post) Jun. 2018 Jun. 2019 Director, Hitachi Metals, Ltd. (present post) [Significant Concurrent Position] Outside Director, Hitachi Metals, Ltd. [Reasons for appointing the candidate for Outside Director and Outline of Expected Roles] Mr. Koichi Fukuo’s experience and insight as a manager at Honda Motor Co., Ltd., etc., has genuinely contributed to the Bank’s management. Therefore, the Bank judges him to be a suitable candidate for Outside Director. If he is elected as an Outside Director, the Bank expects him to continue providing supervision and guidance regarding management policies and business operations drawing on his experience and insight gained through corporate management. Apr. 1986 Jan. 1991 Jun. 2010 Mar. 2011 Apr. 2012 Jun. 2013 Jun. 2015 Jun. 2018 Jun. 2018 [Significant Concurrent Positions] Joined Sony Corporation Representative Director, People Focus Consulting Audit & Supervisory Board Member, Astellas Pharma Inc. Director, CAC Co., Ltd. (now CAC Holdings Corporation) Director/Founder, People Focus Consulting (present post) Director, Marubeni Corporation Member of the Board, Mitsui Chemicals, Inc. Director, the Bank (present post) Director, Terumo Corporation (present post) Director/Founder, People Focus Consulting Outside Director, Terumo Corporation [Reasons for appointing the candidate for Outside Director and Outline of Expected Roles] Ms. Yukiko Kuroda’s experience as a corporate manager and insight related to the development of human resources who can handle global business has genuinely contributed to the Bank’s management. Therefore, the Bank judges her to be a suitable candidate for Outside Director. If she is elected as an Outside Director, the Bank expects her to continue providing supervision and guidance regarding management policies and business operations drawing on her experience in corporate management and insight into the development of human resources who can handle global business. 9 0 0 0 Candidate number Name (Date of birth) Biography, position, and business in charge, and significant concurrent positions Number of Company shares owned 8 Etsuhiro Takato (February 6, 1957) Newly appointed Independent Officer Outside Director 0 Apr. 1979 Joined Ajinomoto Co., Inc. Aug. 2002 President, PT Ajinomoto Indonesia Jan. 2015 President, Ajinomoto SEA Regional Headquarters Co., Ltd. Jul. 2007 Jun. 2009 Jun. 2009 Jun. 2013 Jun. 2013 Jun. 2015 Jun. 2016 Jun. 2017 Jun. 2019 Jun. 2020 Jun. 2021 General Manager, Industrial Umami Seasonings Dept., Amino Acids Company, Ajinomoto Co., Inc. Corporate Executive Officer, Ajinomoto Co., Inc. President, Ajinomoto do Brasil Indústria e Comércio de Alimentos Ltda. Member of the Board & Corporate Vice President, Ajinomoto Co., Inc. President, Ajinomoto Co., (Thailand) Ltd. Member of the Board & Corporate Senior Vice President, Ajinomoto Co., Ltd. General Manager, Food Products Division, Ajinomoto Co., Ltd. Representative Director & Corporate Senior Vice President, Ajinomoto Co., Ltd. Member of the Board, Ajinomoto Co., Ltd. Chairman, Umami Manufacturers Association of Japan (present post) Advisor, Ajinomoto Co., Inc. (present post) Mar. 2022 Director, Milbon Co., Ltd. (present post) [Significant Concurrent Positions] Advisor, Ajinomoto Co., Inc. Outside Director, Milbon Co., Ltd. [Reasons for appointing the candidate for Outside Director and Outline of Expected Roles] Mr. Etsuhiro Takato possesses experience and insight in corporate management, marketing, and global duties from working at Ajinomoto Co., Inc. Therefore, the Bank judges him to be a suitable candidate for Outside Director. If he is elected as an Outside Director, the Bank expects him to provide supervision and guidance regarding management policies and business operations drawing on his experience and insight in corporate management, marketing, and global duties. 10 Notes: 1. Candidate Mr. Katsuhiro Goto concurrently serves as Vice President & Representative Director of Seven & i Holdings Co., Ltd., which is the Bank’s parent company, and as Director of Seven-Eleven Japan Co., Ltd. There are no particular interests between the Bank and any of the other candidates for Director. If the election of Candidate Mr. Katsuhiro Goto is approved as originally proposed, Mr. Goto will become a non-executive Director. 2. Candidates Mr. Makoto Kigawa, Mr. Toshihiko Itami, Mr. Koichi Fukuo, Ms. Yukiko Kuroda and Mr. Etsuhiro Takato are candidates for Outside Director of the Bank. 3. Facts of violation of laws or Articles of Incorporation or other unfair business execution that occurred at other company in the past five years while a candidate for Outside Director was serving as a director, an executive officer or an audit & supervisory board member of the company are as follows: ● Candidate Makoto Kigawa served as a Director of YAMATO HOLDINGS CO., LTD. (“YAMATO HOLDINGS”) from June 2005 to June 2019. During his tenure of office, at the company’s corporate group, there were situations where efforts to build operational structures could not catch up with the rapid expansion of e-commerce in recent years. In the wake of this issue, after conducting surveys on the employees’ actual working hours since February 2017, it was revealed that there was a lack of recognition as a company about issues such as employees being unable to get sufficient break. YAMATO HOLDINGS regarded this finding as a serious issue, positioned the “workstyle reform”—via “Improvement in and thorough labor management,” “promotion of a healthy work-life balance” and other initiatives—as a priority issue and has been working on various structural reforms. Also, at Yamato Home Convenience Co. Ltd. (“Yamato Home Convenience”), a consolidated subsidiary of YAMATO HOLDINGS, an inappropriate billing for moving services to employees of their corporate clients occurred in violation of contract. As a result, Yamato Home Convenience received an administrative disposition and a business improvement order from the Ministry of Land, Infrastructure, Transport and Tourism (MLIT) in January 2019. YAMATO HOLDINGS has been working on structural enhancement to prevent the recurrence of similar incident at Yamato Home Convenience and strengthening corporate governance to improve the soundness of management of the Yamato Group. ● Candidate Koichi Fukuo has been serving as an Outside Director of Hitachi Metals, Ltd. since June 2019. During his tenure of office, it was disclosed in April 2020 that there had been misrepresentations of test results in inspection reports submitted to customers for some of the products of the company and its subsidiaries. Although Mr. Koichi Fukuo was not aware of the said fact until it was revealed, he had been expressing opinions based on the standpoint of compliance at the Board of Directors and the Audit Committee before the incident. After the discovery of such facts, he has been receiving reports on the progress of investigations and response to customers while supervising and making suggestions on the formulation of various quality compliance-related measures for the prevention of recurrence and efforts for individual measures, thus, he is fulfilling his duties. 4. Regarding the candidates Mr. Makoto Kigawa, Mr. Toshihiko Itami, Mr. Koichi Fukuo and Ms. Yukiko Kuroda, who are currently servicing as Outside Directors of the Bank, each candidate’s length of service period as an Outside Director is four years at the end of this General Meeting of Shareholders. 5 With candidates Mr. Katsuhiro Goto, Mr. Makoto Kigawa, Mr. Toshihiko Itami, Mr. Koichi Fukuo and Ms. Yukiko Kuroda, the Bank currently has a contract for limitation of indemnity liability as provided in Article 423, Paragraph 1, of the Companies Act on the basis of the provisions of Article 427, Paragraph 1, of the Companies Act. (Provided, however, that the amount of the liability limitation under the contract is as provided by law.) If the elections of these candidates are approved as originally proposed, this contract with each of them shall continue to be effective. In addition, if the election of candidate Mr. Etsuhiro Takato is approved as originally proposed, the Bank intends to conclude the same contract for limitation of liability with him. 6. Seven & i Holdings Co., Ltd., which is the Bank’s parent company, has entered into a Directors and Officers Liability Insurance (D&O Insurance) contract with an insurance company to insure its directors, audit & supervisory board members, and executive officers as well as those of its subsidiaries, including the Bank (excluding some subsidiaries). The insurance contract is scheduled to be renewed in September 2022. Each of the candidates who is an incumbent director is insured under the insurance contract, and if each candidate assumes or reassumes office as director, he/she will be insured under the insurance contract. The Bank fully covers the insurance premiums for its Directors, Audit & Supervisory Board Members, and Executive Officers. 7. Candidates Mr. Makoto Kigawa, Mr. Toshihiko Itami, Mr. Koichi Fukuo and Ms. Yukiko Kuroda have been registered as Independent Officers with the Tokyo Stock Exchange, based on the provisions stipulated by Tokyo Stock Exchange, Inc. If the election of these candidates is approved as originally proposed, the Bank intends to continue to register them as Independent Officer with the Tokyo Stock Exchange. In addition, if the election of Mr. Etsuhiro Takato is approved as originally proposed, the Bank intends to register him as Independent Officer with the Tokyo Stock Exchange, based on the provisions stipulated by Tokyo Stock Exchange, Inc. Candidate Mr. Makoto Kigawa concurrently holds offices as Special Adviser of YAMATO HOLDINGS and Outside Director of The Higo Bank, Ltd. The Bank and its subsidiaries have the following transactions with YAMATO HOLDINGS’s subsidiaries and The Higo Bank, Ltd., respectively. However, the amount of such transactions with each comprises less than 1% of ordinary expenses or of the ordinary income of the Bank’s most recent consolidated business year and they are not deemed major business partners. • The Bank and its subsidiaries pay delivery fees, etc., to YAMATO HOLDINGS’ subsidiaries. • The Bank’s subsidiaries receive payments for system usage fees, etc., from the YAMATO HOLDINGS’ subsidiaries. • The Bank has ATM collaboration partnership with The Higo Bank and receives payments for fees, etc., from The Higo Bank. 8. Ms. Yukiko Kuroda’s name on the Family Register is Yukiko Matsumoto. 11 (Reference) Skill Matrix of Directors and Audit & Supervisory Board Members We believe that the role of Directors and Audit & Supervisory Board Members is to realize appropriate business management by supervising and auditing business execution while fully understanding the social mission and responsibilities of the banking business. In order to properly fulfill this role, we utilize the skill matrix when appointing Directors and Audit & Supervisory Board Members, and aim for a well-balanced composition of members with diverse skills and expertise. Position Name Corporate Management Sales and Marketing Product Development& IT Global Human Resources & Labor Financial Affairs and Finance Legal Affairs & Risk Management Yasuaki Funatake ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ ○ President and Representative Director Senior Managing Executive Officer Outside Director (Independent Officer) Outside Director (Independent Officer) Outside Director (Independent Officer) Outside Director (Independent Officer) Full-time Audit & Supervisory Board Member Full-time Audit & Supervisory Board Member Outside Audit & Supervisory Board Member (Independent Officer) Outside Audit & Supervisory Board Member (Independent Officer) Masaaki Matsuhashi Director Katsuhiro Goto ○ ○ ○ ○ Koichi Fukuo ○ ○ － Etsuhiro Takato ○ Kazuhiko Ishiguro ○ Makoto Kigawa Toshihiko Itami Yukiko Kuroda Ryoji Sakai Hideaki Terashima ○ ○ ○ ○ ○ ○ 12 Yukie Toge ○ ○ Proposal 3: Election of One (1) Substitute Audit & Supervisory Board Member As the effectiveness of the election of Substitute Audit & Supervisory Board Member Ms. Chieko Eda, who was elected at the 20th Ordinary General Meeting of Shareholders held on June 21, 2021, will expire as of this General Meeting of Shareholders, to prepare for the event that the number of Audit & Supervisory Board Members falls below the required number stipulated by laws and regulations, we propose that you once again elect one (1) Substitute Audit & Supervisory Board Member. Provided, however, the election based on this proposal shall be able to be revoked with approval by the Audit & Supervisory Board and by resolution of the Board of Directors only before the elected Audit & Supervisory Board Member assumes office. This proposal has already been approved by the Audit & Supervisory Board. The candidate for the position of Substitute Audit & Supervisory Board Member is as follows. Name (Date of birth) Biography, position, and significant concurrent positions Number of Company shares owned Chieko Ogawa (February 14, 1963) Yorozu Corporation (present post) [Significant Concurrent Positions] 0 Apr. 2005 Registered as a Certified Public Accountant Apr. 2006 Joined Nihombashi Corporation Jun. 2009 Sep. 2010 Registered as a Certified Public Accountant in Washington State, United Joined Resources Global Professionals Japan K.K. Feb. 2014 Registered as a Certified Tax Accountant Apr. 2014 Head of Ogawa CPA Office (present post) Apr. 2016 Representative Audit Commissioner in Toda City, Saitama Prefecture States (present post) Jun. 2017 Member of the Board (Member of the Audit & Supervisory Committee), Certified Public Accountant and Certified Tax Accountant (Head of Ogawa CPA Office) Representative Audit Commissioner in Toda City, Saitama Prefecture Member of the Board (Outside) (Member of the Audit & Supervisory Committee), Yorozu Corporation [Reasons, etc. for appointing the candidate for Substitute Outside Audit & Supervisory Board Member] Although Ms. Chieko Ogawa has not been involved in corporate management other than as an Outside Director or Outside Auditor, we can expect her to utilize her international insight as a Certified Public Accountant in auditing our management. Therefore, the Bank judges her to be a suitable candidate for Substitute Outside Audit & Supervisory Board Member. Notes: 1. Candidate Ms. Chieko Ogawa is a candidate for Substitute Outside Audit & Supervisory Board Member of the Bank. 2. There are no particular interests between the Bank and candidate Ms. Chieko Ogawa. 3. If candidate Ms. Chieko Ogawa assumes office as an Outside Audit & Supervisory Board Member of the Bank, the Bank intends to conclude with her a contract for limitation of indemnity liability as provided in Article 423, Paragraph 1, of the Companies Act on the basis of the provisions of Article 427, Paragraph 1, of the Companies Act. (Provided, however, that the amount of the liability limitation under the contract is as provided by law.) 4. Seven & i Holdings Co., Ltd., which is the Bank’s parent company, has entered into a Directors and Officers Liability Insurance (D&O Insurance) contract with an insurance company to insure its directors, audit & supervisory board members, and executive officers as well as those of its subsidiaries, including the Bank (excluding some subsidiaries). The insurance contract is scheduled to be renewed in September 2022. If the candidate for Audit & Supervisory Board Member assumes office, she will be insured under the insurance contract. The Bank fully covers the insurance premiums for its Directors, Audit & Supervisory Board Members, and Executive Officers. 5. If candidate Ms. Chieko Ogawa assumes office as an Outside Audit & Supervisory Board Member of the Bank, the Bank intends to register her as Independent Officer with the Tokyo Stock Exchange, based on the provisions stipulated by Tokyo Stock Exchange, Inc. 13 (Reference) Regarding Independence of Outside Officers 1. Independence Standards of Outside Officers (1) Is not a person with executive authority over operations of the Bank’s parent company or fellow subsidiary (or has been in such position in the past, hereinafter, the same applies to each item); (2) Is not a person for which the Bank is a major business partner or a person with executive authority over such entity’s operations, or a major business partner of the Bank or a person with executive authority over operations of such entity’s operations; (3) Is not a consultant, an accounting professional or a legal professional or a person belonging to an organization that receives a significant amount of compensation from the Bank, other (4) Is not a major shareholder of the Bank or a person with executive authority over operations than officers’ compensation; of such shareholder; or (5) Is not a close relative to a person that falls under any of the above or a relative by blood or marriage within the second degree to a person with executive authority over operations of the Bank. such. 2. Other matters relating to Independent Officers The Bank registers all applicable persons who fulfill the qualifications of independent officer as 14 Business Report for the 21st Fiscal Period (from April 1, 2021, to March 31, 2022) 1 Matters concerning the current status of the Corporate Group 1. Business developments of the Bank’s group and outcomes Description of main businesses Seven Bank Group (the “Bank’s group”) comprises 13 companies, i.e., Seven Bank Ltd. (the “Bank”) and its 8 consolidated subsidiaries (FCTI, Inc., PT. ABADI TAMBAH MULIA INTERNASIONAL, Bank Business Factory Co., Ltd., Seven Payment Service, Ltd., Pito AxM Platform, Inc., Seven Global Remit, Ltd., ACSiON, Ltd., and Credd Finance, Ltd.) and 4 affiliates (Seven Pay Co., Ltd., TORANOTEC Ltd., TORANOTEC Asset Management Ltd., and Metaps Payment Inc.), promoting each business in Japan and overseas. In Japan, the Bank’s group provides ATM services and financial services. Overseas, it provides ATM services in the United States, Indonesia, and the Philippines. (1) Domestic business segment Regarding the provision of ATM services, the Bank’s group installed ATMs in Seven-Eleven and Ito-Yokado belonging to companies of the Seven & i Group, as well as at airports, stations and branches of financial institutions. By cooperating with numerous domestic financial institutions, the Bank’s group provides ATM services to numerous customers using its convenient ATM network which operates 24/365 in principle. Regarding the provision of financial services, the Bank’s group provides ubiquitous and convenient account services such as ordinary deposits, time deposits, loan services, international money transfer services and debit services for customers who have an account with the Bank. The Bank’s group is also developing financial services that meet the needs of various customers by utilizing the knowledge of the Bank’s group and collaborating with external corporations. (2) Overseas business segment FCTI, Inc., a consolidated subsidiary of the Bank, is developing ATM services in the United States, including the installation of ATMs at Seven-Eleven stores. PT. ABADI TAMBAH MULIA INTERNASIONAL, a consolidated subsidiary of the Bank in Indonesia, is developing local ATM services. Moreover, Pito AxM Platform, Inc., a consolidated subsidiary of the Bank in the Philippines, is working on installing ATMs at Seven-Eleven stores and developing ATM services. As stated above, the Bank’s group has been promoting initiatives towards diversification of businesses and services with the aim of the sustainable creation of both social value and corporate value while recognizing changes in a diverse society as substantial business opportunities. Economic and Financial environment While the effects of the novel coronavirus disease (COVID-19) have been prolonged, the Japanese economy during the consolidated fiscal year under review continued to gradually recover, despite some weaknesses, due to the improvement of the vaccination rate and the effects of various measures. However, the outlook remains uncertain due to the spread of the new variant (Omicron variant) and the rise in raw material prices. Business developments and outcomes (1) Domestic business segment During the consolidated fiscal year under review, harsh circumstances continued due to the spread of COVID-19, but, in addition to the recovery in the number of transactions at financial institutions for deposits and savings, there was a steady increase in the number of transactions using the Bank’s ATMs to charge cash into various cashless settlement methods. As a result, the total number of ATM transactions was significantly higher than in the same period of the previous fiscal year. In addition to creating an environment where one can receive services anytime and anywhere through the alternative of ATM operation and the active installation of ATMs outside the group, the Bank’s group has started to enable application through ATMs for using an Individual 15 Number Card as a health insurance card, and ATM identity authentication services as a demonstration experiment, steadily promoting the evolution of “ATM+.” The number of our ATMs installed reached 26,253 as of March 31, 2022 (up 2.2% compared with the end of March 2021). The average number of daily transactions per ATM was 96.5 (up 6.5% year over year), and a total of 910 million ATM transactions were recorded (up 8.8% year over year). As of March 31, 2022, we had partnered with 620 financial institutions, etc.* and the number of fourth-generation ATMs installed was 10,178 as of March 31, 2022 (up 69.0% compared with the end of March 2021). Due to the impact of COVID-19 and trends in raw material prices, the business environment outlook remains uncertain, but the Bank’s group will continue to promote the ATM platform strategy that flexibly responds to changes in society and customer needs by developing the social value of ATMs from a cash-based platforms to “ATM+.” Note: JA Bank and JF Marine Bank are each counted as one institution. Moreover, the smartphone app, “My Seven Bank” has been very well received due to its simple and easy-to-use UI and UX, in addition to its instant account opening service, which allows an account to be opened in as little as 10 minutes using online personal authentication. As of March 31, 2022, the cumulative number of downloads reached 1.51 million. The number of individual customer accounts increased steadily to 2,528,000 (up 6.9% compared with the end of March 2021), the balance of individuals’ deposits was 550,700 million yen (up 6.1% year over year) and the balance of loan services for individual customers was 28,000 million yen (up 15.3% year over year). The “Seven Bank Deferred Payment Service” was launched on September 21, 2021, and the total amount handled up to March 31, 2022 reached 21,000 million yen. In February 2022, the Bank agreed to provide securities trading services to Seven Bank account holders in collaboration with Smartplus Ltd. The Bank is preparing for the start of services through the “My Seven Bank” app as a financial intermediary. Recognizing that changes in society are a business opportunity, in addition to the know-how accumulated to date, the Bank is collaborating with external corporations with the aim of providing new financial services to meet the various needs of our customers. (2) Overseas business segment Despite economic stimulus measures such as the provision of benefits implemented by the United States government in the first quarter of the fiscal year that boosted the number of ATM transactions, FCTI, Inc., the Bank’s consolidated subsidiary, saw the number of ATM transactions fall below that of the corresponding period of the previous year due to the prolonged impact of COVID-19. As a result of systematically reorganizing ATMs with low profitability that were installed at locations outside of United States 7-Eleven stores, the number of ATMs installed as of December 31, 2021 totaled 9,004 (down 3.8% compared to December 31, 2020), including 8,688 ATMs (up 1.5% compared to December 31, 2020) installed inside 7-Eleven stores in the United States. With regard to the business results of FCTI, Inc. for the consolidated fiscal year (from January 16 2021 to December 2021), due to the reorganization of ATMs with low profitability installed outside of United States 7-Eleven stores, which the Bank has been implementing for some time, as well as a decrease in the number of ATM transactions caused by the renewed spread of COVID-19 after the third quarter of the fiscal year, and other factors, ordinary income was 206.3 million U.S. dollars (down 9.1% year over year), ordinary profit was 16.4 million U.S. dollars (down 28.2% year over year), and net profit was 35.9 million U.S. dollars (up 45.9% year over year). PT. ABADI TAMBAH MULIA INTERNASIONAL, a consolidated subsidiary of the Bank in Indonesia, steadily promoted its business even amid the COVID-19 pandemic and greatly increased the number of ATMs installed to 2,551 as of December 31, 2021 (up 249.4% compared to December 31, 2020). Additionally, Pito AxM Platform, Inc., a consolidated subsidiary of the Bank in the Philippines, started the ATM operation business in February 2021 and installed ATMs at 7-Eleven stores in the Philippines, and the number of ATMs installed was 1,249 as of December 31, 2021. (3) Operating results As for the consolidated results of our operations in fiscal 2021, despite an increase in the total number of ATM transactions, the introduction of a new ATM-related fee income system for banks, as well as future growth investment and cost increases, including fourth-generation ATMs, were the main backdrop for ordinary income to record 136,667 million yen (down 0.4% year over year). Ordinary profit was 28,255 million yen (down 20.7% year over year), and net income attributable to owners of the parent was 20,827 million yen (down 19.6% year over year). As for the Bank’s non-consolidated business results, ordinary income was 110,298 million yen (down 1.2% year over year), ordinary profit was 28,412 million yen (down 17.8% year over year), and net income was 18,135 million yen (up 14.5% year over year). (4) Assets, liabilities and net assets Total assets at the end of March 2022 were 1,221,623 million yen. The majority of this total comprised cash and due from banks required for the operation of ATMs of 931,404 million yen. The remainder mostly consisted of marketable securities of 89,945 million yen held as collateral for foreign exchange settlements and Bank of Japan current account overdraft transactions, and 84,461 million yen representing ATM-related temporary payments, which are temporary advances from partner financial institutions. Liabilities were 977,509 million yen. These largely comprised deposits (excluding negotiable certificates of deposit) totaling 789,937 million yen. Of these, the outstanding balance of individuals’ ordinary deposits was 423,038 million yen and the balance of individuals’ time deposits was 127,720 million yen. Net assets were 244,113 million yen. Of these, retained earnings were 176,549 million yen. 17 Issues the Bank’s group needs to cope with Since its establishment in 2001, the Bank has achieved firm and steady growth by pursuing ATM services that can be accessed “anytime, anywhere, by anyone, and with safety and security.” However, as the steady trend towards digitalization and a cashless society progresses, the spread of COVID-19 has shaken society and the economy, and greatly accelerated this trend. Amid the COVID-19 pandemic, customer behaviors and the values that customers seek for companies are drastically changing. On the other hand, as the risk of natural disasters due to climate change increases on a global scale, the ideal form of corporate management that strives for the realization of a sustainable society is being examined. In order to respond to big changes in the business environment, last year, the Bank redefined its raison d’être (purpose) to “Create a better version of daily life by going beyond the wishes of our customers.” Moreover, the Bank formulated and announced the Medium-Term Management Plan (FY2021 – FY2025) to achieve sustainable growth. The Bank’s group sees these environmental changes as opportunities for further reform and leap, and by addressing the following issues, the group will aim to realize sustainable growth and continue to be a company that is needed by customers and society. ATM platform strategies ⋅ The ATM cash-based platform business, which has been the Bank’s core business thus far, is now at a major turning point. With the acceleration of cashless payments, cash deposit and withdrawal transactions with financial institutions have continued to decline, but on the other hand, cash charge transactions with QR code settlement companies have increased significantly. As a result, the Bank’s number of ATM transactions has increased, exceeding the average number of ATM transactions before the spread of COVID-19 (the year before last year). Analyzing such usage trends, it appears that there is still a strong need for cash transactions in Japan. Recognizing that changes in the settlement environment are opportunities for new ATM services, the Bank will continue its efforts to provide customers with secure and convenient services. ⋅ The installation of fourth-generation ATMs began in September 2019, and due to progress with replacement, the number of fourth-generation ATMs has reached 40% of the total number of ATMs. Utilizing the newly implemented functions (personal authentication function, scanning function, etc.) of the fourth-generation ATM, the Bank will develop new ATM services that go beyond cash transactions in the fields of administration, medical care, financial services, etc. Retail strategies ⋅ In the financial retail field, in addition to conventional financial institutions, various companies, such as Fintech companies, are appearing and competition is intensifying. The Bank will strengthen cooperation with the Seven & i Group and expand its efforts to develop and provide exceptional financial products unique to a bank that originated in a distribution group. Corporate strategies ⋅ The Bank has strived to expand the services provided to financial institutions and general fund businesses regarding bank-quality administrative skills, safe and secure management/fund including transfer mechanisms, and high-security authentication that are the Bank’s strengths accumulated since its founding. In recent years, the Bank has quickly adopted the evolving DX technology, and aims to expand the scale of business through collaboration with external companies. technologies Overseas strategies ⋅ FCTI, Inc., the Bank’s consolidated subsidiary in the United States, is still in the process of recovering the number of transactions affected by the prolonged effects of COVID-19, but the reorganization of ATMs with low profitability has progressed and the Bank has achieved a financial structure that can secure stable profits. On the other hand, despite concerns about an increase in procurement costs due to the expected rise in U.S. interest rates in the future, the Bank will take measures to minimize the impact on the market 18 interest rate by stopping cost increases utilizing financial derivatives and formulating measures for cash reduction in ATMs. At the same time, the Bank will provide new financial services utilizing an ATM network of approximately 9,000 ATMs. ⋅ In Asia, the Bank is developing ATM services in two countries, Indonesia and the Philippines, and accelerating the expansion of the number of ATMs installed. In both countries, high demand is expected to continue as there are not enough ATMs installed that users need in their daily lives. The Bank will promote the development of ATM networks in both countries and then, using ATMs as an introduction, strive to bring about multi-layered financial services. ⋅ The Bank’s group positioned sustainability as the basis for its long-term management strategy and established the “Basic Sustainability Promotion Policy” and the “Sustainability Committee” in 2021 to review the group-wide promotion structure. With the “Five Materiality*” established in fiscal 2019, the Bank will further develop its initiatives with the aim of solving environmental and social issues through business activities and strengthening business competitiveness at the same time. Note: The Five Materiality ⋅ Provide safe and secure settlement infrastructure ⋅ Create life quality through new financial services ⋅ Create a society where everybody can play a part ⋅ Reduce environmental impact ⋅ Realize coexistence of multiple cultures The environment surrounding the Bank’s group is changing dramatically. The group’s stance of always listening to and responding to the thoughts of customers, which the group has valued since the group’s establishment, will not change. The Bank’s group will continue to take on the challenge of creating original and new value as a unique bank that succeeds in being close-by, convenient, reliable and secure. We look forward to your continued support and guidance. 19 2. Assets and profit/loss of the Bank and the Bank’s group A. Assets and profit/loss of the Bank’s group (Consolidated) FY2018 FY2019 FY2020 FY2021 (Unit: millions of yen) Ordinary income Ordinary profit Net income attributable to owners of the parent Comprehensive income Total net assets Total assets 147,288 148,553 137,267 136,667 40,714 13,236 13,051 39,836 26,162 25,939 35,640 25,905 25,605 28,255 20,827 22,163 212,890 222,833 234,676 244,113 1,141,926 1,085,885 1,197,158 1,221,623 Note: Figures in the table are rounded down to the nearest whole unit. B. Assets and profit/loss of the Bank (Non-consolidated) FY2018 FY2019 FY2020 FY2021 (Unit: millions of yen) Deposits Time deposits Others Bonds Loans receivable To individuals To medium and small enterprises Others Commodity-related securities Government bonds Securities Others Total assets Amount of domestic exchange handled Amount of foreign exchange handled Ordinary profit Net income for the term Net income per share for the term 686,633 231,971 454,662 105,000 23,528 23,283 — 244 — 80,826 — 80,826 784,892 240,346 544,545 105,000 24,350 24,300 — 50 — — 598 45,013 27,675 Yen 23.42 Millions of U.S. dollars 636 34,593 15,825 Yen 13.44 792,751 229,097 563,654 105,000 28,203 27,953 — 250 — — 526 28,412 18,135 Yen 15.42 91,173 111,167 91,173 111,167 1,145,511 1,091,287 1,192,358 1,209,040 36,717,770 37,273,102 37,065,517 38,152,148 Millions of U.S. dollars Millions of U.S. dollars Millions of U.S. dollars 679,730 231,503 448,226 135,000 23,439 22,688 — 751 — 92,728 — 92,728 524 43,059 14,572 Yen 12.23 Note: Figures in the table are rounded down to the nearest whole unit. 3. Employees of the Bank’s group Number of employees Note: Number of employees does not include officers, executive officers, employees on loan to outside the Bank’s group, part-time 736 employees and dispatched employees, whereas it does include employees on loan from outside the Bank’s group. Current FY end Domestic Business Overseas Business 175 20 4. Major outlets and branch stores of the Bank’s group A. Banking business (a) Major outlets and branch stores and numbers of outlets and branch stores Major outlet and branch store Current FY end Tokyo metropolitan region Headquarters and others Total 18 (Outlets) (–) Notes: 1. Outlets and branch stores in the Tokyo metropolitan region include 17 virtual branch stores (12 for individuals, 5 for corporations), all of which are located at the headquarters. 2. In addition to the above, the Bank’s consolidated subsidiary, Seven Global Remit, Ltd. has 1 sales office (Nagoya Office). 3. In addition to the above, non-store ATMs were installed in 24,368 locations as of the end of FY2021. (b) List of bank agencies Name Relia, Inc. Seven Global Remit, Ltd. Seven Payment Service, Ltd. Not applicable B. Domestic business Location of the major office or operating office 6-5, Yoyogi 2-chome, Shibuya-ku, Tokyo 6-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo 6-1, Marunouchi 1-chome, Chiyoda-ku, Tokyo Major operation other than bank agency business Call center operation (answering phone calls) Fund transfer for foreign nationals in Japan Remittance and settlement services (c) Bank agency services, etc. operated by Seven Bank Bank Business Factory Co., Ltd.: Head Office in Yokohama, Kanagawa Prefecture, Japan Seven Payment Service, Ltd.: Head Office in Chiyoda-ku, Tokyo, Japan Seven Global Remit, Ltd.: Head Office in Chiyoda-ku, Tokyo, Japan ACSiON, Ltd.: Head Office in Chiyoda-ku, Tokyo, Japan Credd Finance, Ltd.: Head Office in Chiyoda-ku, Tokyo, Japan C. Overseas business FCTI, Inc.: Head Office in the United States PT. ABADI TAMBAH MULIA INTERNASIONAL: Head Office in Indonesia Pito AxM Platform, Inc.: Head Office in the Philippines 5. Plant and equipment investment by the Bank’s group A. Total amount of investment Reportable Segment Amount (Unit: millions of yen) Notes: 1. The above figure is rounded down to the nearest whole unit. 2. The above figure represents total investment amount in tangible and intangible fixed assets (excluding transfers from Domestic business Overseas business Total temporary accounts). B. Important plant and equipment newly established Reportable Segment Domestic business Details ATMs Software Note: Figures in the table are rounded down to the nearest whole unit. 19,612 4,100 23,712 7,898 9,918 (Unit: millions of yen) Amount 21 6. Principal parent company and subsidiary, etc. A. Parent company Name Location Main businesses Stated capital Others Seven & i Holdings Co., Ltd. Chiyoda-ku, Tokyo Pure holding company Millions of yen 50,000 (Note 2) Notes 1. Parentheses in the column of the percentage of voting rights indicate a ratio of indirect ownership. 2. The Bank does not have any agreements concluded regarding Group management with the parent company. The parent company has relationships with the Bank including a deposit transaction Percentage of voting rights in the Bank owned by the parent company % 46.27 (46.27) relationship. B. Subsidiary, etc. Name Location Main businesses Stated capital Others (As of the end of fiscal year) Percentage of voting rights in subsidiaries, etc. owned by the Bank % 100.00 Millions of U.S. dollars 19 100 millions of Indonesian rupiah 6,903 FCTI, Inc. California, USA ATM operation ATM operation 85.48 PT. ABADI TAMBAH MULIA INTERNASIONAL Bank Business Factory Co., Ltd. Jakarta Special Capital Region, Indonesia Yokohama, Kanagawa Prefecture, Japan Commissioned clerical work Millions of yen 250 100.00 100.00 Seven Payment Service, Ltd. Chiyoda-ku, Tokyo, Japan Remittance and settlement services Millions of yen 475 Pito AxM Platform, Inc. Manila Metropolitan Area, Republic of the Philippines ATM operation 100.00 Millions of Philippine peso 1,500 Seven Global Remit, Ltd. Chiyoda-ku, Tokyo, Japan Millions of yen 100 100.00 ACSiON, Ltd. Chiyoda-ku, Tokyo, Japan Millions of yen 349 58.25 Credd Finance, Ltd. Chiyoda-ku, Tokyo, Japan Millions of yen 100 60.00 Notes: Other than the above, there are four equity-method affiliates of the Bank. Fund transfer for foreign nationals in Japan Personal authentication and fraud detection platform Money lending business for foreign nationals in Japan — — — — — — — — 7. Assignment of business, etc. Not applicable Not applicable 8. Other important items concerning the current situation of the Bank’s group 22 2 Matters concerning Company officers (Directors and Audit & Supervisory Board Members) 1. Status of Company officers Name Significant Concurrent Posts Other Position and business in charge (As of the end of fiscal year) — — — — — Kensuke Futagoishi Chairman and Representative Director Yasuaki Funatake President and Representative Director [Business in Charge] Internal Audit Division Katsuhiro Goto Director Makoto Kigawa Director (Outside Director) Toshihiko Itami Director (Outside Director) Vice President & Representative Director, Seven & i Holdings Co., Ltd. Director, Seven-Eleven Japan Co., Ltd. Special Adviser, YAMATO HOLDINGS CO., LTD.; Outside Director, Komatsu Ltd.; Outside Director, Oki Electric Industry Co., Ltd.; Outside Corporate Auditor, The Higo Bank, Ltd