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Employees 18 This document has been translated from the original document in Japanese (”Yukashouken Houkokusho”), which is legally required for Recruit Holdings as a listed company in Japan to support investment decisions by providing certain information about the Company for the fiscal year ended March 31, 2021 (“FY2020”), under Article 24, Paragraph 1 of the Financial Instruments and Exchange Act of Japan. The Japanese original document was filed to the Director-General of the Kanto Local Finance Bureau in Japan on June 18, 2021. Please refer to “Note Regarding Reference Translation” below as a general warning for this translation document. Document Name Annual Report translated from Yukashouken Houkokusho Filing Date June 18, 2021 Fiscal Year FY2020 (From April 1, 2020 to March 31, 2021) Company Name in English Recruit Holdings Co., Ltd. Title and Name of Hisayuki Idekoba Representative President, CEO and Representative Director of the Board Address of Head Office 8-4-17 Ginza, Chuo-ku, Tokyo, Japan (The above address is a registered headquarters. Actual headquarters operation is conducted in the Contact Location below) Telephone Number +81-3-6835-1111 Contact Person Junichi Arai Corporate Executive Officer Contact Location 1-9-2 Marunouchi, Chiyoda-ku, Tokyo, Japan Definition of Abbreviations In this document, the terms the “Company,” “Recruit Group,” “we,” and “our” refer to Recruit Holdings Co., Ltd. and its consolidated subsidiaries unless the context indicates otherwise. The “Holding Company” refers to Recruit Holdings Co., Ltd. (“Recruit Holdings”) on a standalone basis. The Company’s fiscal year starts on April 1 and ends on March 31 of each year. Accordingly, “FY2020” refers to the period from April 1, 2020 to March 31, 2021. References to “FY” or “fiscal year” indicate 12-month periods commencing in each case on April 1 of the year indicated and ending on March 31 of the following year. Q1 refers to the three-month period from April 1 to June 30, Q2 refers to the three-month period from July 1 to September 30, Q3 refers to the three-month period from October 1 to December 31, and Q4 refers to the three-month period from January 1 to March 31. For other definitions, please refer to the chart below. Abbreviation Definition SBU Strategic Business Unit IFRS International Financial Reporting Standards Definition of Financial Measures Financial Measures Definition Adjusted EBITDA Operating income + depreciation and amortization (excluding depreciation of right-of-use assets) ± other operating income/expenses Adjusted profit Profit attributable to owners of the parent ± adjustment items (excluding non-controlling interests) ± tax reconciliation related to certain adjustment items Adjusted EPS Adjusted profit / (number of issued shares at the end of the period - number of treasury stock at the end of the period) Profit available for Profit attributable to owners of the parent ± non-recurring income/losses ± tax reconciliation dividends related to certain non-recurring income/losses Adjustment items Amortization of intangible assets arising due to business combinations ± non-recurring income/losses Non-recurring Gains or losses from disposals of shares of associates, expenses relating to company income/losses restructuring, gains or losses from the sale or impairment of property and equipment, and income and expense items that the Company believes are unusual or non-recurring in nature which do not reflect the Company’s underlying results of operations Changes of Company Name The names of the companies in this document are as of March 31, 2021, unless otherwise indicated. The names of the companies that changed during FY2020 are indicated below. Company Name Company Name Date of Change (prior to the change) (as of March 31, 2021) USG People France SAS RGF Staffing France SAS December 2020 USG People Interservices NV RGF Staffing Interservices NV December 2020 USG People Germany GmbH RGF Staffing Germany GmbH February 2021 Also, the names of the companies within Recruit Group that changed between April 1, 2021 and June 18, 2021 are indicated below. Company Name New Company Name Date of Change (as of March 31, 2021) (as of June 18, 2021) USG People Holdings B.V. RGF Staffing the Netherlands B.V. April 2021 ADVANTAGE RESOURCING UK RGF STAFFING UK LIMITED June 2021 LIMITED Recruit Co., Ltd., a consolidated subsidiary of the Company, has made an absorption-type merger of the following companies on April 1, 2021: Recruit Career Co., Ltd., Recruit Jobs Co., Ltd., Recruit Sumai Company Ltd., Recruit Marketing Partners Co., Ltd., Recruit Lifestyle Co., Ltd., Recruit Communications Co., Ltd. and Recruit Technologies Co., Ltd. Average Exchange Rate During The Period (In yen) FY2019 FY2020 Q2 Q3 Q4 Q2 Q3 Q4 Q1 Q1 cumulative cumulative cumulative cumulative cumulative cumulative US dollar 109.90 108.60 108.65 108.70 107.63 106.93 106.11 106.10 Euro 123.50 121.40 121.04 120.81 118.59 121.34 122.44 123.76 Australian dollar 76.95 75.24 74.91 74.11 70.74 73.32 74.35 76.21 The amount of exchange rate effects on revenue for Q4 FY2020 in this document is calculated by deducting the amount of the nine month period of FY2020 from the amount of the twelve month period of FY2020. Forward-Looking Statements This document contains forward-looking statements, which reflect the Company's assumptions, estimates and outlook for the future based on the Company's plans and expectations as of March 31, 2021 unless the context otherwise indicates. There can be no assurance that the relevant forward-looking statements will be achieved. Please note that significant differences between such forward-looking statements and actual results may arise due to various factors, including changes in economic conditions, changes in individual users' preferences and business clients' needs, competition, changes in the legal and regulatory environment, fluctuations in foreign exchange rates, and other factors. Accordingly, readers are cautioned against placing undue reliance on any such forward-looking statements. The Company has no obligation to update or revise any information contained in this document based on any subsequent developments except as required by applicable law or stock exchange rules and regulations. Note Regarding Reference Translation This document has been translated from the Japanese language original for reference purposes only and may not be used or disclosed for any other purpose without the Company’s prior written consent. In the event of any conflict or discrepancy between this translated document and the Japanese language original, the Japanese language original shall prevail in all respects. The Company makes no representations regarding the accuracy or completeness of this translation and assumes no responsibility for any losses or damages arising from the use of this translation. Third-Party Information This document includes information derived from or based on third-party sources, including information about the markets in which we operate. These statements are based on statistics and other information from third-party sources as cited herein, and the Company has not independently verified and cannot assure the accuracy or completeness of any information derived from or based on third-party sources. U.S. Disclaimer – Unsponsored American Depositary Receipt (“ADR“) The Company does not support or encourage, and has not consented to, the creation of any unsponsored ADR facilities in respect of its securities and in any event disclaims any liability in connection with an unsponsored ADR. The Company does not represent to any depositary institution, bank or anyone nor should any such entity rely on a belief that the Web site of the Company includes all published information in English, currently, and on an ongoing basis, required to claim an exemption under U.S. Exchange Act Rule 12g3-2(b). Table of contents Company Overview 1 Key Performance Indicators 1 History 5 Business 9 Major Subsidiaries and Associates 15 Employees 18 Business Overview 19 Management Philosophy and Strategies 19 Risk Factors 28 Management’s Discussion and Analysis of Financial Position, Results of Operations, 56 and Cash Flows Material Contracts 66 Research and Development 66 Facilities 67 Overview of Capital Expenditures 67 Status of Major Facilities 67 Facility Establishment and Disposal Plans 68 Status of Shares, Acquisition of Treasury Stock and Dividend Policy 69 Status of Shares 69 Status of Acquisition of Treasury Stock 85 Basic Policy on Profit Distribution and Dividends 87 Corporate Governance 88 Corporate Governance Overview 88 Leadership 104 Status of Audits 122 Compensation 128 Stocks Held by the Company 136 Financial Information 141 Consolidated Financial Statements and Notes 142 Non-consolidated Financial Statements and Notes 203 Other Information 218 Outline of Share-related Administration of the Company 218 Information on the Parent Company of the Holding Company 219 Other Reference Information 219 Information on the Guarantor of the Holding Company 220 Independent Auditor’s Reports 221 Company Overview Key Performance Indicators The Company - Consolidated Basis (In millions of yen, unless otherwise indicated) IFRS Fiscal year FY2016 FY2017 FY2018 FY2019 FY2020 Fiscal year end March 2017 March 2018 March 2019 March 2020 March 2021 Revenue 1,941,922 2,173,385 2,310,756 2,399,465 2,269,346 Profit before tax 198,929 199,228 239,814 226,149 168,502 Profit for the year 137,260 152,329 175,381 181,249 131,690 Profit attributable to owners of the 136,654 151,667 174,280
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