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, 2024 ("FY2023"), 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 21, 2024. 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 21, 2024

Fiscal Year

FY2023 (From April 1, 2023 to March 31, 2024)

Company Name in English

Recruit Holdings Co., Ltd.

Title and Name of Representative

Hisayuki Idekoba

Representative Director, President and CEO

Address of Head Office

1-9-2 Marunouchi, Chiyoda-ku, Tokyo, Japan

Telephone Number

+81-3-3511-6383

Contact Person

Junichi Arai

Senior Vice President

Contact Location

1-9-2 Marunouchi, Chiyoda-ku, Tokyo, Japan

Definition of Abbreviations

Abbreviation

Definition

Recruit Holdings, the Holding Company

Recruit Holdings Co., Ltd. on a standalone basis

the Company, Recruit Group, We, Our

Recruit Holdings Co., Ltd. and its consolidated subsidiaries

SBU

Strategic Business Unit

BIP Trust

Board Incentive Plan Trust

Q1

Three-month period from April 1 to June 30

Q2

Three-month period from July 1 to September 30

Q3

Three-month period from October 1 to December 31

Q4

Three-month period from January 1 to March 31

FY2022

Fiscal year from April 1, 2022 to March 31, 2023

FY2023

Fiscal year from April 1, 2023 to March 31, 2024

FY2024

Fiscal year from April 1, 2024 to March 31, 2025

Definition of Financial Measures

Financial Measures

Adjusted EBITDA

Adjusted EPS

Adjusted profit

Non-recurring income/losses

Definition

Operating income + depreciation and amortization (excluding depreciation of right-of-use assets) + share-based payment expenses ± other operating income/expenses

Adjusted profit / ((number of issued shares at the beginning of the period + number of issued shares at the end of the period)/2 - (number of treasury stock at the beginning of the period +number of treasury stock at the end of the period)/2)

Profit attributable to owners of the parent ± non-recurring income/losses (excluding non-controlling interests) ± tax reconciliation related to certain non-recurring income/losses

Gains or losses from disposals of shares of associates, expenses relating to company 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, 2024, unless otherwise indicated. The names of the companies that changed during FY2023 are indicated below.

Company Name

Company Name

Date of Change

(prior to the change)

(as of March 31, 2024)

Glassdoor, Inc.

Glassdoor LLC

September 2023

HR Tech Funding Service Limited

RGF TREASURY SERVICES LIMITED

November 2023

Also, the names of the companies within Recruit Group that changed between April 1, 2024 and June 21, 2024 are indicated below.

Company Name

Company Name

Date of Change

(as of March 31, 2024)

(as of June 21, 2024)

RGF STAFFING APEJ PTY LTD

RGF STAFFING ANZ PTY LTD

April 2024

Supplementary Information

All comparisons in this report are year over year unless otherwise stated.

Average Exchange Rate During The Period

(In yen)

FY2022

FY2023

US dollar

135.50

144.59

Euro

140.99

156.75

Australian dollar

92.66

95.06

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, 2023 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, many of which are outside the Company's control, including changes in economic conditions, changes in individual users' preferences and enterprise clients' needs, competition, changes in the legal and regulatory environment including changes in laws and regulations or guidance, interpretation, enforcement or practice relating to laws and regulations, fluctuations in foreign exchange rates, climate change or other changes in the natural environment, the occurrence of large-scale natural disasters, 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

3

Business

8

Major Subsidiaries and Associates

13

Employees

16

Business Overview

20

Management Philosophy and Strategies

20

Sustainability Policy and Actions

30

Risk Factors

43

Management's Discussion and Analysis of Financial Position, Results of Operations,

69

and Cash Flows

Material Contracts

75

Research and Development

75

Facilities

76

Overview of Capital Expenditures

76

Status of Major Facilities

76

Facility Establishment and Disposal Plans

77

Status of Shares, Acquisition of Treasury Stock and Dividend Policy

78

Status of Shares

78

Status of Acquisition of Treasury Stock

97

Basic Policy on Profit Distribution and Dividends

99

Corporate Governance

100

Corporate Governance Overview

100

Leadership

125

Status of Audits

151

Compensation

157

Stocks Held by the Company

165

Financial Information

171

Consolidated Financial Statements and Notes

172

Non-consolidated Financial Statements and Notes

235

Other Information

250

Outline of Share-related Administration of the Company

250

Information on the Parent Company of the Holding Company

251

Other Reference Information

251

Information on the Guarantor of the Holding Company

255

Independent Auditor's Reports

256

Company Overview

Key Performance Indicators

The Company - Consolidated Basis

(In millions of yen, unless otherwise stated)

IFRS

Fiscal year

FY2019

FY2020

FY2021

FY2022

FY2023

Fiscal year end

March 2020

March 2021

March 2022

March 2023

March 2024

Revenue

Profit before tax

Profit for the year

Profit attributable to owners of the parent

Comprehensive income attributable to owners of the parent

Equity attributable to owners of the parent

Total assets

2,399,465

2,269,346

2,871,705

3,429,519

3,416,492

226,149

168,502

382,749

367,767

426,241

181,249

131,690

297,722

271,671

354,596

179,880

131,393

296,833

269,799

353,654

151,649

208,633

395,869

377,977

553,909

988,449

1,091,571

1,363,776

1,627,010

2,000,922

1,998,917

2,196,613

2,423,542

2,793,281

3,144,646

Equity attributable to owners of the parent per share (Yen)

Basic earnings per share (Yen) Diluted earnings per share (Yen)

Ratio of equity attributable to owners of the parent (%)

Return on equity attributable to owners of the parent (%)

Price earnings ratio (Times)

Cash flows from operating activities

Cash flows from investing activities Cash flows from financing activities

Cash and cash equivalents at the end of the year

Number of employees

Average number of contract employees

599.65

667.96

847.45

1,030.33

1,295.40

108.27

79.83

181.68

168.59

225.99

108.07

79.70

180.83

167.44

222.90

49.4

49.7

56.3

58.2

63.6

18.4

12.6

24.2

18.0

19.5

25.8

67.7

29.8

21.6

29.7

303,325

286,597

439,610

438,193

535,362

(88,993)

(40,373)

(70,738)

(32,676)

(68,789)

(192,721)

(172,713)

(254,371)

(252,060)

(334,648)

421,253

501,043

669,551

877,370

1,136,858

49,370

46,800

51,757

58,493

51,373

2,530

1,720

1,896

1,915

1,952

  • The consolidated financial statements have been prepared based on IFRS as issued by the International Accounting Standards Board.

Recruit Holdings' Annual Report translated from Yukashouken Houkokusho FY2023

Company Overview | 1

The Holding Company - Standalone Basis

(In millions of yen, unless otherwise stated)

Fiscal year

FY2019

FY2020

FY2021

FY2022

FY2023

Fiscal year end

March 2020

March 2021

March 2022

March 2023

March 2024

Operating revenue

Ordinary income

Net income

Common stock

Total number of shares issued (Shares)

Equity

Total assets

Equity per share (Yen) Dividend per share (Yen)

Interim dividend per share (Yen)

Earnings per share (Yen)

Diluted earnings per share (Yen)

102,061

27,324

42,029

417,404

153,932

94,065

19,574

33,978

406,315

139,488

85,854

14,063

23,996

410,423

126,116

40,000

40,000

40,000

40,000

40,000

1,695,960,030

1,695,960,030

1,695,960,030

1,695,960,030

1,649,841,949

872,799

805,322

672,979

926,772

879,782

1,409,458

1,372,520

1,423,107

1,666,307

1,768,645

528.44

491.99

417.09

585.40

567.58

30

20

21

22

23

15.0

9.5

10.5

11.0

11.5

51.68

8.54

14.69

256.47

80.59

51.58

8.53

14.62

254.72

79.49

Capital adequacy ratio (%) Return on equity (%)

Price earnings ratio (Times) Payout ratio (%)

Number of employees1

Average number of contract employees

61.8

58.6

47.2

55.5

49.6

9.5

1.7

3.3

51.4

14.0

54.1

632.1

368.6

14.2

83.2

58.1

234.1

143.0

8.6

28.5

158

138

136

128

119

9

4

5

5

5

Total shareholder return (%)

Comparative indicator: TOPIX total return index (%)

Highest share price (Yen)2

Lowest share price (Yen)2

89.4

172.5

173.5

118.4

215.9

90.5

128.6

131.2

138.8

196.2

4,615

5,568

8,180

5,676

6,767

2,442.5

2,240.5

4,435

3,284

3,583

  • The number of employees excludes contract employees.
  • The highest and lowest share prices are those quoted on the First Section of the Tokyo Stock Exchange before April 3, 2022, and on the Prime Market of the Tokyo Stock Exchange after April 4, 2022.

Recruit Holdings' Annual Report translated from Yukashouken Houkokusho FY2023

Company Overview | 2

History

Organizational Transitions

The Company was founded in March 1960 in Minato-ku, Tokyo, Japan as the University Newspaper Advertising Company, publishing job advertisements in university newspapers. Following that, we began handling advertising for multiple university newspapers, and in October 1960, we established the University Advertising Co., Ltd. as a corporate organization. In 1962, we launched our publication Invitation to Companies, and in April 1963 changed the company name to the Japan Recruitment Center, Inc. In August 1963, the company name was further updated to Japan Recruit Center, Inc, a predecessor to today's Recruit Holdings, Co., Ltd. Please refer to the timeline below for further information regarding organizational transitions.

Business Fields Expansion

Recruit Group was established in 1960 as a job search magazine for university students. In 1962, we developed the "Ribbon Model," our guiding business model in which we create platforms that connect business clients with individual users. With this model, we have since widened our range of HR businesses to meet mid-career recruiting, placement, and staffing needs. We have also expanded into the life events and lifestyle fields to serve the housing, automobile, bridal, travel, dining, and beauty industries. Recently, we have introduced software as a service ("SaaS") business tools to support operations within small and medium-sized enterprises ("SMEs"), such as retailers and restaurants.

Digital Transformation

The Company began using computers at a time when their use was still limited, putting digitization into practice for increased efficiency. Following the introduction of a supercomputer in the 1980s, we transitioned from paper magazines to online media in the 1990s, and then to mobile platforms. Not only did this allow for faster and more convenient delivery of information, but it also transformed how individual users and business clients interact, through the development of groundbreaking tools such as online reservation systems. Today we continue the evolution of digital solutions through the development of SaaS solutions.

In the 2000s, the Company entered the global market with a bridal business in China. Although this ended with a withdrawal, this experience helped us

to shape our mergers and acquisitions ("M&A") strategy, and we later

Globalizationsucceeded in expanding our staffing businesses to the US, Europe, Australia and beyond. Further, the acquisitions of Indeed, Inc.1 in 2012 and Glassdoor LLC1 in 2018 have led to the successful establishment of our HR Technology SBU, spearheading the growth of the Company as a whole and bringing the number of countries we serve to over 60.

Recruit Holdings' Annual Report translated from Yukashouken Houkokusho FY2023

Company Overview | 3

March 1960

Foundation. Started as an advertising agency specializing in job ads in

university newspapers.

1962

Published Invitation to Companies which consolidated recruitment

information for university students and established the two-sided

marketplace business model.

August 1963

Japan Recruit Center, Inc. was established, a predecessor to today's Recruit

Holdings Co., Ltd.

1968

Introduced the IBM 1130 Computing System, becoming the first company in

Japan to use this groundbreaking computer.

1971

Established Recruit Computer Print, a company specializing in digitized

pre-production processes focused on adopting leading-edge publishing

technologies.

1976

Launched operations in the housing information industry in response to the

oil crisis induced recession, and achieved rapid growth.

1980

Launched Travail, Japan's first career change magazine for women,

published 5 years prior to Japan's legislative enactment of The Equal

Employment Opportunity Law.

April 1984

Changed the company name to Recruit Co., Ltd.

1984

Launched the magazine Car Sensor. It was born from a training program for

new employees and focused on the used car market.

1985

Against the backdrop of the privatization of Japan's telecommunications

industry, launched Information Network Service operations and Remote

Computing Service operations.

1985

Established Recruit U.S.A. Inc. to support Japanese companies with local

hiring in the US.

1987

Established the Supercomputer Research Institute, aimed at developing

insights into how to meet the challenges and opportunities of the

approaching era of a data-driven society.

1990

Launched Jalan, a magazine about travel and leisure optimized for easier

booking.

1993

Launched Zexy, a bridal information magazine born from our new internal

business proposal system, "Ring."

1995

Launched Mix Juice (Currently2 ISIZE) marking the start of our online media

business.

1996

Digitized our job information magazines and launched RB on the NET

(Currently2 Rikunabi) and Digital B-ing (Currently2 Rikunabi Next).

2000

While the Company expanded its businesses in the field of life events such

as housing and bridal, it also launched lifestyle information magazine

HotPepper (Currently2 Hot Pepper Gourmet) which contains dining guides

and coupons.

2000

Launched ISIZE Travel (Currently2 Jalan net), a platform for making

accommodation reservations online.

Recruit Holdings' Annual Report translated from Yukashouken Houkokusho FY2023

Company Overview | 4

2004

Launched the bridal information magazine Zexy in China. This experience

helped the Company shape M&A strategy for global expansion.

2007

Launched Hot Pepper Beauty, an online beauty salon appointment

reservation service.

January 2008

Moved the headquarters to Gran Tokyo SOUTH TOWER (Marunouchi 1-9-2,

Chiyoda-ku, Tokyo, Japan)

July 2010

Acquired US-based staffing company, The CSI Companies, Inc.1 and

implemented our Unit Management System. With this acquisition, we began

M&A-driven global expansion.

2011

Launched Juken Sapuri (Currently2 Study Sapuri), an online learning service

for college entrance exams, then expanded into languages and other

subjects, successfully growing into an affordable high-quality online learning

platform.

2011

Acquired Staffmark Group, LLC1 in October, Advantage Resourcing Europe

B.V. (Currently2 RGF Staffing UK Limited)1 in December and expanded our

staffing business in the US and Europe.

2012

Developed SALON BOARD, a cloud-based online reservation management

system that improves operational efficiency at beauty salons through

digitization, replacing paper-based reservation books.

October 2012

Through an incorporation-type split the Company became a holding

company, Recruit Holdings Co., Ltd., and established the following

companies:

- Recruit Sumai Company Ltd.

- Recruit Marketing Partners Co., Ltd.

- Recruit Lifestyle Co., Ltd.

- Recruit Technologies Co., Ltd.

Through a joint incorporation-type split by Recruit Office Support Co., Ltd.1

newly established:

- Recruit Administration Co., Ltd. (Currently2 Recruit Co., Ltd.)1

Through an absorption-type split, transferred businesses to the following

100% subsidiaries of the Company:

- Recruit Career Co., Ltd.(Former Recruit Agent Co., Ltd.)

- Recruit Jobs Co., Ltd.(Former Recruit HR Marketing)

- Recruit Communications Co., Ltd.(Former Recruit Media

Communications Co., Ltd. )

October 2012

Acquired Indeed, Inc.1 (founded in 2004), a job search engine based in the

US. This marked our full entry into the HR technology business, which has

since revolutionized the HR industry through disruptive digital innovation.

2013

Released AirREGI, a point of sale (POS) system for SMEs of various

industries such as retailers and restaurants, using smartphones and tablets

to enhance operational efficiency of their businesses.

October 2014

Listed publicly on the First Section of the Tokyo Stock Exchange.

2015

Expanded AirREGI's functions and also launched AirPAY, a payment system

service that accepts various payment methods including credit cards,

electronic money, and QR Codes3.

2015

Established Recruit Institute of Technology (Currently2 Megagon Labs) to

work with external organizations on research and development of AI,

machine learning, and other new technologies.

Recruit Holdings' Annual Report translated from Yukashouken Houkokusho FY2023

Company Overview | 5

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Recruit Holdings Co. Ltd. published this content on 21 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2024 06:10:09 UTC.