Our Fundamental Way

In accordance with the basic policy on the internal control system, the Group periodically reassesses its awareness of risks and the status of risk mitigation efforts, and strives to avoid the occurrence of risks and minimize their impact if they do occur.

Basic Policy on the Internal Control System (Excerpt)

2. Matters related to the development of systems to ensure the appropriateness of operations

(1) Systems to ensure that the execution of duties by directors and employees complies with laws and regulations and the Articles of Incorporation
The Company shall make the "Code of Conduct" known and thoroughly understood, establish and operate an appropriate legal compliance system, and periodically conduct compliance training for officers and employees.
The Sustainability Promotion Committee shall receive reports on compliance-related issues from within the Company in an integrated manner, and important compliance issues shall be deliberated by the Management Meeting and reported to the Board of Directors.
The Company shall establish contact points for internal reporting at the department in charge within the Company and at an outside law office to enable employees as well as the employees of consolidated subsidiaries to directly report and consult with regard to violations of laws and regulations or the Code of Conduct, and to correct such violations.
In order to ensure the proper execution of operations, the Company shall strengthen its internal audit system and report the results of internal audits to management.
(3) Regulations and other systems for managing the risk of loss
The Sustainability Promotion Committee shall receive reports on safety management issues from within the Company in an integrated manner, and important compliance issues shall be deliberated by the Management Meeting and reported to the Board of Directors.
Based on the consolidated management perspective, the Company and its subsidiaries shall recognize and assess significant risks, discuss risk management policies, etc. at the Management Meeting, and report them to the Board of Directors.
In order to manage various crises related to business activities and minimize losses, the Company shall establish basic rules for crisis management and develop and operate a company-wide crisis management system.
(5) Systems to ensure the appropriateness of business operations within the corporate group
(3) Regulations and other systems for managing the risk of loss among subsidiaries
In accordance with the Basic Rules for Group Management, the Company shall have its subsidiaries identify, assess, and respond to risks, and shall hold Tokyu Group Sustainability Promotion Committee and other meetings to promote safety management activities in an integrated manner as a corporate group.
With respect to transportation safety assurance in the railway business, we will have Tokyu Corporation report to our Board of Directors and Management Meeting on the status of the maintenance and operation of such assurance.

Risks of Business Operations

We have currently identified four of the most important risks in consolidated management that could have a significant impact on investor decisions: "risks associated with responding to changes in the business environment," "risks associated with the spread of new infectious diseases," "risks regarding the response to safety management," and "risks regarding compliance." From a long-term perspective, we have identified "risks regarding working styles and the securing of human resources" as an important risk.

Please refer to the following page for details of significant Risks of Business Operations.

Risks Associated with Responding to Changes in the Business EnvironmentDetails
(1) Risk of difficulty in securing profits and continuing business due to delays in responding to the new normal and accelerated digital transformation triggered by the COVID-19 pandemic, as well as misjudgements of demand and business potential forecasts
The Group's management resources are concentrated in areas along railway lines, and if demand for existing businesses declines due to the declining birthrate and shrinking population, or if existing transportation, office, and commercial facilities are used less due to lifestyle changes, or if existing businesses lose competitiveness due to the emergence of new industries or business models, the Group's performance and financial position may be adversely affected.
In addition, the Group has formulated a "Three-year Medium-term Management Plan" and is implementing various measures. However, due to deviations from the projected demand in the post COVID-19 era, changes in economic conditions, and other factors, these plans may not progress as planned or may not produce the anticipated earnings or expected effects, which may adversely affect the Group's performance and financial position. Thus, the management team is working on prompt and appropriate responses, such as the early identification of performance trends and signs of performance changes in each business, discussion of countermeasures, decision-making, and monitoring.
(2) Risk of deterioration in financial conditions due to financial markets, deterioration in the interest rate environment, downgrades, credit concerns, etc.
The Group has financed much of the necessary funds for each of its businesses, including the railway operations, through bonds and borrowings from financial institutions. Therefore, if market interest rates rise, if rating agencies downgrade the Company's credit rating, or if ESG-related evaluation agencies lower their ratings, the Group's performance and financial position may be adversely affected due to a relatively heavier interest burden or worsening conditions for fund procurement. In response to the above, the Company is working to reduce the repayment risk by fixing interest rates for a long period and smoothing repayment deadlines, while improving its ability to flexibly raise funds through the short-term financing market, including the use of commercial paper.
(3) Risk of a sharp rise in procurement costs due to a deterioration in various market conditions and an increase in the burden of CO₂ reduction costs, resulting in a decline in profitability
The Group reduces costs based on the market price trends for raw materials, labor, and other items. However, the Group's performance and financial position could be adversely affected if raw material costs soar due to stagnant logistics caused by geopolitical issues, changes in market conditions caused by semiconductor supply shortages, or an increase in the burden of CO₂ reduction costs. Therefore, we are working on value engineering, cost reduction, diversification of procurement channels, and continuous scrutiny of construction details.
(4) Risk of drastic changes in market conditions due to changes in government administration, taxation, or other administrative policies in areas in which we do business.
The Group's performance and financial position may be adversely affected by the decrease in annual household income due to the prolonged economic downturn, continued sluggish personal consumption due to tax hikes and other factors, and changes in the legal system in each business. For this reason, we have established medium- to long-term operating policies that take into account market conditions and changes in the political, economic, and legal systems, and are working on various measures, including the formulation of appropriate business plans such as repair and capital investment, improvement of convenience, ensuring an attractive tenant mix, and maintenance and improvement of facilities' ability to attract customers by providing topics.
Risks Associated with the Spread of New Infectious DiseasesDetails
Risk of significant contraction of economic activities due to voluntarily restricted movements following the reemergence of COVID-19 and the spread of new infectious diseases
In the event of a significant reduction in economic activity due to restrictions on leaving the office as a result of the renewed spread of COVID-19 or the spread of new infectious diseases, changes in the movement of people due to telecommuting and other forms of telework, a decrease in inbound travel, or other factors, or in the event of temporary difficulties in continuing operations due to factors including outbreaks of an infectious disease cluster at business sites in which we operate and restrictions on attendance, our Group's performance and financial position may be negatively affected.
The Group has been developing its management foundation with an eye on the future, and has announced and promoted its "Long-term management initiative," which aims for sustainable growth from a long-term perspective. In order to adapt quickly to future changes in society, we are developing new concepts and reforms in each of our businesses and working to further deepen our business strategies. Specifically, we are monitoring and updating measures in response to social conditions through the Structural Reform Committee formed for each business, including hotels, department stores, and railways.
In addition, in accordance with requests from the Ministry of Land, Infrastructure, Transport and Tourism and the Ministry of Health, Labour and Welfare, as well as the "Guideline for Railway Operators to Prevent the Spread of COVID-19," we are implementing various measures to prevent the spread of infection, such as partially opening windows in multiple locations on all trains when leaving the depot to ventilate the trains' interior. Furthermore, the Tokyu Hospital provides vaccines to Group employees in their workplaces, promotes a variety of work styles such as telecommuting, implements measures to prevent infection at workplaces such as taking body temperatures, and uses web conferencing to avoid group meetings in order to ensure health management and safety and prevent the spread of infection.
Risks Regarding the Response to Safety Management Details
(1) Risk of being unable to provide services due to damage to facilities and the interruption of business and services due to climate change, earthquakes, and other natural disasters
The occurrence of a large-scale natural disaster or similar event that results in human casualties or business interruption could have a negative impact on the Group's business performance and financial position. We are strengthening our response capabilities, such as building a cooperative system among consolidated companies, in the event of natural disasters or the spread of infectious diseases, etc., are conducting an assessment of the operating loss and social impact of climate change, and are taking measures (both in terms of prevention and damage minimization) based on the assessment results. In addition, we are promoting ongoing reviews and other measures to improve the effectiveness of risk financing, including earthquake insurance and commitment lines.
(2) Risk of loss of trust in services and facilities as well as compensation for damages due to accidents caused by human error
The occurrence of a serious human-caused accident or other incident that results in human casualties or business interruption could have a negative impact on the Group's performance and financial position. For this reason, the Group has taken various measures to prepare for the occurrence of trouble due to accidents, equipment or information system failures, quality problems with food, construction work, or other reasons. These include the installation of platform screen doors and fixed platform barriers equipped with sensors at all Tokyu Line stations* and the formulation of recurrence prevention measures through the collection and deployment of information on the occurrence of accidents and other incidents. In recent years, we have been promoting safety initiatives such as the installation of high-precision 3D obstacle detection systems covering the entire level crossing.

*Excluding Tokyu Setagaya Line and Tokyu Kodomonokuni Line

(3) Risk of being unable to provide services due to damage to facilities, death or injury of customers, etc. caused by external factors such as terrorism, etc., as well as the risk of loss of public trust in the service.
The occurrence of a serious accident or other incident caused by terrorism or other external factors that results in human casualties or business interruption could have a negative impact on the Group's business performance and financial position. For this reason, the Group has taken various measures to prepare for the occurrence of disasters caused by terrorism and other illegal acts, as well as other troubles due to other reasons: For example, safety initiatives such as the installation of in-train security cameras in all carriages* owned by Tokyu Railways, the effective deployment of security guards at station facilities, commercial facilities, etc., conducting response training in anticipation of cyber attacks, and promoting the purchase of cyber insurance.

*Excluding the Kodomonokuni Line

Risks Regarding ComplianceDetails
(1) Risk of loss and damage to public trust in the company due to the discovery of compliance violations, serious errors or irregularities in accounting or other processing, or deficiencies in information management, including IT security
In its various businesses, including the railway operations and real estate businesses, the Group complies with all relevant laws and regulations and conducts its business in accordance with corporate ethics. However, if any violation of these laws occurs and social trust is damaged, the Group's business performance and financial position may be adversely affected due to the defection of customers and business partners. To this end, we have established and are operating an appropriate legal compliance system by familiarizing and thoroughly enforcing the "Tokyu Group Compliance Guidelines" and our "Code of Conduct.” In addition, we are working to collect information on fraud and misconduct, deploy information for prevention and recurrence prevention, and enhance awareness and training systems for compliance in general and legal amendments in particular.
(2) Weakness of the accounting control system may cause serious errors or irregularities in accounting procedures, resulting in the publication of inappropriate financial statements or other events that may lower the company's social credibility.
The Group is taking various measures to optimize its consolidated accounting system and strengthen its governance in compliance with relevant laws and regulations and in accordance with the accounting standards of each country. In the event of any violation of these laws and regulations, which could undermine public trust in the Group, the Group's performance and financial position could be adversely affected by the defection of customers and business partners. To this end, we are working to optimize the consolidated accounting system and standardize operations by standardizing the accounting systems of all domestic consolidated companies.
(3) Risk of leakage or loss of confidential or personal information due to inadequacies in information management, including IT security, which, together with the handling of such information, may damage public trust.
Our group provides systems and services that serve as social infrastructure. In the event of an operational failure that interferes with the provision of services, or a large-scale leak or loss of confidential information, including personal information, the Group's social credibility and brand image may be damaged, and the Group may be required to pay compensation for the damage incurred. This could have a negative impact on the Group's performance and financial position. For this reason, the Group takes various measures to prepare for the occurrence of problems due to malfunctioning equipment or information systems or other reasons. As an example, we are taking various measures, such as conducting security assessments by external parties and formulating improvement plans at each of our consolidated companies that are responsible for critical infrastructure such as transportation, payment, and telecommunications.
Risks Regarding Working Styles and the Securing of Human ResourcesDetails
On the back of a decrease in the working-age population, the risk of not being able to secure adequate human resources could lead to deterioration in service quality, business contraction, and illegal employment
In the long term, the outflow of employees and difficulties in hiring in an environment characterized by a declining birthrate, aging population, and shrinking population may become more serious in the future, leading to a decline in services and rumors, etc., caused by personnel shortages. Subsequently, customers and business partners may leave, which would have a negative impact on the Group's performance and financial position. For this reason, the Group is strengthening the recruitment and training of human resources on a consolidated basis as a whole, and is promoting the use of human resources within the consolidated group to secure the necessary number of employees. In addition, the Group is taking various measures, such as reviewing its personnel and benefit systems to provide diverse and flexible work styles that do not depend on regular, full-time employees.

Risk Management System

As with other important management issues, the Group recognizes and evaluates the important risks of the Company and its subsidiaries based on a consolidated management perspective in accordance with the basic policy on the internal control system, and risk management policies, etc. are discussed at the Management Meeting and reported to the Board of Directors.
Please refer to the "Corporate Governance" page for the specific structure.

Effictiveness Review

In accordance with the basic policy on internal control systems as described below, the Company periodically reviews the efficacy of the Board of Directors' oversight.

(3) Regulations and other systems for managing the risk of loss
Safety management issues shall be centrally reported from within the Company by the Sustainability Promotion Committee, and important issues shall be discussed by the Management Meeting and reported to the Board of Directors.
The Company and its subsidiaries shall recognize and evaluate important risks based on the perspective of consolidated management, deliberate on risk management policies, etc. at the Management Meeting, and report to the Board of Directors.
In order to manage various crises related to business activities and minimize losses, the Company shall establish basic rules for crisis management and develop and operate a company-wide crisis management system.

Risk Management Processes

The Group periodically reevaluates its risk perception and assesses the status of its risk mitigation efforts through the following process to avoid the occurrence of risks and to minimize their impact if they do occur.

Specifically, each year, the head of each division is responsible for creating a "risk map" that visualizes the impact and probability of occurrence of "possible risks" in the business operations of each consolidated company and our company's divisions, and plots them on a map to prioritize them as a business. From these risks, we determine the importance based on the probability of occurrence and the degree of impact in the event of occurrence, and select risks that must be mitigated intensively as "critical risks." In addition, a "Risk Report" reflecting the material risks of each business is prepared in conjunction with the formulation of the management plan and is reported to the Management Meeting and the Board of Directors.

Audit & Supervisory Board Member and Accounting Auditors

The Company has established the following term of office for the Audit & Supervisory Board Member.
・The term of office of the Audit & Supervisory Board Member shall expire at the close of the Ordinary General Shareholders Meeting relating to the last fiscal year ending within four (4) years after their election.

In addition, in the Company, the Audit & Supervisory Board shall establish a policy for the dismissal or non-reappointment of the appointed accounting auditor. The Audit & Supervisory Board determines the appropriateness of reappointing the accounting auditor based on an evaluation of the appropriateness of the auditing methods and results with respect to the status of the performance of duties, auditing system, independence, and expertise. The Audit & Supervisory Board then submits a proposal for the appointment, dismissal, or non-reappointment of the accounting auditor to the General Shareholders Meeting for resolution.

Response to Individual Risks

Climate-related risks

The Group is taking steps to anticipate the impact of climate change on its business, to strengthen its risk management, and to integrate its response to risks and opportunities with its business strategy.
Please refer to the following pages for details on risks related to climate change and our management system.

Risks related to business continuity

Our Group is engaged in businesses closely related to the lives of many customers, such as transportation, real estate, and lifestyle services. We are committed to business continuity (BC) management to ensure the continuation and rapid recovery of our business operations while maintaining safety in the event of a disaster such as a large-scale earthquake.
Please refer to the following pages for details on risks related to business continuity and our crisis management system.

Number of serious legal violations

In FY2021, there were no compliance violations at our headquarters, domestic or overseas offices or domestic or overseas subsidiaries that would have had a material impact on the management of the Group.

Internal and External Reporting

Please see the following page for information on how we respond to internal and external reporting for risk mitigation.