Toshiba Tec : Matters regarding the controlling shareholder

	May 10, 2024
Company:	Toshiba Tec Corporation
Representative:	Hironobu Nishikori
	Representative Director
	President and Chief Executive Officer
	(Securities code: 6588,
	Tokyo Stock Exchange Prime Market)
Contact:	Akira Abe
	General Manager of Corporate
	Communications Division
	(Tel: [phone])

Matters regarding the controlling shareholder

1. Trade name and other information on the parent company, etc. (as of March 31, 2024)

		Percentage of voting	Securities exchanges, etc. where
Parent company, etc.	Attribute	rights held by the parent	shares issued by the parent
		company, etc. (%)	company, etc. are listed
Toshiba Corporation	Parent	50.5 [0.1]	―
company

Note: The indirectly held portion of the percentage of voting rights held by the parent company, etc. is shown in square brackets.

2. Relationships between the listed company and the parent company, etc., including its position within the corporate group of the parent company, etc. (as of March 31, 2024)

1. The position of the listed company within the corporate group of the parent company, etc., business relationships, human or capital relationships with the parent company, etc., and its group companies
   The parent company of Toshiba Tec Corporation ("the Company") is Toshiba Corporation, which holds 50.5% of the voting rights of the Company (including 0.1% held indirectly).
   The Company is responsible for the Retail & Printing Solutions business within the Toshiba Group, and autonomously operates all facets of the business from development and manufacturing to sales, etc. The Company engages in a wide range of business cooperation with Toshiba Corporation and Toshiba Group companies, including research and development, mutual supply of products and parts, sales activities, etc., and will continue this collaboration in the future, while maintaining and ensuring its independence as a listed company.
   In the Company's business transactions with Toshiba Corporation and Toshiba Group companies, prices are determined according to normal terms of trade, through negotiation with reference to factors such as market prices. The Company has also entered into various contracts for the consignment of research, development and business services to facilitate the efficient utilization of resources within the Toshiba Group. Matters concerning transactions with Toshiba Corporation are set forth under "3. Transactions with the controlling shareholder, etc." on page 3.
   Human relationships with Toshiba Corporation include the mutual exchange of personnel as appropriate, such as concurrent service by corporate officers, for the purpose of sharing management expertise and technology and developing human resources, etc. The status of concurrent service by corporate officers and the acceptance of employees seconded within the Toshiba Group is as follows.

― 1 ―

(Status of concurrent service by corporate officers)

Position	Name	Positions at the parent company, etc.
or its group companies
		Parent company
		Toshiba Corporation
Director	Takamasa	Corporate Officer, Corporate Senior Vice
President, General Executive, Human
(part-time)	Mihara
Resources and Administration Div.,
		Corporate Communication Div. and
		Internal Audit Div.

Reason for appointment

To utilize his extensive experience, insight, etc. acquired at the parent company in decision- making, supervising the execution of duties, etc. at the Company

(Status of acceptance of seconded employees)

Segment	Number of	Name of the parent company, etc.,
seconded	or its group companies from
name
employees	which employees were seconded
	15	Parent company
	Toshiba Corporation
Corporate		Subsidiary of the parent company
	1	Toshiba Accounting Service
		Corporation

Note: The Company has 3,422 employees.

Reason for acceptance of

seconded employees

To utilize experience, insight, etc. acquired at the parent company

To utilize experience, insight, etc. acquired at the subsidiary of the parent company

1. Business restrictions, risks and merits arising from the position of the listed company within the corporate group of the parent company, etc., and the impact on management, business activities, etc. from business relationships, human or capital relationships, etc. with the parent company, etc. and its group companies The Company enjoys merits from its position within the Toshiba Group, including the ability to effectively utilize the Group's resources, such as its technological capabilities and product brand strength. However, if a situation were to arise within the Toshiba Group that damaged the Group's social credibility, there is a risk that the Company's management and business activities may also be affected.
2. Views on ensuring a degree of independence from the parent company, etc., and measures to ensure this independence
   The Company has a broad range of cooperative business relationships with Toshiba Corporation and companies in the Toshiba Group. However, it ensures independence by engaging in business activities under an autonomous business management structure, and operating, in general, based on the unique management resources of the Company and its corporate group.
3. Status of efforts to ensure a degree of independence from the parent company, etc.

The Company engages in the Retail & Printing Solutions business under its own unique business management structure, in general.

― 2 ―

3. Transactions with the controlling shareholder, etc. (from April 1, 2023 to March 31, 2024)

	Name of		Share capital	Business description	Ownership
Type	Location	or equity	ratio of voting	Relationship
	company, etc.		(Million yen)	or occupation	rights, etc. (%)
				Energy business,	(Ownership of	Deposits received
		Minato-ku,		social infrastructure	the Company)
		Tokyo	201,449	business, electronic	Direct: 50.4	for funds
				devices business, etc.	Indirect: 0.1	management
				Transaction		Year-end
					balance
Parent	Toshiba	Details of transactions	amount	Account
(Million
company	Corporation			(Million yen)
			yen)

Receipt of deposited funds	4,023
(Note 1)	―
Receipt of interest (Note 2)	91
Purchase of treasury shares	6,783	―
(Note 3)

Terms of trade and policy, etc. on the determination of terms of trade

Notes:1. The average balance of receipt of deposited funds during the period is shown in lieu of the total amount of transactions for the receipt of deposited funds, which is difficult to ascertain.

1. Concerning the receipt of deposited funds, interest on deposited funds is determined with reference to market trend rates, etc., including those indicated by those who are not participants in the transactions.
2. Pursuant to a resolution of the board of directors meeting held on August 7, 2023, the Company purchased treasury shares at a purchase price of 3,575 yen per share of common stock through a tender offer.

4. Status of the implementation of measures to protect minority shareholders when engaging in transactions, etc. with the parent company

In the Company's business transactions with Toshiba Corporation and Toshiba Group companies, prices

are determined according to normal terms of trade, through negotiation with reference to factors such as market prices. The Company has also entered into various contracts for the consignment of research, development and business services to facilitate the efficient utilization of resources within the Toshiba Group.

― 3 ―