Fuji Oil : May. 28，2021 Items Disclosed on the Internet concerning Convocation Notice of 19th Annual General Meeting of Shareholders （300KB）

(Stock Code: 5017)

June 4, 2021

To Our Shareholders

Items Disclosed on the Internet concerning Convocation Notice of

the 19th Annual General Meeting of Shareholders

Business Report

Accounting Auditor ……………………………………………… P. 1

Establishment and Implementation Status of Systems for Ensuring Appropriate Business Operations ………………… P. 2

Consolidated Financial Statements

Consolidated Statement of Changes in Net Assets ………. P. 9

Notes to Consolidated Financial Statements ………………. P. 10

Non-Consolidated Financial Statements

Statement of Changes in Net Assets ………………………... P. 18

Notes to Non-Consolidated Financial Statements …………. P. 19

The above items are disclosed on our website (http://www.foc.co.jp/en/ir/library/meeting.html)

for our shareholders' reference in accordance with relevant laws and regulations, and Article 13 of Articles of Association of the Company.

Fuji Oil Company, Ltd.

ACCOUNTING AUDITOR

1. Name of Accounting Auditor

KPMG AZSA LLC

2. Remuneration for the Period

	Remuneration
Remuneration paid for services rendered under	84 million yen
Article 2 (1) of the Certified Public Accountant Law
Remuneration paid for another service than	－
described above
Total cash and other compensation paid by the	88 million yen
Company and its subsidiaries

Note: 1. ASB has consented to the amount of remuneration, etc. of the Accounting Auditor under Article 399 (1) of the Compnaies Act after checking and evaluating the contents of the audit plan for the period explained by the said Auditor, the performance of audit services of the previous period and the basis for calculation upon which the remuneration is estimated, judging that the amount is at a reasonabel level as compared with the past actual amounts and remunerations of other companies in the same industry.

2．Under the audit contract with the Accounting Auditor, specific separation is not, or practically cannot be, made between the audit fees payable for auditing services rendered under the Companies Act and the ones rendered under the Financial Instruments and Exchange Act. The above amount paid for services as provided under Article 2 (1) of the Certified Public Account Law shows the total for services rendered for these two audits.

3．One of the Company's principal subsidiaries, PETRO PROGRESS PTE LTD, is audited by a different accounting auditor from the Company's accounting auditor.

1. Any other service rendered by Accounting Auditor than auditing None.
2. Policy for dismissing or not reappointing Accounting Auditor

In the event the Accounting Auditor is deemed to fall under any of the matters listed in the items of Article 340 (1) of the Companies Act, the Audit & Supervisory Board (ASB) of the Company shall by its unanimous resolution dismiss such Accounting Auditor. One of the members on the ASB shall be appointed to report the dismissal with its reason to the first AGM to be held after the dismissal.

Furthermore, in the event there is any doubt about Accounting Auditor's capability to continuously perform its duties and responsibilities in a satisfactory manner, or the ASB concluded that it is appropriate to change the Accounting Auditor due to the reason that we could expect more appropriate audit etc., the ASB shall decide the contents of a proposition regarding dismissal or refusal of reappointment of the Accounting Auditor, which is to be submitted to a General Meeting of Shareholders.

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ESTABLISHMENT AND IMPLEMENTATION STATUS OF SYSTEMS FOR ENSURING APPROPRIATE BUSINESS OPERATIONS

1. Systems for ensuring appropriate business operations
   Pursuant to Article 362 (5) of the Companies Act, the fundamental policy concerning the development of the systems to ensure that the execution of duties by Directors complies with laws and regulations and the Articles of Association of the Company, and other systems necessary to ensure the properness of operations of the Company as well as the Company group that is comprised of the Company and its subsidiaries （"Group"） is given as below.

1. Systems to secure execution of duties by Directors of the Company to comply with applicable laws and regulations and the Articles of Association of the Company

The Company established its Charter of Corporate Behavior to ensure thorough compliance with applicable laws and regulations whether domestic or international, the Articles of Association of the Company and other relevant regulations. Along with the foregoing, the Board of Directors will determine and implement the Company's policies and plans to improve compliance and internal control systems.

The Company will endeavor to maintain and enhance the function of the Board of Directors in supervising Directors' execution of duties by having outside Directors on the Board.

Audit & Supervisory Board Members of the Company will audit Directors' execution of duties as well as the status of development and implementation of the internal control systems from independent points of view.

2. Systems to secure proper business operations of the Company and the Group

1. System concerning storage and management of information concerning execution of duties by Directors of the Company

Information concerning Directors of the Company' execution of duties will be recorded, stored and maintained at relevant departments in forms of minutes, intra-office memoranda or other documents pursuant to Regulations concerning Board of Directors, Regulations concerning Executive Committee, Regulations concerning Application for Management Approval, and Regulations concerning Documentation, and shall be kept for later retrieval.

The department of the Company in charge of internal audit shall conduct audit in accordance with Regulations concerning Internal Audit to assess the status of recording, storage and maintenance of these documents and regularly report the results thereof to the Board of Directors and the Audit & Supervisory Board.

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2) Regulations concerning risk management of the Company and other systems

Systematic preventive mechanism will be improved in ordinary times by improving a system to comprehensively identify and evaluate material risks to business management and by improving regulations concerning risk management.

The Company establishes its Business Continuity Plan (BCP) and maintains it on a regular basis to prepare for unforeseen events such as major earthquakes and outbreaks of infectious diseases.

If a serious loss is anticipated, Director in charge of the relevant department shall report it to Representing Director-President, and necessary countermeasures will be taken through deliberations at the Board Meeting, Executive Committee meeting, etc. When any contingency occurs, an emergency headquarters shall be set up immediately.

The department of the Company in charge of internal audit will conduct audit in accordance with Regulations concerning Internal Audit to assess the improvement/implementation status of risk management system and regularly report the results thereof to the Board of Directors and the Audit & Supervisory Board of the Company.

3) System to ensure efficient execution of duties by Directors of the Company

The Board of Directors of the Company will determine basic management policies, matters required by the laws and regulations and Articles of Association of the Company, and other important management issues. In addition, the Board will supervise Directors' execution of duties, too.

The Executive Committee consisting of full-time Directors of the Company and full-time Audit & Supervisory Board Members of the Company shall share information concerning the overall management, and along with determining specific policies for each operating division of the Company, make decisions for efficient execution of duties in accordance with the decisions made by the Board of Directors of the Company.

Under the instruction from full-time Directors in charge based on decisions made by the Executive Committee, each department shall execute its duties efficiently pursuant to Regulations concerning Corporate Organization, Regulations concerning Administrative Authority and other relevant regulations, and report the results of operations to Director in charge of the department and the Board of Directors of the Company.

Following the report from each department, the Executive Committee shall review each of the specific policies and take necessary actions to improve the system concerning efficient execution of duties.

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1. System to ensure that the execution of duties by employees of the Company and officers and employees of its subsidiaries/affiliates ("Subsidiaries") complies with applicable laws, regulations and the Articles of Association of the Company

The Company laid down its Charter of Corporate Behavior and requires employees of the Company and officers and employees of the Subsidiaries to strictly comply with applicable laws and regulations whether domestic or international, the Articles of Association of the Company and other relevant regulations, and carries out measures to instill an awareness for the compliance into officers and employees of the Company and officers and employees of its Subsidiaries.

• Helpline" is set up at the head office of the Company and the corporate lawyer's office in order to receive information on violation of the laws and regulations and to provide advice thereon. The Department of the Company in charge of the Helpline will examine the information submitted to the Helpline, implement Company-level preventive measures through consultation with the relevant departments, and regularly report the matter to the Board of Directors of the Company and the Audit & Supervisory Board of the Company.

The department of the Company in charge of internal audit shall conduct audit in accordance with Regulation concerning Internal Audit to assess legitimacy of the execution of duties by employees of the Company and officers and employees of its Subsidiaries and regularly report the results thereof to the Board of Directors and the Audit & Supervisory Board.

1. Systems as given below to ensure the appropriateness of execution of duties in the Group

1. System for reporting to the Company on the matters relating to execution of duties by officers and employees of the Company's Subsidiaries
2. Regulations concerning risk management of the Company's Subsidiaries and other systems
3. System to ensure efficient execution of duties by officers and employees of the Company's Subsidiaries

The Company shall ensure thorough management of the Subsidiaries on their execution of duties concerning risk management, effectiveness of their execution of duties, and other important matters through the departments of the Company in charge by specifying matters to be reported to and matters to be approved by the Company on the basis of the Company's regulations concerning management of the Subsidiaries, etc., and by facilitating close communications between the said departments of the Company in charge and the Subsidiaries.

The department of the Company in charge of internal audit shall conduct audit in accordance with the Company's regulations concerning internal audit to assess the properness of execution of duties in the entire Subsidiaries and regularly report the results thereof to the Board of Directors and the Audit & Supervisory Board of the Company.

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