Kewpie : Annual Report 2022（1,664KB）

Annual Report

2022

December 1, 2021 to November 30, 2022

Kewpie Corporation

The information contained in this report is derived from Kewpie Corporationʹs (the ʺCompanyʺ) Annual Securities Report in Japanese filed with the Commissioner of the Financial Services Agency on February 24, 2023 in accordance with the Financial Instruments and Exchange Law, and has been translated into English for the convenience of readers outside Japan.

Document Title:	Annual Securities Report
Corporate Name:	KEWPIE KABUSHIKI-KAISHA
English Corporate Name:	Kewpie Corporation
Name and Title of Representative:	Mitsuru Takamiya
	Representative Director
	President and Chief Executive Corporate Officer
Location of Head Office:	4-13, Shibuya 1-chome,Shibuya-ku,
	Tokyo 150-0002, Japan
Contact:	Takeshi Kitagawa
	Corporate Officer
	Senior General Manager of Management Promotion Division
Telephone:	[phone]

Table of Contents

I.				Page
Outline of the Company	1
	1.	Principal Management Indexes	1
	2.	Nature of Business	3
	3.	Outline of Associated Companies	5
	4.	Employees	9
II.	Business Operations	10
	1.	Management Policy, Business Environment, Tasks Ahead, Etc	10
	2.	Operational Risks	15
	3.	Management Analysis of Financial Position, Operating Results and Cash Flows	22
	4.	Material Contracts	28
	5.	Research and Development	28
III.	Facilities and Equipment	32
	1.	Investments in Facilities and Equipment	32
	2.	Principal Facilities and Equipment	33
IV.	The Company	36
	1.	Shares	36
		(1) Number of authorized and issued shares	36
		(2)	Stock acquisition rights	36
		(3)	Exercise of bonds with stock acquisition rights containing a clause for exercise price
			revision	36
		(4)	Principal shareholders	37
	2.	Acquisition of the Company's Treasury Stock	38
	3.	Dividend Policy	39
	4.	Corporate Governance	40
V.	Financial Information	76
	Consolidated Financial Statements	77
		(1)	Consolidated financial statements	77
		(2)	Other	132
	Independent Auditors' Audit Report and Internal Control Audit Report	133
VI.	Stock Information of Reporting Company	137

Outline of the Company

1

1. Outline of the Company

1. Principal Management Indexes

1. Consolidated principal management indexes for the five years ended November 30, 2022

Period ended		Nov. 2018	Nov. 2019	Nov. 2020	Nov. 2021	Nov. 2022
Net sales	(millions of yen)	573,525	545,723	531,103	407,039	430,304
Ordinary income	(millions of yen)	34,349	33,275	28,989	29,698	27,249
Profit attributable to owners of parent	18,320	18,698	11,591	18,014	16,033
	(millions of yen)
Comprehensive income	(millions of yen)	17,786	17,646	14,347	24,546	32,635
Total net assets	(millions of yen)	266,100	276,753	287,356	269,301	294,623
Total assets	(millions of yen)	419,736	444,309	454,276	381,003	403,384
Net assets per share	(yen)	1,582.27	1,646.73	1,676.05	1,767.14	1,925.54
Earnings per share	(yen)	124.85	130.72	81.04	128.17	115.34
Earnings per share - diluted	(yen)	-	-	-	-	-
Equity ratio	(%)	53.9	53.0	52.8	64.5	66.4
Return on equity	(%)	8.1	8.1	4.9	7.4	6.2
Price earnings ratio	(times)	22.1	18.6	26.8	18.0	21.2
Cash flows from operating activities	41,778	43,916	34,955	38,533	27,199
	(millions of yen)
Cash flows from investing activities	(20,199)	(29,720)	(26,039)	(20,277)	(15,947)
	(millions of yen)
Cash flows from financing activities	(15,293)	(4,602)	5	(18,701)	(16,812)
	(millions of yen)
Cash and cash equivalents at the end of the fiscal	47,970	56,777	65,777	66,703	65,335
year	(millions of yen)
Number of regular full-time employees,	14,808	15,452	16,003	10,719	10,696
and average number of temporary employees
[9,843]	[9,404]	[9,268]	[5,166]	[5,089]
in brackets
(Notes) 1. Earnings per share - diluted is not presented because of no issue of potential shares.

1. The Company has adopted the ʺPartial Amendments to Accounting Standard for Tax Effect Accountingʺ (ASBJ Statement No. 28, February 16, 2018) and relevant guidance effective as of the beginning of the fiscal year ended November 30, 2019. Accordingly, the principal management indexes pertaining to the fiscal year ended November 30, 2018 have been retroactively adjusted to reflect the adoption of said accounting standard and relevant guidance.
2. In the fiscal year ended November 30, 2021, the Company finalized the provisional accounting treatment for business combinations. Accordingly, the principal management indexes pertaining to the fiscal year ended November 30, 2020 have been retroactively adjusted to reflect the finalization of the provisional accounting treatment.
3. In the fiscal year ended November 30, 2021, K.R.S. Corporation (ʺKRSʺ) and its subsidiaries have changed from being consolidated subsidiaries to being affiliated companies accounted for by the equity method, as the Company sold part of the shares of KRS.

2 Outline of the Company

1. Non-consolidatedprincipal management indexes for the five years ended November 30, 2022

Period ended			Nov. 2018	Nov. 2019	Nov. 2020	Nov. 2021	Nov. 2022
Net sales	(millions of yen)	203,449	192,881	176,734	178,513	184,084
Ordinary income	(millions of yen)	16,400	17,245	16,214	15,518	15,110
Profit	(millions of yen)	11,586	12,453	9,794	11,009	12,644
Paid-in capital	(millions of yen)	24,104	24,104	24,104	24,104	24,104
Total number of issued shares			150,000,000	150,000,000	150,000,000	141,500,000	141,500,000
Total net assets	(millions of yen)	147,756	153,101	156,326	151,519	158,264
Total assets	(millions of yen)	252,009	259,373	250,929	254,560	252,832
Net assets per share		(yen)	1,032.95	1,070.33	1,092.88	1,090.03	1,138.56
Annual dividends per share, and interim		38.0	45.0	40.0	47.0	47.0
dividends per share in brackets	(yen)	[19.0]	[20.0]	[20.0]	[20.0]	[20.0]
Earnings per share		(yen)	78.96	87.06	68.47	78.33	90.96
Earnings per share - diluted		(yen)	-	-	-	-	-
Equity ratio		(%)	58.6	59.0	62.3	59.5	62.6
Return on equity		(%)	7.7	8.3	6.3	7.2	8.2
Price earnings ratio		(times)	34.9	27.9	31.8	29.5	26.9
Dividend payout ratio		(%)	48.1	51.7	58.4	60.0	51.7
Number of regular full-time employees,		2,508	2,447	2,426	2,394	2,408
and average number of temporary employees
[774]	[738]	[569]	[537]	[538]
in brackets
Total shareholder return			96.8	87.2	79.6	85.9	92.3
(Comparative index: Dividend-included
[95.1]	[99.4]	[105.1]	[118.0]	[124.8]
TOPIX)		(%)
Highest stock price		(yen)	3,145	2,782	2,496	2,813	2,558
Lowest stock price		(yen)	2,435	2,303	1,783	2,123	2,083

(Notes) 1. Earnings per share - diluted is not presented because of no issue of potential shares.

1. The Company has adopted the ʺPartial Amendments to Accounting Standard for Tax Effect Accountingʺ (ASBJ Statement No. 28, February 16, 2018) and relevant guidance effective as of the beginning of the fiscal year ended November 30, 2019. Accordingly, the principal management indexes pertaining to the fiscal year ended November 30, 2018 have been retroactively adjusted to reflect the adoption of said accounting standard and relevant guidance.
2. The highest and lowest stock prices are those of the Prime Market of the Tokyo Stock Exchange from April 4, 2022, and of the First Section of the Tokyo Stock Exchange before that date.