OUTSOURCING : Notice Regarding Capital and Business Alliance of Consolidated Subsidiary

[Translation]
	July 30, 2021
To Whom It May Concern
Company Name:	OUTSOURCING Inc.
Representative:	Haruhiko Doi
	Chairman and CEO
(First Section of TSE, Securities Code: 2427)
Contact:	Kazuhiko Suzuki
	Executive Vice President and
	Executive General Manager
	in charge of Business
	Management Division
Phone:	[phone] (main)

Notice Regarding Capital and Business Alliance of Consolidated Subsidiary

OUTSOURCING Inc. (hereinafter "the Company") hereby announces that the Board of Directors, at its meeting held on July 30, 2021, resolved that consolidated subsidiary HR GUIDE Co., Ltd. (Head Office: Shinjuku-ku, Tokyo; Representative Director: Atsushi Kawabata; hereinafter "HR Guide"), which is part of the Domestic Service Operations Outsourcing Business segment, will conduct capital and business alliance with WORLD INTEC CO., LTD. (Head Office: Fukuoka-City, Fukuoka Prefecture; President and Representative Director: Katsuhiro Kuriyama) and AGEKKE CORPORATION (Head Office: Shinjuku-ku, Tokyo; President and Representative Director: Masahiko Kogo), and concluded a business alliance contract as of today.

This alliance covers "Cloud Staffing Management (CSM)" business, dispatched employee management system developed by HR Guide. CSM is a model in which not only the current issues such as contact reduction and systemization demand to support remote work, which became an urgent need due to the COVID-19 pandemic, are solved, but also the added value of productivity improvement by improving operational efficiency is shared with client companies, and the consideration of the service returns to dispatched workers. This fits in with the idea of SDGs that no one will be left behind, and we believe that it has the potential to contribute to establishing an HR supply chain that considers the SDGs of client companies.

The Company has determined that the two companies and the Company are able to effectively complement the CSM client base since there is little overlap of the dispatch destinations, and in addition, accelerating the expansion of HR Tech (human resources technology) functions through joint development will lead to business expansion and improved corporate value of each company, and to an improvement in the status of the entire industry by improving the treatment of dispatched workers.

Please refer to the attached document for details.

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PRESS RELEASE

To Whom It May Concern

July 30, 2021

HR Guide Co., Ltd.

WORLD INTEC CO., LTD.

AGEKKE CORPORATION

Capital Alliance of HR Guide Co., Ltd.

WORLD INTEC CO., LTD. (President and Representative Director: Katsuhiro Kuriyama, hereinafter called "WORLD INTEC"), a comprehensive human resource business company, and AGEKKE CORPORATION (President and Representative Director: Masahiko Kogo, hereinafter called "AGEKKE"), a comprehensive human resources production company, hereby announce that they have reached an agreement to a capital and business alliance with HR Guide Co., Ltd. (Representative Director: Atsushi Kawabata, hereinafter called "HR Guide"), which provides HR tech services and concluded the agreement on July 30, 2021.

■1. Background and Purpose of the Alliance

HR Guide has provided IT solutions in the human resources field with the aim of raising added value, such as improving the productivity of client companies and improving the working environment by moving away from the conventional simple business model for temporary staffing business operators.

"CSM", a Dispatched Employee Management System operated by HR Guide, promotes DX of dispatch practices at both dispatching business operators and client companies. CSM allows dispatching business operators and client companies to use features such as contract management and attendance management on cloud that ensure compliance. This is expected to promote work style reforms, such as reducing contact and responding to remote work, in addition to improving the efficiency of dispatch operations. In addition, CSM is a model in which the added value of achieving higher productivity through operational efficiency is shared with client companies and returns the compensation to dispatched workers. This fits well with the SDGs concept, focusing on contributing to the HR supply chain of client companies that are actively addressing social issues.

WORLD INTEC and AGEKKE have concluded an agreement on this alliance based on the recognition that the two companies will not only strive to further improve added value using CSM in the staffing services they operate, but also contribute to the achievement of SDGs through their business activities. Since CSM improves convenience in proportion to the number of users, we believe that this alliance between WORLD INTEC and AGEKKE, which is large in scale and has little overlap with existing customer base, will strengthen the value provided.

HR Guide, WORLD INTEC, and AGEKKE will promote collaboration to enhance the value of the entire industry as well as expand the business of each company.

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■2. Details of the Alliance

(1) Scope of the alliance

Through this alliance, we will share the management resources of each company, which will lead to the development of more convenient system solutions. WORLD INTEC and AGEKKE will collaborate on market research and system investment necessary for HR Guide to develop, deploy the second and the third service in the future, and improve the presence in the HR Tech market. Currently, CSM is centered on functions for the manufacturing industry, and we believe that their deep knowledge in the service industry will also create new usage scenarios.

In the development of services, we will continue to pursue a mechanism to increase the advantages of all three parties - client companies, dispatching business operators, and dispatched employees, in addition to further promoting DX of user companies by combining the know-how of each company with cutting-edge technologies such as AI, beyond the boundaries of the industry peers.

In addition, HR Guide complies with the Act on the Protection of Personal Information and other guidelines and strictly manages and protects personal information in the system and operational information of user companies. While collaborating in new development and other areas in the future, we have established an independent operating structure for the existing businesses.

(2) Details of the Capital Alliance

HR Guide allocates 130 shares of common stock (20% of voting rights after the third-party allotment) to WORLD INTEC and 65 shares of common stock (10% of voting rights after the third-

party allotment) to AGEKKE through a third-party allotment.

(Investment ratio after execution)

OUTSOURCING Inc.

WORLD INTEC

AGEKKE

Capital contribution 70%

Capital contribution 20%

Capital contribution 10%

HR Guide

■3. Investor Companies

WORLD INTEC CO., LTD (URL: https://www.witc.co.jp/)

(1)

Company name

WORLD INTEC CO., LTD.

(2)

Head office

Fukuoka Asahi Building 6F,

2-1-1

Hakata Ekimae, Hakata-ku,

Fukuoka-shi

(3)

Representative

Katsuhiro Kuriyama

director

(4)

Major businesses

HR-related business focusing

on

manufacturing dispatch and

contract outsourcing

(5)

Established

February 4, 2014

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AGEKKE CORPORATION (URL: https://www.agekke.co.jp/)

(1)	Company name	AGEKKE CORPORATION
(2)	Head office	Shinjuku Center Building 46F, 1-25-1Nishi-Shinjuku,Shinjuku-ku,
Tokyo
(3)	Representative	Masahiko Kogo
director
(4)	Major businesses	Human resource and recruitment-related business in general
(5)	Established	September 26, 2001

■4. Investee Company

HR Guide Co., Ltd. (URL: https://www.hr-g.co.jp/)

(1)	Company name	HR Guide Co., Ltd.
(2)	Head office	Shinjuku SKY Building 5F, 4-1-23Shinjuku-ku, Tokyo
(3)	Representative	Atsushi Kawabata
director
(4)	Major businesses	Various subcontracting and consignment businesses, sales, planning,
development, leasing, maintenance, and operation of systems

Contact for inquiries (only available in Japanese) (Business hours: 9:00-18:00, excluding weekends and holidays)

■HR Guide [phone] ■WORLD INTEC [phone]

■AGEKKE Public Relations Department: [phone]

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