Fast Retailing Co., Ltd.

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NOTICE OF 2017 General Meeting of Shareholders (Year from 1 September 2016 to 31 August 2017)

Date and time 11.00 JST, Thursday, November 30, 2017

Location

Main Conference Room, Head Office Conference Building 717-1 Sayama, Yamaguchi City, Yamaguchi, Japan

Matters for Resolution

Proposal 1: Election of six directors Proposal 2: Election of new accounting auditor

FAST RETAILING CO., LTD. Stock Code Tokyo Stock Exchange: 9983 Hong Kong Stock Exchange (Main Board): 6288

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Dear Shareholders
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A new industry, a new era

Fast Retailing has made a bold decision. In today’s world, information is conveyed instantly to customers via the internet, and the digitalization of industry enables that instantly obtained information to be thoroughly analyzed by artificial intelligence. New companies with new business formats such as Google and Amazon are expanding their share of the retail industry and entering other new industries. How should Fast Retailing evolve as a company in this rapidly changing era? How do we gain a competitive edge over new entrants to ensure survival? As the structural demarcations between industries and companies continue to dissolve, we have determined to transform ourselves into a new type of digital consumer retail company that works, first and foremost, for customers, and can successfully turn information into superior products.

To that aim, we launched the Ariake Project, tasked with comprehensively reforming our business processes, and revolutionizing our entire supply chain to facilitate the rapid commercialization of customers’ latest desires. We are actively exploiting the latest technology to create a new type of industry capable of creating both world-class clothing and world-class information. The new UNIQLO CITY TOKYO head office, opened in Ariake, Tokyo in February 2017, attracts highly talented personnel from all over the world. Already, this exciting new head office is originating many epoch-changing and highly attractive UNIQLO products and services.

Fast Retailing achieved a record high corporate performance in the year ending August 31, 2017. Thanks to impressive profit gains from UNIQLO operations in Greater China, South Korea, and Southeast Asia & Oceania, UNIQLO International has developed into the Group’s core business, and Fast Retailing has its sight fixed firmly on maximizing its growing international reputation. Economic development around the Pacific Rim is fueling an expansion of middle-income populations with a higher propensity to consume. This represents a great opportunity for UNIQLO, which has already established a firm operational platform in the region. UNIQLO LifeWear is recognized and highly appreciated by customers around the world as ultimate everyday wear that can enrich people’s lives. We have pledged to continue developing clothes that are minutely tailored to people’s daily needs, and clothes that carve new value.

We are also determined to help progress the creation of a sustainable world. Within the clothes-manufacturing process, we are pursuing attentive initiatives to improve factory working environments, uphold worker rights and protect the environment. More broadly, we also operate our All-Product Recycling Initiative, and promote the advancement of women in the workplace, the employment of people with disabilities, and refugee support. We are fully invested in the urgent and earnest challenge of making the world a better place through clothes.

November 2017 Tadashi Yanai Chairman, President and CEO

Convocation Notice

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MEMO

NOTICE OF 2017 GENERAL MEETING OF SHAREHOLDERS

Date and time: 11:00 JST, Thursday, November 30, 2017

Location: Main Conference Room, Head Office Conference Building 717-1 Sayama, Yamaguchi City, Yamaguchi, Japan

Items to be dealt with at the Meeting:

Matters for 1. Reports on the business report, consolidated financial Reporting statements and non-consolidated financial statements for the fiscal 2017 (1 September 2016 to 31 August 2017)
Results of the audit of the consolidated financial statements by the Accounting Auditors and the Board of Statutory Auditors for fiscal 2017 (1 September 2016 to 31 August 2017)

Matters for Proposal 1: Election of six directors Resolution

Proposal 2: Election of new accounting auditor

Information Disclosed Online

Amendments to AGM reference materials, the business report, consolidated financial statements and non-consolidated financial statements will be displayed on the Fast Retailing company website.

As stipulated by law and article 15 of the articles of incorporation, the following documents are not included in this notice because they are already displayed on the Fast Retailing company website:

Business report

Employees, Principal Lenders, items relating to external officers, the accounting auditors, share subscription rights and ensuring proper business operations (corporate governance)

Consolidated financial statements

Consolidated statement of changes in equity, notes to consolidated financial statements

Non-consolidated financial statements

Statement of changes in net assets, notes to non-consolidated financial statements

Documents displayed on the company website relating to the Board of Auditors and the Accounting Auditor are all subject to audit.

Fast Retailing website http://www.fastretailing.com/eng/ir/stockinfo/meeting.html

THE REFERENCE MATERIALS FOR THE 2017 GENERAL MEETING OF SHAREHOLDERS

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6
5
4
Chairman, President and CEO Director
1 4
Tadashi Yanai Toru Murayama
Director Director
2 5 2 1 3
Toru Hambayashi Masaaki Shintaku
Director Director
3 6
Nobumichi Hattori Takashi Nawa
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2 4
Standing Statutory Auditor Statutory Auditor
1 4
Akira Tanaka Akira Watanabe
Standing Statutory Auditor Statutory Auditor 5 3
2 5 1
Masaaki Shinjo Keiko Kaneko
Statutory Auditor
3
Takaharu Yasumoto
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Proposal 1 Election of Six Directors

The term of office of all six current Directors expires as of the end of this Ordinary General Meeting of Shareholders, so the Company proposes that six Directors be elected. The candidates for Directors are as follows.

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Candidate No. of years as a Board of directors’
Name Position
number board director meeting attendance
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			Representative
1	Tadashi Yanai (68 years old)	Reappointment	Director; Chairman,	45 years	100% (13 of 13)
			President & CEO

2	Toru Hambayashi (80 years old)	Reappointment External Director Independent Officer	Director	12 years	100% (13 of 13)


3	Nobumichi Hattori (59 years old)	Reappointment External Director Independent Officer	Director	12 years	100% (13 of 13)


4	Toru Murayama (63 years old)	Reappointment External Director	Director	10 years	100% (13 of 13)

5	Masaaki Shintaku (63 years old)	Reappointment External Director Independent Officer	Director	8 years	100% (13 of 13)


6	Takashi Nawa (60 years old)	Reappointment External Director Independent Officer	Director	5 years	100% (13 of 13)

Outline of Non-Executive Directors limited liability agreement
To enable Non-Executive Directors to fulfill their roles to the best of their ability and meet the expectations of the Board and shareholders, Article 29 of the Company’s Articles of Incorporation stipulates that the Company may enter into agreements with Non-Executive Directors to limit their liabilities to compensate for damages suffered due to their negligence in the execution of duties. Accordingly, the Company signed limited liability agreements with Toru Hambayashi, Nobumichi Hattori, Toru Murayama, Masaaki Shintaku, and Takashi Nawa. These agreements shall be extended in the event these five persons are re-elected as Non- Executive Directors. An outline of the said agreement is detailed below.
The limited liabilities agreement is based on provisions in Article 427, Paragraph 1 of the Companies Act, which limits the liabilities for damages as provided for in Article 423, Paragraph 1 of the Companies Act. The agreement states that liabilities for damages shall be limited to the higher amount of either 5,000,000 yen or the amount stipulated by law.
The Tokyo Stock Exchange has been notified that Toru Hambayashi, Nobumichi Hattori, Masaaki Shintaku and Takashi Nawa serve as independent officers.
Director Toru Murayama is the representative director of Office Murayama. FAST RETAILING CO., LTD. currently has a consulting subcontract to the annual value of 18 million yen with Office Murayama relating to the training of management personnel.

Tadashi Yanai 1 Reappointment

DOB: 7 February 1949

No. of years as a Board Director:

45 (at the conclusion of current AGM)

Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: 22,987,284 shares

Career profile and Fast Retailing positions held:

Aug. 1972 Joined FAST RETAILING CO., LTD.
Sep. 1972 Director, FAST RETAILING CO., LTD.
Senior Managing Director, FAST RETAILING CO., LTD.
Aug. 1973
Sep. 1984 President & CEO, FAST RETAILING CO., LTD.
Jun. 2001 External Director, SOFTBANK GROUP CORP. (current)
Nov. 2002 Chairman and CEO, FAST RETAILING CO., LTD.
Chairman, President and CEO, FAST RETAILING CO., LTD. (current)
Sep. 2005
Chairman, President and CEO, UNIQLO CO., LTD. (current)
Nov. 2005
Director and Chairman, GOV RETAILING CO., LTD. (currently G.U. CO., LTD.) (current) External Director, Nippon Venture Capital Co., Ltd. (current)
Sep. 2008
Jun. 2009
Nov. 2011 Director, LINK THEORY JAPAN CO., LTD. (current)

Major concurrent offices:

External Director, SOFTBANK GROUP CORP.

Chairman, President and CEO of UNIQLO CO., LTD. Director of 20 other subsidiaries of the Company External Director, Nippon Venture Capital Co., Ltd.

Selection for Chairman, President and CEO

Tadashi Yanai founded and built Fast Retailing into a successful corporate Group. Appointed President and CEO in 1984, he has established UNIQLO’s global operations, built GU into a second pillar brand, and expanded the Group into one of the world’s leading Specialty store retailers of Private-label Apparel. His impressive management experience, broad operational knowledge and consistent commitment to improving corporate value is vital to the Group’s continued growth. We highly recommend Mr. Yanai’s appointment.

Candidate Message

We are in the process of actively creating a new industry fueled by our quest to become a digital consumer retail company. To that aim, I want to increase our corporate value even further and realize speedier, transparent management. Under our corporate mission to change clothes, change conventional wisdom and change the world, we are dedicated to fundamentally enriching people’s lives and spearheading initiatives to realize a sustainable society, so that we can grow as a company that delivers both joy and happiness to people all over the world.

FAST RETAILING CO., LTD. has no specific interests or agreements with any of the other candidates for director.

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Toru Hambayashi 2 Reappointment External Director Independent Officer

DOB: 7 January 1937

No. of years as a Board Director: 12 (at the conclusion of current AGM) Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: — shares Career profile and Fast Retailing positions held:

Apr. 1959 Joined Nichimen Company Limited (currently Sojitz Corporation)
Oct. 2000 President, Nichimen Corporation (currently Sojitz Corporation)
Apr. 2003 Chairman and Representative Director, Sojitz Holdings Corporation (currently Sojitz Corporation)
Jun. 2004 External Auditor, UNITIKA LTD.
Nov. 2005 External Director, FAST RETAILING CO., LTD. (current)
Jun. 2007 External Director, MAEDA CORPORATION
Apr. 2009 Adviser, The Association for the Promotion of International Trade, Japan (current)
Jun. 2011 External Director, DAIKYO INCORPORATED (current)
Jun. 2015 External Director, UNITIKA Ltd. (current)
Jun. 2017 Advisor, Maeda Corporation (current)

Major concurrent offices:

External Director, UNITIKA LTD. Adviser, MAEDA CORPORATION

Adviser, The Association for the Promotion of International Trade, Japan External Director, DAIKYO INCORPORATED

Nobumichi Hattori 3 Reappointment External Director Independent Officer

DOB: 25 December 1957

No. of years as a Board Director: 12 (at the conclusion of current AGM) Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: — shares Career profile and Fast Retailing positions held:

Apr. 1981 Joined Nissan Motor Co., Ltd.
Joined Goldman Sachs and Company, Headquarters (New York)
Jun. 1989
Nov. 1998 Managing Director and M&A Advisory of Japan for Goldman Sachs and Company Headquarters (New York)
Oct. 2003
Visiting Associate Professor, Graduate School of International Corporate Strategy, Hitotsubashi University
External Director, Miraca Holdings Inc.
Jun. 2005
External Director, FAST RETAILING CO., LTD. (current)
Nov. 2005
Oct. 2006 Visiting Professor, Graduate School of International Corporate Strategy, Hitotsubashi University
Visiting Professor, Waseda Graduate School of Finance, Accounting and Law (current)
Apr. 2009
External Auditor, Frontier Management Inc. (current)
Mar. 2015
External Director, Hakuhodo DY Holdings Inc. (current)
Jun. 2015
Visiting Professor, Graduate School of Business Administration, Keio University (current)
Jul. 2016

Major concurrent offices:

Visiting Professor, Waseda Graduate School of Finance, Accounting and Law External Auditor, Frontier Management Inc.

External Director, Hakuhodo DY Holdings Inc.

Selection for External Director

Toru Hambayashi is well versed in overall trends in the apparel industry having worked in senior management first as president of Nichimen Corp. general trading company (currently Sojitz Corp.) and then as chairman and co-CEO of Nissho Iwai-Nichimen Holdings Corp. (currently Sojitz Corp.). His global perspective and superior management experience is vital to us as a company looking to expand our apparel-related operations. We highly recommend Mr. Hambayashi is an appropriate candidate for external director.

Candidate Message

Tadashi Yanai has a strong sense of morality, but it is extremely important that the company transitions from a ‘my company’ under Mr. Yanai, to a more public ‘your company.’ As an external director, I closely monitor and evaluate Fast Retailing growth on behalf of company stakeholders to ensure all achievements are healthy and correct, and offer advice to aid Fast Retailing’s quest to become the world’s No.1 brand.

Visiting Professor, Graduate School of Business Administration, Keio University

Selection for External Director

Nobumichi Hattori presided over M&A projects in Japan as managing director of major US bank Goldman Sachs’ New York head office. He currently researches M&A and corporate valuation. Well versed in how companies operate in capital markets, he also serves as visiting professor at graduate schools of Waseda and Keio universities in Tokyo. We believe Mr. Hattori’s knowledge and experience is invaluable for our company, and we highly recommend him as a candidate for external director.

Candidate Message

As Fast Retailing enters a new phase of growth, the Board of Directors’ role as a key collective that consistently highlights and considers risk-side factors is more important than ever. I want to apply my experience at a major US investment bank to objectively judge how capital markets perceive Fast Retailing’s corporate value, and suggest how to best increase that value. I am committed to providing further broad support going forward.

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Toru Murayama 4 Reappointment External Director

DOB: 11 June 1954

No. of years as a Board Director: 10 (at the conclusion of current AGM)

Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: 500 shares Career profile and Fast Retailing positions held:

Apr. 1980 Joined Arthur Andersen & Co. (currently Accenture Japan Ltd.)
Apr. 2003 Representative Director and President, Accenture Japan Ltd.
Sep. 2007 Director and Chairman, Accenture Japan Ltd.
Nov. 2007 External Director, FAST RETAILING CO., LTD. (current)
Sep. 2009 Corporate Advisor, Accenture Japan Ltd.
Apr. 2010 Professor, Faculty of Science and Engineering, Waseda University
Jan. 2013 President, Office Murayama (current)
Apr. 2015 Visiting Professor, Faculty of Science and Engineering, Waseda University (current)
Jun. 2016 External Director, Meiji Holdings Co., Ltd. (current)

Major concurrent offices:

Visiting Professor, Faculty of Science and Engineering, Waseda University President, Office Murayama External Director, Meiji Holdings Co., Ltd.

Selection for External Director

Toru Murayama helped determine growth strategies for large numbers of global companies during the many years he served in senior management at US management consulting firm Accenture. We believe his experience and knowledge is very important to us as we continue to expand our global operations, and we highly recommend him as an appropriate candidate for external director. Toru Murayama does have a consulting contract with Fast Retailing. However, this contract relates to personnel training and has no bearing on his appointment as a member of the Board.

Candidate Message

Fast Retailing is working hard to become a true global retailer, and so it important that management teams can communicate effectively beyond the borders of regions, operations and functions in order to resolve any issues swiftly. I am committed to actively nurturing management personnel, and encouraging employees all over the world to develop managerial mindsets. I intend to continue active suggesting ideas and different perspectives.

Masaaki Shintaku 5 Reappointment External Director Independent Officer

DOB: 10 September 1954

No. of years as a Board Director: 8 (at the conclusion of current AGM) Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: — shares Career profile and Fast Retailing positions held:

Apr. 1978 Joined IBM Japan, Ltd.
Dec. 1991 Joined Oracle Corporation Japan
Aug. 2000 President & CEO, Oracle Corporation Japan

Executive Vice President, Oracle Corporation

Jan. 2001
Vice Chairman, Special Olympics Nippon (currently Special Olympics Nippon Foundation) (current)
Apr. 2008
Jun. 2008 Chairman, Oracle Corporation Japan
Advisory Board Member, NTT DOCOMO, INC.
May 2009
Nov. 2009 External Director, FAST RETAILING CO., LTD. (current)
Jul. 2011 External Director, COOKPAD Inc.
Dec. 2015 External Director, Works Applications CO., LTD. (current)

Major concurrent offices:

Vice Chairman, Special Olympics Nippon Foundation External Director, Works Applications CO., LTD.

Selection for External Director

Having worked in senior management at US information systems company Oracle Corp., Masaaki Shintaku has amassed a wealth of experience and knowledge in the field of corporate management. As vice chairman of the non-profit organization Special Olympics Nippon Foundation, he is involved in a wider range of activities. His objective advice regarding Fast Retailing future growth strategy, and his invaluable in-depth knowledge of sponsored athletes and sports for people with disabilities renders him an appropriate candidate for external director.

Candidate Message

Fast Retailing has moved from forming a cohesive corporate Group, to globalization, and is now facing a new stage of transforming itself into a digital consumer retail company. I believe the company is also making solid investments in new fields such as reforming its distribution and IT systems. In such periods of operational change, it is important to nurture truly talented managers who can serve as the dynamic drivers of growth. I believe the company is steadily expanding personnel who exhibit a strong desire to take on new challenges. Fast Retailing’s Board of Directors should also work as a unified team to help accelerate the company’s progress, and contribute to future growth.

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Takashi Nawa 6 External Director

Reappointment External Director Independent Officer

DOB: 8 June 1957

No. of years as a Board Director: 5 (at the conclusion of current AGM) Board of Directors’ meeting attendance: 100% (13 of 13)

No. of Fast Retailing shares held: — shares Career profile and Fast Retailing positions held:

Apr. 1980 Joined Mitsubishi Corporation
Apr. 1991 Joined McKinsey & Company
Jun. 2010 Professor, The Graduate School of International Corporate Strategy, Hitotsubashi University (current)
Jun. 2010 President, Genesys Partners (current)

Proposal 2 Election of new accounting auditor

Ernst & Young ShinNihon LLC will retire from its current position as accounting auditor with its appointment term expiring at the end of this Annual General Meeting of Shareholders. Shareholders are asked to appoint Deloitte Touche Tohmatsu LLC as the new auditor. This proposal is based on a decision taken by the Board of Statutory Auditors.

（1） Background and reasons behind the decision to change auditors

The appointment term of the Company’s current auditor, Ernst & Young ShinNihon LLC, is set to mature at the conclusion of the FY2017 Annual General Meeting of Shareholders of the Company scheduled to be held on November 30, 2017. The Board of Statutory Auditors decided to take the opportunity to comprehensively assess the appointment based on the Company’s standards for selecting and evaluating auditors. As a result, the Board of Statutory Auditors decided to appoint Deloitte Touche Tohmatsu LLC as its new auditor.

Sep. 2010 Senior Advisor, Boston Consulting Group
Jun. 2011 External director, NEC Capital Solutions Limited (current)

（2） Overview of incoming auditors

Nov. 2012 External Director, FAST RETAILING CO., LTD. (current)
Jun. 2014 External Director, DENSO CORPORATION (current)
Jun. 2015 External Director, Ajinomoto Co., Inc. (current)

Major concurrent offices:

Professor, The Graduate School of International Corporate Strategy, Hitotsubashi University President, Genesys Partners External director, NEC Capital Solutions Limited External Director, DENSO Corporation External Director, Ajinomoto Co., Inc.

Selection for External Director

Takashi Nawa has amassed a wealth of knowledge and insight into international corporate strategy over his career as director of the American multinational management consultant firm McKinsey & Company, and as professor of The Graduate School of International Corporate Strategy at Hitotsubashi University. This experience should prove extremely useful as FR seeks to globalize operations and promote diverse management, and we highly recommend him as a candidate.

Candidate Message

I always try to express opinions in management discussions that promote diversity. I try to consider how a director from a country other than Japan would view a particular point and then inject that perspective into the Fast Retailing management debate. As an external director, I want to firmly support future growth by pointing out problems with any policy direction, and offering objective, appropriate advice regarding new business areas.

New Auditor Candidates


New Audit	or Candidates		(as of 31 August 2017)
Name of accounting frm	Deloitte Touche Tohmatsu LLC
Offce	Location of the offce Shinagawa Intercity, 2-15-3, Konan,Minato-ku,Tokyo, Japan
	May 1968	Tohmatsu Awoki & Co. established
	May 1975	Joined Touche Ross International (“TRI”) alliance
History	February 1990	Change the company name to Tohmatsu & Co.
	July 2009	Converted to a limited liability company and changed company name to Deloitte Touche Tohmatsu LLC
	Contributed capital	966 million yen
	Headcount	Partners (Certifed Public Accountants)	541
		Specifed partners	53
Overview		Professional staff (Certifed Public Accountants) Successful applicants of the CPA examination, including junior Certifed Public Accountants	2,799 1,112
		Other professional staff	1,674
		Administrative staff Total	410 6,589
	Number of audit engagements (as of the end of May 2017)		3,399 companies

(Note) If the appointment of Deloitte Touche Tohmatsu LLC is as company auditor is approved, Fast Retailing intends to sign a contract based on regulations listed in Article 427, Paragraph 1 of the Companies Act, limiting liability for damages listed in Article 423, Paragraph 1 of the same act. Under the agreement, the limit of liabilities in damages will be limited to the highest of the following amounts multiplied by two: the total economic benefit received or to be received from the Company as remuneration and payment received for performance of duties in each business year during its service as the Accounting Auditors.

Additional Materials Business Report Fiscal 2017 Performance by Business Segment Consolidated revenue and operating profit hit a new record high Revenue 1.8619 trillion yen Operating profit 176.4 billion yen

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hit a new record high
Revenue
1.8619 trillion yen
Operating profit
176.4 billion yen
Revenue trend
Operating profit
FY '84 '85 '86 '87 '88 '89 '90 '91 '92 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17
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“UNIQLO and JW ANDERSON” 2017 Fall Winter Collection
designed in collaboration with British brand JW ANDERSON
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1. Fast Retailing Group Business Performance

1 Fiscal 2017 Business Performance (Year to 31 August 2017)

The Fast Retailing Group generated a record performance in fiscal 2017, the financial year from 1 September 2016 to 31 August 2017. Consolidated revenue totaled ¥1.8619 trillion (+4.2% yearon-year), operating profit reached ¥176.4 billion (+38.6% year-on-year), profit before income taxes rose to ¥193.3 billion (+114.3% year-on-year) and profit attributable to owners of the parent increased to ¥119.2 billion (+148.2% year-on-year). The consolidated gross profit margin improved 0.4 point year-on-year and the selling, general and administrative expense ratio also improved by 0.4 point thanks to persistent Groupwide cost-cutting efforts. Under other income/ expenses, we accounted a foreign exchange gain of ¥2.1 billion and an impairment loss of ¥9.3 billion. In addition, under finance income, we recorded a foreign exchange gain of ¥13.3 billion after the spot foreign exchange rate at the end of the term closed below the spot rate at the start of the business term, increasing the carrying amount of our long-term foreign-currency denominated assets in yen terms. UNIQLO International generated an especially strong increase in profit, which proved the key driver of overall Group performance.

The Group’s medium-term vision is to become the world’s number one apparel retailer. In pursuit of this aim, we are focusing our efforts on expanding UNIQLO International and our lowpriced GU casual fashion brand. We continue to increase UNIQLO store numbers in each country where we operate, and open global flagship stores and large-format stores in major cities around the world to help consolidate UNIQLO’s position as a key global brand. Within the UNIQLO International segment, Southeast Asia in particular is entering a new stage of growth and is set to become the segment’s second pillar region after Greater China (Mainland China, Hong Kong and Taiwan) and South Korea. In terms of the GU operation, in addition to opening more GU stores in Japan, we are also planning to expand GU’s international presence by opening more stores in Mainland China, Hong Kong and Taiwan. In February 2017, we launched the UNIQLO CITY TOKYO Ariake Office as part of our strategy to pursue a new working style, to revolutionize all supply chain processes from planning and design through raw materials procurement, manufacturing, logistics and retail, and to transform ourselves into a digital consumer retail company. Another area of focus in our business expansion plans is e-commerce. We have been working to make our online shopping experience more convenient for customers by marking the March 2017 launch of our new mobile shopping site with a broader range of online sizes, exclusive online items and semi-order-made products, and the option to pick up online purchases at a local convenience store or UNIQLO store.

Fast Retailing Store Num bers

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as of 31 August 2017
3,294
Stores
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EUROPE KOREA JAPAN
North
America
GREATER CHINA
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SOUTHEAST ASIA
OCEANIA
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FY '84 '90 '95 '00 '05 '10 '17
Convocation Notice
The Reference Materials
Business Report
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Financial Highlights

Profit attributable to Revenue Operating profit owners of the parent ~~¥1.8619~~ trln ~~¥176.4~~ bln ~~¥119.2~~ bln

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1.7864
127.2
Y/Y Y/Y Y/Y
48.0
4.2 % 38. 6 % 148. 2 %
UP UP UP
FY2016 FY2017 FY2016 FY2017 FY2016 FY2017
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Cash and cash
Free cash flow Dividend per share
equivalents
¥334.9 bln ¥683.8 bln ¥350
350
Y/Y 385.4 Y/Y Y/Y
-147.1 482. 1 bln 77. 4 % +-¥ 0
UP UP
FY2016 FY2017 FY2016 FY2017 FY2016 FY2017
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Free cash flow = Net cash from operating activities + Net cash used in investing activities

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TOPICS
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UNIQLO Nagoya store

UNIQLO Japan

Full-year revenue up, profit down. Revenue: ¥810.7 billion (+1.4% year on year), operating profit: ¥95.9 billion (-6.4%).
Same-store sales up 1.1% year on year thanks to higher customer visits. Same-store sales expanded by just 0.1% in the first half from September 2016 through February 2017, but expanded by a healthy 2.4% in the second half from March to August 2017 on strong sales of newsworth ~~y~~ items such as wireless bras, Dry Stretch Kando Pants, Easy Ankle Pants and UT T-shirts.
E-commerce expanded 15.6% to constitute 6.0% of total sales.
Operating profit dipped after the gross profit margin improved by a modest 0.3 point but the SG&A ratio increased by 1.3 points year on year. Within SG&A costs, advertising and promotion costs were successfully reduced, but personnel and distribution expenses increased.

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Revenue
¥810.7 bln
799.8
Y/Y
1.4 %
UP
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FY2016 FY2017
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Operating profit
¥95.9 bln
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102.4
Y/Y
6.4 %
DOWN
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FY2016 FY2017
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Huge popularity of the simple beauty UNIQLO wireless bra

UNIQLO’s wireless bras are proving extremely popular with many women. The TV ad featuring actress Nozomi Sasaki attracted much attention with its impressive catch phrase, “Simple, smooth beauty.” UNIQLO has worked tirelessly to improve its wireless bras each year. The “Natural Bust” 2017 Spring Summer Collection featured superior developed details even in the sewing. The collection enables women to maintain a beautiful natural bust line without uncomfortable wires. The seamless molded cup made from polyurethane resin offers an outstandingly comfortable fit. UNIQLO retails its advanced technology wireless bras for 1,990 yen. A survey of roughly 2,000 consumers revealed 90% wanted to keep on using the product, saying, “It’s soft to wear and so easy to keep a great-shaped bust,” and “I’ll come back to buy more because it is reasonably priced.”

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The Reference Materials
Business Report
Statements
Consolidated Financial
Financial Statements
Auditors’ Report
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TOPICS

UNIQLO Southeast Asia growth accelerates Treble sales within five years

Sales expanded considerably in the Southeast Asia and Oceania region (Singapore, Malaysia, Thailand, the Philippines, Indonesia and Australia) last year as more local customers became familiar with the UNIQLO LifeWear concept, and started to support the brand. The opening of the UNIQLO Orchard Central global flagship store on Singapore’s bustling Orchard Road in September 2016 also boosted UNIQLO’s brand presence in Southeast Asia and Oceania. Singapore is one of the region’s central fashion hubs that welcomes many tourists so it is a perfect location from which to convey information and news about the UNIQLO brand.

UNIQLO Orchard Central global flagship store (Singapore)

UNIQLO International

Full-year revenue: ¥708.1 billion (+8.1% year on year). Operating profit nearly doubles to ¥73.1 billion (+95.4%). Profitability improves as each region adopts a tighter discounting approach, and cuts costs.
Southeast Asia & Oceania region performance especially strong. Operating profit doubles as operation enters a firm growth path. Expanded customer base by providing an ampler product mix and increasing the number of products designed exclusively to suit the Southeast Asian climate and culture.
UNIQLO South Korea profit up sharply on successful management reform.
Continued same-store sales growth in Mainland China. Adjusted product mixes to suit different local climates and characteristics across the nation and cut costs through the Purchasing Project. UNIQLO Greater China reported large profit gain (Revenue: ¥346.4 billion (+4.1%), operating profit: ¥50.1 billion (+37.0%).
UNIQLO USA adjusted product mixes to suit individual regions within the country and conducted successful advertising. Complete management overhaul helped halve operating loss.
UNIQLO Europe profit dips slightly on higher costs from more store openings. First Spanish UNIQLO store, opened in September 2017 in Barcelona, got off to a good start.

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Revenue
¥708.1 bln
655.4 Y/Y
8.1 %
UP
FY2016 FY2017
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Operating profit
¥73.1 bln
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Y/Y
37.4
95.4 %
UP
FY2016 FY2017
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Climates, cultures and fashion tastes differ significantly across the Southeast Asian & Oceania region so we formed specialist product design teams in each location to help build deep-rooted community businesses with product ranges that are closely tailored to different local needs. For instance, we successfully expanded our customer base by increasing the proportion of everyday items required for year-round hot climates, such as T-shirts, polo shirts, short pants and UT items, and we developed reasonably priced ranges exclusively for the Southeast Asian market. Sales of Fall Winter items such as Ultra Light Down and HEATTECH also proved strong after we successfully captured demand among overseas travelers. In addition, our HANA TAJIMA FOR UNIQLO collection (photo on right), designed together with designer Hana Tajima since 2015, attracted many loyal customers in Malaysia and Indonesia, where there is a strong demand for comfort fashion.

As the Southeast Asia and Oceania region enters a high-growth stage, we intend to accelerate the pace of new store openings. We are currently aiming to achieve 30% annual growth, and our five-year targets for the region include a trebling of sales from the current approximate 100 billion yen to over 300 billion yen.

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PHILIPPINES
THAILAND 40 Stores
34 Stores
MALAYSIA
41 Stores
SINGAPORE
24 Stores
AUSTRALIA
INDONESIA 12 Stores
12 Stores
as of 31 August 2017
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Global Brands

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Revenue
¥340.1 bln
328.5 Y/Y
3.5 %
UP
FY2016 FY2017
Operating profit
¥14.0 bln
Y/Y
9.5
47.5 %
UP
FY2016 FY2017
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Full-year revenue and profit rise: Revenue: ¥340.1 billion (+3.5% year on year), operating profit: ¥14.0 billion (+47.5%) on large rise in Theory large profit and reduced impairment loss at J Brand.
GU revenue up, profit down. Revenue: ¥199.1 billion (+6.0%), operating profit: ¥13.5 billion (-39.0%). Gross profit margin down on increased discounting after sales fell short ~~of~~ target. Operating profit contracted as a result. Opening of first GU store in Hong Kong in March 2017 was a success. Plan to concentrate new GU store openings in Greater China.
Theory reported a large rise in operating profit on a strong US Theory operation and improved profitability at the Theory PLST brand in Japan.
Operating loss at Comptoir des Cotonniers declines on cost-cutting. Princesse tam.tam and J Brand report another operating loss.

TOPICS

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Welcome to UNIQLO CITY TOKYO.
UNIQLO CITY TOKYO was opened in Ariake, Tokyo, in February 2017. The one-
floor open-plan office space, spanning more than 16,500 square meters is home to
1,100 talented employees who are challenging a new way of working. The office
concept is based on creativity and concurrent working, encouraging high-speed,
connective working in a flat organizational structure. Our aim is to create a new
UNIQLO that sparks dramatic change in current working practices.
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ARIAKE PROJECT
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“Street”

Tokyo’s bustling downtown Yokocho area, a place to stimulate information exchange

UNIQLO CITY TOKYO is a unique huge office space that is structured like a single street. This street however is not a simple walkway, but a place to discover a wealth of new ideas. Created in the zigzag style of downtown Yokocho, staff can wander down the office street and meet members of the next door team, have a chat and find inspiration. Rather than sit silently in a conference, this kind of gossip session can spark a brainwave. Channeling ideas from these multiple sessions will enable us to create unique, unprecedented clothing.

ARIAKE PROJECT

“The Lounge”

Changing individual lifestyles dramatically enhance team prowess

There are no walls or barriers between departments in the UNIQLO CITY TOKYO work loft with extensive views over Tokyo Bay. Instead, we have created large and small community areas that enable colleagues from different departments to see each other. There are many lounges for people to gather for easy, enjoyable meetings and conversations, and initiative a natural discussion when they have an idea. The space not only enables staff to work unfettered by departmental barriers, but to respect individual creativity in an open space. As individuals change the way they work, the power of the team just keeps on getting stronger.

All employees are the advocates of change

The working style at UNIQLO CITY TOKYO is completely different to anything we have ever known, but it certainly generates world-class work. We intend to pursue this new working style to ensure we create new products and services that exceed customer desires and improve the lives of people all over the world. All the staff are helping drive Fast Retailing’s earnest transformation into a digital consumer retail company.

The UNIQLO CITY TOKYO Ariake head office won the coveted Economy, Trade and Industry Minister’s top prize at the 30th Nikkei New Office Awards hosted by the Nikkei Newspaper and the New Office Promotion Association. Ariake’s innovative future-style office was highly praised. UNIQLO CITY TOKYO was designed by the American architect Brad Cloepfil, who pursued the concept of creating a work building that helped people formulate and nurture creative ideas. As the concept suggests, UNIQLO CITY TOKYO has turned into an unconventional office brimming with originality and ingenuity.

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Striving to achieve a sustainable society
Using the clothing business
to make the world
a better place
Fast Retailing uses sustainability as the central criteria
for judging operations, and seeks to give equal weight
to growing its business, and environmental and social
considerations. We consider very carefully whether our
operational activities are playing a truly useful role in
helping resolve global environmental issues and social
problems, and act accordingly.
Great clothes can enrich people’s lives all over the
world. Simple, quality clothes that radically exploit lat-
est technologies and are manufactured without undue
adverse impact on our planet.
We are committed to responsible procurement that
firmly protects the health, safety and rights of factory
workers across our entire supply chain.
M
aki
n
gth
e
w
o
rld
a
b
e
t
t
e
r
pl
a
c
e
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Environment

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Applying strict environmental considerations across the supply chain

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Reduce emissions of harmful chemical substances to zero by 2020

Fast Retailing aims to reduce harmful chemical substance emissions to zero by 2020, and has published a list of target chemicals on its website. We have requested partner factories to reduce emissions to zero, and we conduct regular monitoring to check on progress. In the rare event that we do discover harmful chemical substances, we immediate dispatch one of our takumi teams of dying and materials manufacturing experts to the scene to offer support and promote improvements. We have clearly stipulated that the APEO substance, which is widely used as a detergent in the textile industry, was added to the restricted substance list in 2012. We have strengthened the wording in our contracts, and conduct factory visits to publicize the need to cease using APEO. We have also reduced PFC durable water repellants to approximately 2% of all retailed products in 2016, and have decided to reduce it to zero from the 2017 Fall Winter season.

Reducing CO2 emissions at UNIQLO stores

UNIQLO Japan has announced a target to reduce CO2 emissions (by shop floor area) by 10% compared to the FY2013 level by FY2020. To achieve this target, we are trying to reduce electricity usage in stores by distributing energy-saving manuals, and working with manufacturers to develop air conditioner controllers that ensure appropriate instore temperatures. We are switching all store signs to LED lighting, and aiming to switch over to LED lighting for all stores. We introduced a similar initiative at GU and UNIQLO China stores in FY2015.

Grasp environmental impact of all supply-chain processes and minimize environmental damage

Aim to reduce water and energy use at materials factories Reduce emission of harmful chemical substances to zero Reduce CO2 emissions and energy use in stores Transcend corporate barriers and lead the apparel industry Promote joint initiatives with industry organizations and NGOs

Reducing environmental burden at major UNIQLO materials manufacturers

Fast Retailing manufactures approximately 1.2 billion items of clothing each year, so we approach initiatives to reduce the environmental impact of clothing manufacturers extremely seriously. Fast Retailing joined the Sustainable Apparel Coalition (SAC) in 2014, and started introducing the HIGG Index environmental appraisal standards developed by SAC in UNIQLO’s major partner factories from 2015. The HIGG Index evaluates different environmental themes, from greenhouse gas emissions to discharged water, energy use and chemical substances. We intend to use the appraisal results to further reduce environmental impact at partner factories.

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Social

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Promoting deep-rooted joint activities with business partners, employees and local communities

Ensure safe and fair working environments at partner factories

Protect fundamental employee rights, respect diverse personnel, and promote human resource training
A company with good work-life balance, and high employee satisfaction
Expand hiring of people with disabilities and refugees
Recycled 11.6 million items of clothing in FY2017 through our All Product Recycling Initiative (64.9 million to date)

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All-Product Recycling Initiative

The All-Product Recycling Initiative, launched in 2006, delivers clothing aid to refugees and displaced persons worldwide through UNIQLO’s global partnership with the UN Office for Refugees (UNHCR), and other organizations. UNIQLO and GU stores had collected a total of 64.9 million items of used clothing by the end of August 2017. Fast Retailing staff visited Myanmar in November 2016 to donate approximately 60,000 items of clothing directly. Conflicts between ethnic minorities and different religions in Myanmar have produced many displaced persons who are forced into terrible hardship. We intend to continue using the All-Product Recycling Initiative to support these refugees and displaced persons.

Conducting monitoring to improve working environments across entire supply chain

Fast Retailing has introduced a Partner Factory Code of Conduct and works with manufacturing partners to ensure safe, appropriate working environments when making of UNIQLO clothes. UNIQLO began monitoring working environments in primary partner garment factories in 2004, and extended the system in 2015 to include monitoring of working conditions and environmental impacts at fabric suppliers, which constitute 70% of UNIQLO’s production volume. Fast Retailing encourages partner factories to appoint specialist inspectors and create proper inspection systems to improve the effectiveness of working environment monitoring.

Monitoring Results

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FR Group (UNIQLO)
Grade Description
FY2014 FY2015 FY2016 FY2017
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	A B C	No violations One or more minor violations One or more major violations	1 (1) 175 (115) 72 (32)	5 (1) 202 (115) 171 (73)	55 (25) 239 (125) 160 (65)	67 (31) 250 (139) 196 (84)
	D	One or more severe violations	77 (17)	75 (28)	44 (14)	49 (13)
	E Highly unethical, serious offense (imediate review of contract) Number of factories monitored		7 (3) 332 (168)	19 (10) 472 (227)	13 (6) 511 (235)	14 (6) 576 (273)

In fiscal 2017, direct visits from Fast Retailing (FR) Sustainability Department experts and improved support boosted the number of A and B grade partner factories.

FR plans to offer stronger guidance after finding many D-grade partner factories were having trouble incorporating legal changes to employee compensation and benefits.

We revised production orders for E grade partner factories.

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Governance

Realize swift, transparent management

Appoint mainly external directors to heighten the Board’s independence and strengthen its surveillance ability
Promote swift, open debate and decision-making in individual committees that support the Board
Operate under a delegated authority system to ensure separate management decision-making and business execution functions

Corporate Governance at Fast Retailing

(As of August 31, 2017)

			General Meeting of Shareholders	General Meeting of Shareholders	General Meeting of Shareholders	General Meeting of Shareholders
	Elect / dismiss				Elect / dismiss	Elect / dismiss Report Consult
Board of Auditors (Three out of five are external)			Audit / Report	Board of Directors (Five out of six are external)			Human Resources Committee
							Sustainability Committee
							Disclosure Committee
							IT Investment Committee
							Code of Conduct Committee
Report		Repor	t / cooperation Audit / Report		Elect / dismiss
							Business Ethics Committee
	Internal Audit Division			Chief Executive Officers
				GroupOfficers

Composition of Committees

Composi	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)	Committee Member tion of Committees (As of August 31, 2017)
		Human Resources Committee	Sustain- ability Committee	Disclosure Committee	IT Invest- ment Committee	Code of Conduct Committee	Business Ethics Committee
Internal Director	Yanai				Chairman
External Director	Hambayashi Hattori Murayama Shintaku Nawa	Chairman

					Observer
					Observer

Standing StatutoryAuditor	Tanaka Shinjo						Observer

External Statutory Auditor	Yasumoto Watanabe Kaneko


Number of GroupOffcers,External Specialists,etc.		4	44	4	6	6	5

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External Auditor Interview

Value diverse perspectives, proposals and candid suggestions as the protectors of correct and just management

Keiko Kaneko External Statutory Auditor

I feel Fast Retailing understands the value of visionary governance

Fast Retailing’s governance displays some visionary aspects, including the fact that five out of the six the Board members are external directors, with the exception of Company President Tadashi Yanai. In addition, three out of five auditors are external statutory auditors. The external directors and auditors have different professional backgrounds and expertise so they offer diverse opinions on proposals submitted to the Board. Fast Retailing is still a relatively young company pursuing fast growth. Mr. Yanai is somewhat of a genius in management and I am often impressed by his business judgements. However, when we need to apply the brakes and review the situation, I make sure to voice forthright opinions. For instance, there are times when improvements cost money and hinder speedy management, but it necessary for the sake of the company, it is important that directors and auditors voice frank opinions to ensure smooth improvements can indeed be made.

President Tadashi Yanai is a manager who is willing to listen

Tadashi Yanai is the owner of the company, but he always asks directors and auditors for their honest opinion when weighing up different options. Some directors and auditors have served on the Board for a long time and have a deep understanding of the company processes. Sometimes they form an opinion that is diametrically opposed to Mr. Yanai’s view. However, we have built up a strong relationship of trust so Mr. Yanai will listen to the directors and auditors to ensure all aspects are considered. Mr. Yanai also assesses his management objectively by asking what other companies are doing or checking if our actions are especially unusual. I intend to fulfill my role as an external auditor to strengthen Fast Retailing’s governance.

Notes: The head of the Sustainability Committee Department chairs both the Sustainability Committee and the Business Ethics Committee.

The Disclosure Committee is chaired by the individual responsible for disclosing information to the Tokyo Stock Exchange.

The head of the Legal Department chairs the Code of Conduct Committee.

The required notification pertaining to independent officers has been submitted to the Tokyo Stock Exchange for Toru Hambayashi, Nobumichi

Hattori, Masaaki Shintaku, Takashi Nawa, Takaharu Yasumoto, Akira Watanabe and Keiko Kaneko.

2 Financial Summary (Applied International Financial Reporting Standards)

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Revenue (billion of yen) Operating profit (billion of yen) Business profit (billion of yen)
184.0
176.6
176.4
1,786.4 1,861.9 164.4 162.0
1,681.7 150.5
1,382.9 130.4 127.2
FY2014 FY2015 FY2016 FY2017 FY2014 FY2015 FY2016 FY2017
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Business profit is calculated by subtracting cost of sales, and selling, general and administrative expenses from revenue.

Financial Positions (billion of yen)

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Total assets Total assets
1,388.4
1,238.1
Liabilities
Liabilities 626.4
Current
Current 640.4 assets
assets
1,077.5
924.5
Equity
Equity 762.0
Non-current 597.6 Non-current
assets assets
313.5 310.8
FY2016 FY2017
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Point of view

(%)

(Yen)

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1,169.70
1,079.42
18.3
16.1
731.51
12.5
471.31 10.2
7.9 7.3 9.1
4.0
FY2014 FY2015 FY2016 FY2017 FY2014 FY2015 FY2016 FY2017
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Dividend per share (Yen) Payout ratio (consolidated) (%)

Equity attributable to owners of the parent (billion of yen) Ratio of equity attributable to owners of the parent to total assets (%)

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74.3
62.3 64.5
52.7 350 350 350
46.4
750.9 731.7 300
618.3
574.5
41.0
32.4
29.9
FY2014 FY2015 FY2016 FY2017 FY2014 FY2015 FY2016 FY2017
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Total assets at the end of August 2017 increased by ¥150.3 billion year on year to ¥1.3884 trillion on the back of a ¥153.0 billion increase in current assets. Cash flow from operating activities produced a ¥144.5 billion increase in cash and other liquid assets. Liabilities decreased by ¥14.0 billion after depreciated yen reduced total derivative financial liabilities.

Total net assets increased by ¥164.3 billion, due to an increase in the capital surplus fueled by expanded profits, and an increase in other components of equity fueled by higher foreign currency translation reserves and cash flow hedges. As a result, the ratio of equity attributable to owners of the parent to total assets (the ratio of shareholders’ equity to total assets) increased by 6.3 points year on year to 52.7%.

Cash Flows Information (billion of yen)

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Effect of exchange
rate changes on Cash and cash
Investing
Cash Flows cash and cash equivalents at
equivalents end of year
Operating 122.7
Cash Flows 14.2 683.8
Cash and cash 212.1
Financing
equivalents at
Cash Flows
beginning of year
385.4 (50.8)
FY2016 FY2017
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Point of view

The balance of cash and cash equivalents expanded by ¥298.3 billion year on year to ¥683.8 billion on August 31, 2017. Cash flow from operating activities stood at ¥212.1 billion following the higher overall corporate performance. Cash from investing activities amounted to ¥122.7 billion, but this was due to the drawdown of deposits with maturities over three months. Cash used in financing activities totaled ¥50.8 billion, due largely to dividend payments.

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Become the world’s No.1 Digital Consumer Retail Company

FY1994 FY1995 FY1996 FY1997 FY1998 FY1999 FY2000 FY2001 FY2002 FY2003 FY2004 FY2005 FY2006 FY2007 FY2008

FY2009 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017

3 Fast Retailing Management Strategy and Immediate Challenges

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4. Major Supply Chain Reforms

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1. Promote Global One Management Principles

We have been actively promoting Global One and Zen-in Keiei management principles to unify UNIQLO, GU, Theory and other Group brands worldwide, encouraging employees to use the best available global methods and pursue a self-motivated, united global approach to any challenge. Our deep-rooted management principles focus on introducing Groupwide, global business processes, while respecting local culture, values and history. Our FR Management Innovation Center (FR-MIC) is also working hard to nurture future managers and corporate leaders.

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2. Accelerate UNIQLO’s Global

3. Strengthen Development of Superior World-class Products

Development

We are accelerating store openings and expanding operations in Greater China, South Korea, and Southeast Asia & Oceania as pillar regions within the UNIQLO International segment. We have reformed management at UNIQLO USA to help turn a profit as soon as possible. UNIQLO Europe is gradually expanding its store network across the region, and improving profitability. Strategically positioned global flagship stores are successfully increasing brand awareness worldwide as beacons for the transmission and collection of important clothing-related information.

Fully operational R&D centers in Tokyo, New York, London, Paris, Shanghai and Los Angeles are tasked with collecting clothing-relating information from around the world and creating world-class quality products. In its quest for ultimate everyday clothes, UNIQLO aims to perfect its products and create the perfect LifeWear to further enrich people's lives. UNIQLO constantly refreshes and refines itself through collaborative projects with leading global designers and creators.

We continue our drive to reform all processes, from materials procurement through planning, design, production, distribution and retail, and create a new supply chain for the digital era. We are transforming ourselves into a new digital consumer retail company format that is capable of immediately producing the products that customers want and proactively conveying information to customers. We are reforming all business processes to enable direct links between production and business partners and stores, and are actively investing in cutting-edge IT, logistics and digital marketing.

5. Promote Stable Growth at UNIQLO Japan

We continue our "scrap and build" policy designed to increase the average size of UNIQLO Japan store stock and maintain high levels of efficiency. We aim to achieve continued stable growth by implemented community-rooted local store management that can compile product mixes and services to best suit local needs. We are transforming UNIQLO Japan into a new unique retailing business by fusing our real (stores) and virtual (e-commerce) operations, and providing exciting services that enable customers to buy UNIQLO products anywhere, anytime, and have them delivered to a convenient location.

6. Grow our Global Brands

We are strengthening business platforms for our low-priced GU casualwear brand by forming a new production framework to reduce production lead times and improving GU's product development capability. We will continue to open mass new GU stores in Japan and to develop the brand's international presence, focusing initially on Greater China, and then some other Asian countries further down the line. We are maximizing Group synergies to help grow other labels within the Global Brands segment, including Theory, Comptoir des Cotonniers, Princesse tam.tam and J Brand.

7. Promoting sustainability-focused activities

Fast Retailing remains committed to helping realize a sustainable society through multiple clothing-manufacture related initiatives, including monitoring factory working environments, upholding human rights, and protecting the environment. The Company operates a wide range of socially responsible initiatives designed to help make the world a better place, including providing clothing aid to refugees and displaced persons through our All-Product Recycling Initiative, operating a social business in Bangladesh, supporting employees by promoting diversity, female participation in the workforce and a healthy work-life balance, and employing people with disabilities.

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6 Number of Stores by Business Segment

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Major Subsidiaries (as of 31 August 2017)

(Unit: Stores)

Name	Nominal value of issued ordinary / registered share capital (thousands)	Ownership Ratio of Voting Rights	Details of Main Business	Location
UNIQLO CO., LTD. FAST RETAILING (CHINA) TRADING CO., LTD. UNIQLO TRADING CO., LTD. FAST RETAILING (SHANGHAI) TRADING CO., LTD. * FRL Korea Co., Ltd. FAST RETAILING (SINGAPORE) PTE. LTD. UNIQLO (THAILAND) COMPANY LIMITED PT. FAST RETAILING INDONESIA UNIQLO AUSTRALIA PTY LTD Fast Retailing USA, Inc. UNIQLO EUROPE LTD G.U. CO., LTD. FAST RETAILING FRANCE S.A.S. Theory LLC J Brand, Inc.	JPY1,000,000 USD20,000 USD30,000 USD35,000 KRW24,000,000 SGD86,000 THB800,000 IDR115,236,000 AUD21,000 USD981,621 GBP40,000 JPY10,000 EUR169,525 USD116,275 USD396,340	100.0% 100.0% 100.0% 100.0% 51.0% 100.0% 75.0% (75.0%) 75.0% (75.0%) 100.0% (100.0%) 100.0% 100.0% 100.0% 100.0% 100.0% (100.0%) 100.0% (100.0%)	UNIQLO Japan UNIQLO International UNIQLO International UNIQLO International UNIQLO International UNIQLO International UNIQLO International UNIQLO International UNIQLO International UNIQLO International /Global Brands UNIQLO International Global Brands Global Brands Global Brands Global Brands	Yamaguchi/ Tokyo People’s Republic of China (“PRC”) PRC PRC South Korea Singapore Thailand Indonesia Australia United States of America (“USA”) United Kingdom Yamaguchi/ Tokyo France USA USA

					(Unit: Stores)
		FY2016		FY2017
		End Aug.	Open	Close	End Aug.
UNIQLO Japan: Directly operated Large-scale Standard Franchise		837	23	29	831
		798	21	29	790
		205	10	6	209
		593	11	23	581
		39	2	0	41
UNIQLO International: Greater China China Hong Kong Taiwan South Korea Southeast Asia and Oceania Singapore Malaysia Thailand The Phillipines Indonesia Australia USA Canada Europe U.K. France Russia Germany Belgium		958	153	22	1,089
		560	93	8	645
		472	90	7	555
		25	0	0	25
		63	3	1	65
	South Korea	173	13	7	179
	Southeast Asia and Oceania Singapore Malaysia Thailand The Phillipines Indonesia Australia	144	21	2	163
		24	1	1	24
		35	6	0	41
		32	2	0	34
		32	8	0	40
		9	3	0	12
		12	1	1	12
	USA	45	4	5	44
	Canada	0	2	0	2
	Europe U.K. France Russia Germany Belgium	36	20	0	56
		10	0	0	10
		10	9	0	19
		11	9	0	20
		3	2	0	5
		2	0	0	2
Global Brands: GU Theory Comptoir des Cotonniers Princesse tam.tam.* J Brand		1,365	81	72	1,374
		350	41	19	372
		530	30	22	538
		348	8	23	333
		137	2	8	131
		0	0	0	0
Total		3,160	257	123	3,294

including franchise stores

Note: This table does not include mina or Grameen UNIQLO.

(Note) The figure in parentheses in the “Ownership Ratio of Voting Rights” column indicates the ratio of voting rights held by the Group subsidiary.

Main facilities of the Company (FAST RETAILING CO., LTD.) are located in Yamaguchi and Tokyo.

The English names of all subsidiaries established in the PRC are translated for identification only.

7 Financing

Fast Retailing is not intending to conduct any significant financing in the current consolidated fiscal year.

Capital Expenditure 5 (billion of yen)	Capital Expenditure 5 (billion of yen)	Capital Expenditure 5 (billion of yen)	Capital Expenditure 5 (billion of yen)	Capital Expenditure 5 (billion of yen)	Capital Expenditure 5 (billion of yen)
	UNIQLO Japan	UNIQLO International	Global Brands	System etc.	Total
Capital Expenditure	6.6	24.3	10.5	18.1	59.7

Note: Finance leases will be disclosed in the capital expenditure data from FY2017 onwards.

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2. COMPANY

2 COMPANY OFFICERS

（1） Directors and Statutory Auditors (as at 31 August 2017)

Shares (as at 31 August 2017)

Shares(as at 31 August 2017) 1
Total number of shares authorized for issue （1）	300,000,000shares
Total number of shares outstanding （2）	106,073,656shares
Number of shareholders （3）	13,749shareholders
Number of shares per trading unit （4）	100shares

（5） Major shareholders with the 10 highest ratios of number of shares outstanding

Major Shareholder	Investment in the Company	Investment in the Company
	Number of Shares Held	Percentage of Shares Held
Tadashi Yanai	22,987thousand	22.54%
The Master Trust Bank of Japan, Ltd. (Trust account)	17,940thousand	17.59%
Japan Trustee Services Bank, Ltd. (Trust account)	10,474thousand	10.27%
TTY Management B.V.	5,310thousand	5.21%
Kazumi Yanai	4,781thousand	4.69%
Koji Yanai	4,780thousand	4.69%
Fight & Step Co., Ltd.	4,750thousand	4.66%
Trust & Custody Services Bank, Ltd. (Securities investment trust account)	4,269thousand	4.19%
MASTERMIND Co., Ltd.	3,610thousand	3.54%
Teruyo Yanai	2,327thousand	2.28%

(Note) The investment ratio is calculated excluding treasury stock (4,089,664 shares).

Position and Responsibilities	Name	Other Signifcant Concurrent Offces Held
Representative Director; Chairman, President & CEO	Tadashi Yanai	External Director, Softbank Group Corp. Chairman, President and CEO of UNIQLO CO., LTD. Director of 20 other subsidiaries of the Company External Director, Nippon Venture Capital Co., Ltd.
Director	Toru Hambayashi	External Director, UNITIKA LTD. Advisor, MAEDA CORPORATION Adviser, The Association for the Promotion of International Trade, Japan External Director, DAIKYO INCORPORATED
Director	Nobumichi Hattori	Visiting Professor, Waseda Graduate School of Finance, Accounting and Law External Statutory Auditor, Frontier Management Inc. External Director, Hakuhodo DY Holdings Inc. Visiting Professor, Graduate School of Business Administration, Keio University
Director	Toru Murayama	Visiting Professor, Faculty of Science and Engineering, Waseda University President, Offce Murayama External Director, Meiji Holdings Co., Ltd.
Director	Masaaki Shintaku	Vice Chairman, Special Olympics Nippon Foundation External Director, Works Applications CO., LTD.
Director	Takashi Nawa	Professor, The Graduate School of International Corporate Strategy, Hitotsubashi University President, Genesys Partners External Director, NEC Capital Solutions Limited External Director, DENSO CORPORATION External Director, Ajinomoto Co., Inc.
Standing Statutory Auditor	Akira Tanaka	Representative Director, FR Health Insurance Organization
Standing Statutory Auditor	Masaaki Shinjo	Auditor, FAST RETAILING (CHINA) TRADING CO., LTD. and 4 other subsidiaries of the Company
Statutory Auditor	Takaharu Yasumoto	President, Yasumoto CPA Offce Statutory Auditor, UNIQLO CO., LTD. Statutory Auditor, LINK THEORY JAPAN CO., LTD. External Statutory Auditor, ASKUL Corporation External Statutory Auditor, FRONTEO, Inc.
Statutory Auditor	Akira Watanabe	Non-Executive Director, ASIA PILE HOLDINGS CORPORATION External Director, MAEDA CORPORATION External Director, MS&AD Insurance Group Holdings, Inc. External Statutory Auditor, KADOKAWA DWANGO CORPORATION External Director, Dunlop Sports Co. Ltd.
Statutory Auditor	Keiko Kaneko	Partner, Anderson Mori, & Tomotsune Statutory Auditor, UNIQLO CO., LTD. External Statutory Auditor, The Asahi Shimbun Company

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(Notes)

Directors Toru Hambayashi, Nobumichi Hattori, Toru Murayama, Masaaki Shintaku, and Takashi Nawa are External Directors as provided for in Article 2, Paragraph 15 of the Companies Act, and Toru Hambayashi, Nobumichi Hattori, Masaaki Shintaku and Takashi Nawa are registered at the Tokyo Stock Exchange to serve as independent officers.
Director Toru Murayama is the president of Office Murayama, and the Company has entered into a consulting business outsourcing agreement regarding management human resources development, etc. with that company.
Takaharu Yasumoto, Akira Watanabe, and Keiko Kaneko are External Statutory Auditors as provided for in Article 2, Paragraph 16 of the Companies Act, and are registered with the Tokyo Stock Exchange to serve as independent officers.
Statutory Auditor Takaharu Yasumoto is a certified public accountant and has considerable knowledge in financial matters and accounting.
UNIQLO CO., LTD., FAST RETAILING (CHINA) TRADING CO., LTD., and LINK THEORY JAPAN CO., LTD. are wholly owned subsidiaries of the Company.
There are no special interests between the Company and any of the other companies at which the above Directors and Statutory Auditors hold concurrent positions.

（2） Outline of the Agreements for Limitation of Liability

The Company has entered into agreements with the External Directors and External Statutory Auditors based on provisions of Article 427, Paragraph 1 of the Companies Act, which limit liability for damages provided for in Article 423, Paragraph 1 of the same act.

Under these agreements, the limit of liability in damages for all External Directors and External Statutory Auditors shall be limited to the higher amount of either 5,000,000 yen or the amount stipulated by law.

（3） Total Amount of Remuneration for the Directors and Statutory Auditors for the fiscal year ended 31 August 2016

Classifcation	Number of Offcers	Amount of Paid Remuneration	Summary
Directors (External Directors included)	6 (5)	290million yen (50million yen)	Maximum annual remuneration of 1,000 million yen determined by reso- lution of the annual general meeting of shareholders (24 November 2006)
Statutory Auditors (External Statutory Auditors included)	5 (3)	65million yen (29million yen)	Maximum annual remuneration of 100 million yen determined by resolution of the annual general meeting of shareholders (26 November 2003)
Total (External Directors and External Statutory Auditors included)	11 (8)	355million yen (80million yen)

(Notes)

The total amount of remuneration received by External Directors and External Statutory Auditors holding concurrent directorships at subsidiary firms in the current fiscal year was 7 million yen.
The number of directors as at 31 August 2017 is 6 directors and 5 statutory auditors.

Policy on Determination of Dividends from Surplus

3

The Company regards the distribution of profits to shareholders as one of its most important considerations. Our basic policy is to constantly increase earnings and to provide ongoing, appropriate profit distribution based on performance.

Our policy is to pay dividends that reflect business performance after taking into consideration funds needed to expand business, improve revenues, and ensure the financial soundness of the Group.

Based on the policy outlined above and the earnings of the fiscal year ended 31 August 2017, we plan to pay a year end dividend of ¥175 per share with decision of the Board of Directors. Together with the ¥175 interim dividend per share, this will bring the total annual dividend for the current fiscal year to ¥350.

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Consolidated Financial Statements
Golfer: Adam Scott
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Fast Retailing Group

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Consolidated Financial Statements (IFRS)

Consolidated Statement of Financial Position (As at 31 August 2017)

Consolidated Statement of Financial	Consolidated Statement of Financial	Position(As at 31 August 2017)	Position(As at 31 August 2017)
		(Millions of yen)
Item	As at 31 August 2016 As at 31 August 2017	Item	As at 31 August 2016 As at 31 August 2017
Assets		Liabilities
Current assets Cash and cash equivalents Trade and other receiv- ables Other current fnancial assets Inventories Derivative fnancial assets Income taxes receivable Others Non-current assets Property, plant and equipment Goodwill Other intangible assets Non-current fnancial assets Investments in associates Deferred tax assets Others	924,583 1,077,598	Current liabilities Trade and other payables Derivative fnancial liabilities Other current fnancial liabilities Income taxes payable Provisions Others Non-current liabilities Non-current fnancial liabilities Provisions Deferred tax liabilities Others	338,046 311,421
	385,431 683,802		189,501 204,008
	45,178 48,598		72,388 6,083
	184,239 30,426		12,581 11,844
			9,602 25,864
	270,004 289,675
			22,284 27,889
	569 6,269
			31,689 35,731
	21,626 1,518
			302,411 315,022
	17,534 17,307
	313,535 310,888		274,090 273,467
	121,853 136,979		10,645 15,409
			3,809 10,000
	17,908 15,885
			13,865 16,144
	34,205 36,895
	77,553 77,608	Total liabilities	640,458 626,443
		Equity
	13,132 13,473
		Equity attributable to owners of the parent Capital stock Capital surplus Retained earnings Treasury stock, at cost Other components of equity Non-controlling interests Total equity	574,501 731,770
	44,428 25,303
			10,273 10,273
	4,453 4,742
			13,070 14,373

			613,974 698,584

			(15,633) (15,563)

			(47,183) 24,102

			23,159 30,272
			597,661 762,043
Total assets	1,238,119 1,388,486	Total liabilities and equity	1,238,119 1,388,486

Consolidated Statement of Profit or Loss (Year ended 31 August 2017)

Consolidated Statement of Proft or Loss(Year ended 31 August 2017)	Consolidated Statement of Proft or Loss(Year ended 31 August 2017)
(Millions of yen)
Item	Year ended 31 August 2016 Year ended 31 August 2017
Revenue Cost of sales	1,786,473 1,861,917
	(921,475) (952,667)
Gross proft	864,998 909,249
Selling, general and administrative expenses Other income Other expenses	(702,956) (725,215)
	2,363 6,947
	(37,112) (14,567)
Operating proft	127,292 176,414
Finance income Finance costs	2,364 19,917
	(39,420) (2,932)
Proft before income taxes	90,237 193,398
Income taxes	(36,162) (64,488)
Proft for the year	54,074 128,910
Attributable to:


Owners of the parent Non-controlling interests	48,052 119,280
	6,021 9,630
Total	54,074 128,910

(Note) Amounts are rounded down to the nearest million Japanese Yen.

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Fast Retailing Group

P3 P5

P15

P53

P55

Financial Statements

Balance Sheet (As at 31 August 2017)

Balance Sheet(As at 31 August 2017)	Balance Sheet(As at 31 August 2017)
		(Millions of yen)
Item	As at 31 August 2016 As at 31 August 2017	Item	As at 31 August 2016 As at 31 August 2017
Assets		Liabilities
Current assets Cash and deposits Trade accounts receivable Short-term investment securities Short-term loans receiv- able from subsidiaries and affliates Income taxes receivable Accounts receivable from subsidiaries and affliates Deferred tax assets Others Allowance for doubtful accounts Non-current assets Property, plant and equip- ment Buildings Structures Tools, furniture and equipment Land Leased assets Construction in progress Intangible assets Software Software in progress Others Investments and other assets Investment securities Investments in subsidiar- ies and affliates Investments in capital of subsidiaries and affliates Long-term loans receiv- able from subsidiaries and affliates Leases and guarantee deposits Deferred tax assets Others	393,466 478,018	Current liabilities Accounts payable Accruals Deposits received Allowance for bonuses Income taxes payable Others Non-current liabilities Corporate bonds Guarantee deposits received Deferred tax liabilities Others	33,494 39,411
	177,827 256,687		8,102 5,294
	12,232 13,470
			649 780
	115,357 121,134
			22,693 20,245
	51,689 68,055		1,620 2,026
			— 10,291
	20,597 —		428 772
	12,156 15,211
			251,817 253,596
			250,000 250,000
	1,011 1,014
			1,100 1,089
	2,782 2,443
	(187) (0)
			— 5
	237,619 192,093		716 2,501
	6,609 9,774	Total liabilities	285,312 293,008
	1,527 7,236	Net assets
	81 134	Shareholders’ equity Capital stock Capital surplus Capital reserve Other capital surplus Retained earnings Legal reserve Other retained earn- ings Special reserve fund Retained earnings carried forward Treasury stock Valuation and translation adjustments Unrealized gains/ (losses) on avail- able-for-sale securities Share subscription rights	342,992 373,251
	112 117		10,273 10,273
			7,650 8,245
	1158 1123
	, , 52 1,155		4,578 4,578
	3,677 7		3,071 3,666
	16,249 19,087
			340,701 370,295
	13,601 13,533
			818 818
	2,583 5,494
	64 60		339,882 369,477
	214,760 163,231
			185,100 185,100
	14,620 284
			154,782 184,377
	111,595 76,392
			(15,633) (15,563)
	10,336 10,181
			(818) (502)
	70,555 69,092
			(818) (502)
	5,065 5,066
			3,599 4,354
	570 —
	2,015 2,212	Total net assets	345,773 377,103
Total assets	631,086 670,111	Total liabilities and net assets	631,086 670,111

Statement of Income (Year ended 31 August 2017)

Statement of Income(Year ended 31 August 2017)	Statement of Income(Year ended 31 August 2017)
(Millions of yen)
Item	Year ended 31 August 2016 Year ended 31 August 2017
Operating revenue Operating expenses	99,289 139,871
	43,651 45,936
Operating income	55,637 93,934
Non-operating income Interest income Interest income from investment securities Foreign exchange gains Others Non-operating expenses Interest expenses Foreign exchange losses Others	799 22,730
	517 2,736
	99 66
	— 19,546
	181 380
	47,166 1,175
	802 1,095
	45,657 —
	706 80
Ordinary income	9,270 115,488
Extraordinary income Gain on sales of investments in investment securities Extraordinary losses Losses on retirement of non-current assets Impairment losses of investments in investment securities Impairment losses Others	— 474
	— 474
	19,486 47,338
	0 24
	18,996 44,169
	— 3,145
	489 —
Income /(loss) before income taxes	(10,215) 68,624
Income taxes – current Income taxes – deferred	(15,002) 3,911
	(1,297) 447
Net income	6,084 64,264

(Note) Amounts are rounded down to the nearest million Japanese Yen.

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P15 P53 P55

Auditors’ Report

(Translation) Auditors’ Report on Consolidated Financial Statements

Independent Auditors’ Report

25 October 2017

The Board of Directors FAST RETAILING CO., LTD.

Ernst & Young ShinNihon LLC

Certified Public Accountant Masayuki Miyairi Designated and Engagement Partner Certified Public Accountant Tomo Ito Designated and Engagement Partner

Pursuant to Article 444, Section 4 of the Companies Act, we have audited the accompanying consolidated financial statements, which comprise the consolidated statement of financial position, the consolidated statement of profit or loss, the consolidated statement of changes in equity and the notes to the consolidated financial statements of FAST RETAILING CO., LTD. (the “Company”) applicable to the fiscal year from 1 September 2016 through 31 August 2017.

Management’s Responsibility for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards with some omissions of disclosure items pursuant to the latter part of Paragraph 1, Article 120 of the Ordinance on Company Accounting, and for designing and operating such internal control as management determines is necessary to enable the preparation and fair presentation of the consolidated financial statements are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in Japan. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including an assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. The purpose of an audit of the consolidated financial statements is not to express an opinion on the effectiveness of the entity’s internal control, but in making these risk assessments, the auditors consider internal controls relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements prepared in accordance with International Financial Reporting Standards with certain disclosure items omitted pursuant to the latter part of paragraph 1, Article 1 2 0 of the Ordinance on Company Accounting referred to above present fairly, in all material respects, the financial position and results of operations of FAST RETAILING CO., LTD. and its consolidated subsidiaries, for the fiscal year ended 31 August 2017.

Conflicts of Interest

We have no interest in the Company which should be disclosed in compliance with the Certified Public Accountants Act.

(Note)

This is an English translation of the original Japanese Independent Auditors’ Report issued by Ernst & Young ShinNihon LLC in connection with the audit of the consolidated financial statements of the Company prepared in Japanese, for the year ended 31 August 2017. Ernst & Young ShinNihon LLC has not audited the English language version of the consolidated financial statements for the above-mentioned year.

(Translation) Auditors’ Report on Financial Statements

Independent Auditors’ Report

25 October 2017

The Board of Directors FAST RETAILING CO., LTD.

Ernst & Young ShinNihon LLC

Certified Public Accountant Masayuki Miyairi Designated and Engagement Partner Certified Public Accountant Tomo Ito Designated and Engagement Partner

Pursuant to Article 436, Section 2, Paragraph 1 of the Companies Act, we have audited the accompanying financial statements, which comprise the balance sheet, the statement of income, the statement of changes in net assets, the notes to the financial statements and the related supplementary schedules of FAST RETAILING CO., LTD. (the “Company”) applicable to the 5 6th fiscal year from 1 September 2 0 1 6 through 31 August 2017.

Management’s Responsibility for the Financial Statements and the Related Supplementary Schedules

Management is responsible for the preparation and fair presentation of these financial statements and the related supplementary schedules in accordance with generally accepted accounting principles in Japan, and for designing and operating such internal control as management determines is necessary to enable the preparation and fair presentation of the financial statements and the related supplementary schedules that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements and the related supplementary schedules based on our audit. We conducted our audit in accordance with auditing standards generally accepted in Japan. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and the related supplementary schedules are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements and the related supplementary schedules. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements and the related supplementary schedules, whether due to fraud or error. The purpose of an audit of the financial statements is not to express an opinion on the effectiveness of the entity’s internal control, but in making these risk assessments, the auditors consider internal controls relevant to the entity’s preparation and fair presentation of the financial statements and the related supplementary schedules in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements and the related supplementary schedules. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements and the related supplementary schedules referred to above present fairly, in all material respects, the financial position and results of operations of FAST RETAILING CO., LTD. applicable to the 56th fiscal year ended 31 August 2017 in conformity with generally accepted accounting principles in Japan.

Conflicts of Interest

We have no interest in the Company which should be disclosed in compliance with the Certified Public Accountants Act.

(Note)

This is an English translation of the original Japanese Independent Auditors’ Report issued by Ernst & Young ShinNihon LLC in connection with the audit of the financial statements of the Company prepared in Japanese, for the year ended 3 1 August 2 0 1 7. Ernst & Young ShinNihon LLC has not audited the English language version of the financial statements for the above-mentioned year.

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P5 P15 P53 P55

Report by the Board of Statutory Auditors

AUDIT REPORT

With respect to the directors’ performance of their duties during the 56th fiscal year (from 1 September 2016 to 31 August 2017), the Board of Statutory Auditors has prepared this audit report after deliberations based on the audit reports prepared by each Statutory Auditor, and hereby reports as follows.

1. Method and Contents of Audit by Each Statutory Auditor and the Board of Statutory Auditors

(1) The Board of Statutory Auditors has established the audit policies, assignment of duties, etc. and received a report from each Statutory Auditor regarding the status of implementation of their audits and results thereof. In addition, the Board of Statutory Auditors has received reports from the Directors and the Accounting Auditor regarding the status of performance of their duties, and requested explanations as necessary.
(2) In conformity with the Statutory Auditors’ auditing standards established by the Board of Statutory Auditors, and in accordance with the audit policies and assignment of duties, etc., each of the Statutory Auditors endeavored to facilitate a mutual understanding with the Directors, the internal audit division, and other employees, etc., endeavored to collect information and maintain and improve the audit environment, and has conducted audit by the following methods.
(a) Each Statutory Auditor has attended Board of Directors meetings and other important meetings, received reports on the performance of duties from Directors and other employees and requested explanations as necessary, examined important approval/decision documents, and inspected the corporate affairs and assets at the Company’s head office and principal places. With respect to subsidiaries, each Statutory Auditor endeavored to facilitate mutual understanding and information exchange with the Directors and Statutory Auditors of each subsidiary, and received operational reports as necessary.
(b) In relation to (i) the contents of Board of Directors’ resolutions regarding the system for ensuring Directors’ performance of duties as described in the Business Report comply with all laws, regulations and Articles of Incorporation and also comply with any other systems deemed necessary under Article 100, Paragraphs 1 and 3 of the Ordinance for Enforcement of the Companies Act of Japan for ensuring appropriate corporate affairs of a corporate entity comprising a joint stock company and its subsidiaries, and (ii) the systems (internal control systems) based on those regulations, each Statutory Auditor has regularly received reports on the structure of that system and the status of its operation from Directors and other employees, requested explanations as necessary and expressed its opinion.
(c) Each Statutory Auditor has monitored and verified whether the Accounting Auditor maintained its independence and properly conducted its audit, received a report from the Accounting Auditor on the status of its performance of duties, and requested explanations as necessary. Each Statutory Auditor was notified by the Accounting Auditor that it had established a “system to ensure that the performance of the duties of the Accounting Auditor was properly conducted” (the matters listed in the items of Article 1 3 1 of the Ordinance of Company Accounting) in accordance with the “Quality Control Standards for Audits” (Business Accounting Council on October 28, 2005), and requested explanations as necessary.

Based on the above-described methods, each Statutory Auditor examined the Business Report and its supplementary schedules, as well as the Non-consolidated Financial Statements (the balance sheet, the statement of income, the statement of changes in net assets, and the notes to the financial statements) and its supplementary schedules, and the Consolidated Financial Statements (the consolidate statement of financial position, the consolidated statement of profit or loss, the consolidated statement of changes in equity, and the notes to the consolidated financial statements) for the fiscal year under consideration. Based on the above-described methods, each Statutory Auditor examined the Non-Consolidated Financial Statements (the balance sheet, the statement of income, the statement of changes in net assets, and the notes to the financial statements) and the supplementary schedules, and the Consolidated Financial Statements (the consolidated statement of financial position, the consolidated statement of profit or loss, the consolidated statement of changes in equity, and the notes to the consolidated financial statements) for the fiscal year under consideration.

Company Data

Trade Name Head Office

717-1 Sayama, Yamaguchi City Yamaguchi 754-0894, Japan

Roppongi Office Ariake Office Established Paid-in Capital

Midtown Tower, Akasaka 9-7-1 , Minato-ku, Tokyo 107-6231, Japan

6F UNIQLO CITY TOKYO, 1-6-7 Ariake, Koto-ku, Tokyo 135-0063, Japan May 1, 1963 10,274 million

Control and management of overall Group activities as owner and holding company

Line of Business

Number of Full-time

44,424

Employees (Consolidated)

Investor Information

Stock Exchange Tokyo Stock Exchange, 1st Section (Stock Code 9983) Listing Hong Kong Stock Exchange, Main Board (Stock Code 6288) Number of shares 100 shares (Tokyo Stock Exchange) per trading unit 300 HDR (Hong Kong Stock Exchange) Fiscal Year September 1 to August 31

General meeting Late November of shareholders

Vesting date to receive a year-end dividend The last day of August Vesting date to receive an interim dividend The last day of February For HDR holders, please refer to our press release which will be announced in August and February.

2. Results of Audit

(1) Results of Audit of Business Report, etc.
(i) We acknowledge that the Business Report and the supplementary schedules fairly present the status of the Company in conformity with the applicable laws, regulations, and the Articles of Incorporation.
(ii) We acknowledge that no misconduct or material fact constituting a violation of laws, regulations, or the Articles of Incorporation was found with respect to the Directors’ performance of their duties.
(iii) We acknowledge that the Board of Director’s resolutions with respect to the internal control systems are appropriate. We did not find any matter in the Business Report or the Directors’ performance of their duties concerning the internal control systems that requiring mentioning.
(2) Results of Audit of the Non-Consolidated Financial Statements and the Supplementary Schedules We acknowledge that the methods and results of audit performed by the Accounting Auditor, Ernst & Young ShinNihon LLC, are appropriate.
(3) Results of Audit of the Consolidated Financial Statements We acknowledge that the methods and results of audit performed by the Accounting Auditor, Ernst & Young ShinNihon LLC, are appropriate. 27 October 2017
The Board of Statutory Auditors of FAST RETAILING CO., LTD.

Standing Statutory Auditor Akira Tanaka

Standing Statutory Auditor Masaaki Shinjo

Statutory Auditor Takaharu Yasumoto

Statutory Auditor Akira Watanabe

Statutory Auditor Keiko Kaneko

Shares listed on Tokyo Stock Exchange Transfer Agent

The Mitsubishi UFJ Trust and Banking Corporation

1-4-5 Marunouchi

Chiyoda-ku, Tokyo 100-8212, Japan

Telephone: 0120-232-711

toll free, Monday to Friday 9:00 - 17:00 JST (From Japan)

Hong Kong Depositary Receipt Depositary Bank

JPMorgan Chase Bank, N.A.

HDR Registrar and HDR Transfer Office Computershare Hong Kong Investor Services Limited

17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong

Tel: 852-2862-8555

E-mail: [email protected]

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FAST RETAILING WAY (FR Group Corporate Philosophy)

Changing clothes.

Changing conventional wisdom.

Change the world.

The 2017 Fall Winter Jeans Collection was the first to be developed by the JEANS INNOVATION CENTER, which was established in Los Angeles, USA in November 2016.The high-rise cigarette jeans worn by Japanese fashion model Rola make the leg below the knee look straighter, creating a beautiful slim-fit silhouette that doesn’t overemphasizing the leg line.

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FAST RETAILING CO., LTD.

www.fastretailing.com

Front cover: "Uniqlo U" 2017 Fall Winter Collection

AI assistant

Fast Retailing Co., Ltd. — AGM Information 2017

51001_rns_2017-11-09_44a02c5c-651a-4232-a38e-7e655c1d520e.pdf

Location

Matters for Resolution

A new industry, a new era

MEMO

NOTICE OF 2017 GENERAL MEETING OF SHAREHOLDERS

Items to be dealt with at the Meeting:

Information Disclosed Online

Business report

Consolidated financial statements

Non-consolidated financial statements

THE REFERENCE MATERIALS FOR THE 2017 GENERAL MEETING OF SHAREHOLDERS

Proposal 1 Election of Six Directors

Career profile and Fast Retailing positions held:

Major concurrent offices:

Selection for Chairman, President and CEO

Candidate Message

Major concurrent offices:

Nobumichi Hattori 3 Reappointment External Director Independent Officer

Major concurrent offices:

Selection for External Director

Candidate Message

Selection for External Director

Candidate Message

DOB: 11 June 1954

Major concurrent offices:

Selection for External Director

Candidate Message

Masaaki Shintaku 5 Reappointment External Director Independent Officer

Major concurrent offices:

Selection for External Director

Candidate Message

Takashi Nawa 6 External Director

DOB: 8 June 1957

Proposal 2 Election of new accounting auditor

（1） Background and reasons behind the decision to change auditors

（2） Overview of incoming auditors

Major concurrent offices:

Selection for External Director

Candidate Message

1. Fast Retailing Group Business Performance

1 Fiscal 2017 Business Performance (Year to 31 August 2017)

Fast Retailing Store Num ~~bers~~

Financial Highlights

UNIQLO Japan

Huge popularity of the simple beauty UNIQLO wireless bra

UNIQLO Southeast Asia growth accelerates Treble sales within five years

UNIQLO International

Global Brands

“Street”

ARIAKE PROJECT

“The Lounge”

Changing individual lifestyles dramatically enhance team prowess

All employees are the advocates of change

Environment

Applying strict environmental considerations across the supply chain

Reduce emissions of harmful chemical substances to zero by 2020

Reducing CO2 emissions at UNIQLO stores

Reducing environmental burden at major UNIQLO materials manufacturers

Social

Promoting deep-rooted joint activities with business partners, employees and local communities

All-Product Recycling Initiative

Conducting monitoring to improve working environments across entire supply chain

Monitoring Results

Governance

Realize swift, transparent management

Corporate Governance at Fast Retailing

Composition of Committees

External Auditor Interview

I feel Fast Retailing understands the value of visionary governance

President Tadashi Yanai is a manager who is willing to listen

Financial Positions (billion of yen)

Point of view

(%)

(Yen)

Cash Flows Information (billion of yen)

Point of view

4. Major Supply Chain Reforms

Fast Retailing Co., Ltd. AGM Information 2017

Fast Retailing Store Num bers