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Citibank Japan Ltd.

Annual Report For the Fiscal Year Ended March 31, 2015

Table of Contents

Message from the CEO 1

Company Overview 2

Our History 5

Management Strategy 6

Business Outline 8

Risk Management Framework 15

Compliance Framework 17

Diversity and CSR Activities 18

List of CJL's branches in Japan 19

Citibank Japan Ltd. Financial Information under Japanese GAAP 20

For the Fiscal Year Ended March 31. 2015

1. Matters Related to Principal Business

2. Financial Statements

3. Market Value Information

4. Major Shareholders

5. Disclosure Items Based on Pillar 3 of Basel III

Message from the CEO

To Our Valued Customers,

On June 1, 2015, I assumed the role of President & CEO of Citibank Japan Ltd. and I am honored to lead this company and proudly serve our clients as we have been doing over our 113 year history in Japan. Over that time Citibank Japan has built a reputation for providing innovative and high quality services to clients across all of our businesses. I am determined to work with our employees to further strengthen our business and continue to improve the quality of our products and services for our clients in Japan and around the world.

In late December 2014, Citi announced that it had reached a definitive agreement to sell Citibank Japan’s entire retail banking business to Sumitomo Mitsui Banking Corporation. Following the sale, expected to close on November 1, 2015, Citibank Japan will continue to deliver the power of Citi’s unrivalled global network to its Japanese and

non-Japanese corporate, institutional and governmental clients in Japan by focusing on its corporate banking, markets and transaction services businesses.

Citibank Japan is committed to being a bank that meets local market expectations, with a strong compliance and governance framework; to serving our clients; and to making our contribution as part of Japan's society and economy.

Thank you very much for your continued patronage and support.

July 2015

Anthony P. Della Pietra, Jr. Representative Director, President & CEO

Citibank Japan Ltd.

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Company Overview

Company Profile Company Name Citibank Japan Ltd. (“CJL”)

Head Office Address Shin-Marunouchi Building,

5-1, Marunouch 1-Chome,

Chiyoda-ku, Tokyo, 100-6520

Bank Code 0401

Head Office Branch Code 730

Telephone Number 0120-039-104 or 03-6897-5000

Commencement of Operations July 1, 2007 (International Banking Corporation, a

predecessor to Citibank, opened its Yokohama branch

in October 1902)

Business Overview As one of Citi's core businesses in Japan, CJL is

engaged in banking services through the retail

banking business and the corporate banking

business.

Number of Employees 1,728 (As of March 31, 2015)

Number of Locations 37 (Head Office, Higashi Shinjuku, Okinawa, 32 for

Retail Banking, 2 for Corporate Banking)

Directors and Statutory Auditors*

Representative Director, President Anthony P. Della Pietra, Jr.

Representative Director Naoki Inoue

Director Shirish Apte

Director Phee Boon Kang

Director Ryozo Hayashi

Director Tatsuo Tanaka

Statutory Auditor (full-time, outside) Mamoru Sato

Statutory Auditor (outside) Toshiaki Kawashima

Statutory Auditor Hiroto Sakai

(*) Chronological order of appointment for the same title

Executive Officers

CEO Anthony P. Della Pietra, Jr.

Chief Strategy & Planning Officer and Head of

Business Strategy & Planning Division Naoki Inoue

Deputy President and Head of Retail Banking

Division Grant Carson

Deputy President and Head of Corporate Banking

Division Gerald Keefe

Head of Transaction Services Division Ravi Saxena

Head of Markets Division Kii Ko

Head of Legal Division Yasuto Hashinaga

Head of Compliance Division Koichi Tanaka

Head of Finance Division Susan Aziz

Head of Risk Management Division Rajesh Paradkar

Head of Human Resources Division Minoru Kondo

Head of Operations & Technology Division Shankar Ramasami

Chief Auditor Yuichi Ito

Deputy Head of Business Strategy & Planning

Division Hiroaki Nigo

(As of July 1, 2015 except for Number of Employees)

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Organizational Structure

Financial Summary (From 09/2012 to 03/2015)

(Billions of Yen) 09/2012 03/2013 09/2013 03/2014 09/2014 03/2015

Ordinary income 31.7 64.6 34.7 68.3 32.1 66.3

Ordinary profit (loss) △1.6 △1.5 1.4 2.8 △2.8 △3.4

Total Assets 3,970.7 4,374.5 4,536.0 4,513.9 5,267.0 5,057.2

Deposits 3,241.9 3,541.5 3,906.9 3,636.0 3,897.4 3,924.8

Total Net Assets 263.6 262.8 262.1 256.3 254.9 252.3

Capital Stock 123.1 123.1 123.1 123.1 123.1 123.1

Capital Adequacy Ratio 29.51% 28.47% 28.62% 25.72% 23.90% 30.26%

Credit RatingsMoody's S&P Fitch

Rating Outlook Rating Outlook Rating Outlook

Citibank Japan Ltd.

Long Term A1 Stable A Stable A Positive Short Term P-1 A-1 F1

Citigroup Inc.

Long Term Baa1 Stable A- Negative A Stable

Short Term P-2 A-2 F1

Citibank,N.A.

Long Term A1 Stable A Stable A+ Stable

Short Term P-1 A-1 F1

(As of July 1, 2015) For further details, please refer to Citigroup Credit Ratings at http://www.citigroup.com/citi/investor/rate.htm

Shareholders

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Directors

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（As of July 1, 2015）

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Deposit Insurance

CJL has its head office located in Japan and is a member of the Deposit Insurance Corporation (DIC). Pursuant to the Deposit Insurance System, non-interest-bearing Yen deposits for payment and settlement purposes accepted by CJL are protected in full per depositor; and interest-bearing Yen deposits accepted by CJL are protected up to a maximum of 10 million yen in principal plus related interest thereon per depositor.

Bank Agency Service

Name of Bank Agent Citigroup Global Markets Japan, Inc. (“CGMJ”) Offices of Bank Agent CGMJ Tokyo Headquarters Service Coverage Intermediary of certain produces offered by CJL’s Corporate

Banking Division (yen/foreign currency deposits and remittance

services)

Foreign Bank Agency Service

Designated Dispute Resolution Organization for CJL

Japanese Bankers Association (“JBA”) Contact for consultation and exchange of views: JBA Customer Relations Center 0570-017109 or 03-5252-3772

CJL has concluded a Basic Contract for Implementation of Dispute Resolution Procedure with JBA, the Designated Dispute Resolution Organization under the Banking Act. JBA runs the JBA Customer Relations Center as a contact point to which customers can go for consultation and inquiries or to which they can direct their opinions and complaints about banks. Refer to the JBA website for more information. http://www.zenginkyo.or.jp/adr/ * JBA Customer Relations Center’s services are available only in Japanese.

Name of Affiliated ForeignBank

Citibank, N.A.

Offices of Bank Agent CJL Head Office and Osaka Branch Service Coverage -Intermediation for acceptance of deposits or installment savings

-Intermediation for making of loans or negotiation of bills/notes

-Intermediation for exchange transactions

-Intermediation for issuance of bank guarantee and acceptance of

bills/notes

-Intermediations for other ancillary services（Letter of Credit related）

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http://www.citibank.co.jp/ja/re/zenginkyo_inquiry.html

Our History

1812 City Bank of New York established.

1902 International Banking Corporation opened its first branch in Yokohama.

1923 International Banking Corporation opened Tokyo Branch (temporarily

closed in 1941, reopened in 1946).

1973 First National City Corporation listed on Tokyo Stock Exchange (delisted in

1998 with the merger between Citicorp and Travelers Group).

1974 First National City Corporation holding company changed its name to Citicorp.

1977 Citibank N.A. launched Citicard Banking Centers, anchored by ATMs and

CitiCard. The 24-hour ATMs are for the first time used for more than emergency cash.

1980 Decades of innovation and expansion lead to Citibank operations in

90 countries.

1991 Citibank Japan launches International Cash Card.

1998 Citicorp and Travelers Group merge to form Citigroup Inc.

Citibank Japan starts internet banking.

2007 Citibank Japan Ltd. commences operations as a locally incorporated bank. Citigroup Inc.’s shares listed on the first section of the Tokyo Stock Exchange.

2011 Citi expands its Japan Desk network around the globe, opening in cities

such as Dubai and Sao Paulo (10 locations as of January 1, 2015).

2012 Citi celebrates its 200th anniversary globally and its 110th in Japan.

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Management Strategy

Citi’s Mission: Enabling Progress

Citi works tirelessly to serve individuals, communities, institutions and nations. With 200 years of experience meeting the world's toughest challenges and seizing its greatest opportunities, we strive to create the best outcomes for our clients and customers with financial solutions that are simple, creative and responsible. An institution connecting over 1,000 cities, 160 countries and millions of people, we are your global bank; we are Citi.

The four key principles—the values that guide us as we perform our mission—are:

Citibank Japan Management Strategy

Citibank Japan Ltd. (“CJL” or “Citibank Japan”) is a 100%-owned indirect subsidiary of Citigroup Inc. (“Citigroup” or “Citi”). It was established on July 1, 2007 by succeeding the operations of the Japan Branches of Citibank, N.A., thus becoming the first foreign bank in the Japanese market to locally incorporate its banking operations. The bank’s presence in Japan dates back to 1902, when the International Banking Corporation (a predecessor to Citibank) first opened a branch office in Yokohama.

CJL’s goal, in line with global trends and the needs of client base, is to fully respond to the needs of our clients by leveraging Citi’s global network and local footprint to offer innovative products and services. CJL is uniquely positioned to connect and serve our Japanese clients that are global citizens. We strive to provide seamless global financial solutions in line with our long terms strategy of being Japan’s true global bank aligned with the three global trends of globalization, urbanization and digitization. With strategic coordination across business lines and group companies, CJL aims to continually develop its business and gain increased presence in the Japan market, leveraging its unique position as a locally incorporated foreign bank.

CJL has a long and distinguished history of over 110 years in Japan. We have a proud legacy as a bank of over 200 years of focusing our energy fully on our customers, delivering new innovations and market firsts, bringing the best of the world to our local clients, providing an excellent working environment, and investing in future growth. CJL continually looks to improve customer experience and operational excellence.

In CJL, the corporate banking business has a selected core group of relationships to which it leverages and delivers Citi's global strengths, providing high quality financial products, services and advice to help our clients succeed. For the retail banking business, on December 25, 2014, Citi announced that, as part of its strategy of further streamlining its Global Consumer Bank, it reached a definitive agreement to sell Citibank Japan Ltd.’s entire retail banking business to a trust bank subsidiary of Sumitomo Mitsui

Common Purpose One team, with one goal: serving our clients and stakeholders.

Responsible Finance Conduct that is transparent, prudent and dependable.

Ingenuity Enhancing our clients’ lives through innovation that harnesses the breadth and depth of our information, global network, and world-class products.

Leadership Talented people with the best training who thrive in a diverse meritocracy that demands excellence, initiative and courage.

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Banking Corporation, including its Japan-wide network of retail branches, ATMs and about 740,000 customer accounts. The transaction is expected to close in late 2015, subject to regulatory approvals and other customary closing conditions.

CJL is committed to handle earnestly any consultation from Small and Medium-sized Enterprises customers related to business improvement or those related to the amendments to the existing lending conditions, etc. In addition, CJL will continue its best efforts to fulfill corporate social responsibility to local communities.

The Financial Service Agency of Japan (“FSA”) issued an administrative action against CJL on December 16, 2011. In response, CJL submitted a business improvement plan to the FSA on January 31, 2012. CJL takes this administrative action very seriously and implements the business improvement plan including all necessary measures to prevent future occurrence of the problems identified, and endeavors to sustain this improvement actions within the organization.

CJL takes seriously its obligations to confront in a resolute manner any undue demands from anti-social forces that threaten social order and safety.

CJL is committed to providing a working environment where its employees can thrive and achieve their full potential. The diversity of our workforce is a core value and a source of strength and pride for CJL and our clients. By attracting and training the best people, and providing them broad career development opportunities at every level, we aim to foster an environment where employees are able to provide our clients with outstanding financial products, services and advice that fit their needs over the long term.

CJL is proud of its contributions to a broad range of diversity and community initiatives. Our community activities focus broadly on improving access to financial education, assisting those with disabilities, promoting environmental and social sustainability, as well as development of the communities in which we operate. In addition we also continue to enhance the opportunities available to working parents through our childcare center in the office.

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Business Outline

Retail Banking Division

In addition to using Citibank’s global platform to offer a wide variety of products and services, such as an ATM network that can be used overseas, market-leading foreign exchange transactions, and specially selected deposits, mutual funds, insurance products, bonds, and loans, the Retail Banking Division also provides customers in Japan with convenient services. Customers also think highly of the timely financial information and advice that a global financial institution can provide.

Citigold and Citigold Premium customers also have access to exclusive Citigold Centers at major bank

branches, where specially trained dedicated representatives provide advice and services that are

personally tailored to them. We work to improve our products and services to effectively meet the

diverse needs and lifestyles of our affluent customers and boost customer satisfaction.

As of January 1, 2015, Citibank’s financial network encompasses 32 branches and mini branches

(including Kansai mini office), two call centers providing services 24

hours a day, 365 days a year, an internet banking platform providing

optimal services to customers, plus 98 Citibank ATMs. We also have

an operating base of affiliated ATM network, including Japan Post

Bank locations, major banks, regional banks, and convenience stores.

Citibank also strives to improve online services, as well as the

security, product selection, functionality, and ease of use of our

Citibank Online personal banking site. We use this operating base

and the opinions of our customers to meet the needs of affluent

customers in major urban areas.

<Major Business Activities>

As part of a truly global bank in Japan, the Retail Banking Division provides a wide variety of financial services, from basic to highly specialized. These include a CD/ATM network that can be used in Japan and overseas, market-leading capabilities in foreign-currency transactions, a wide variety of investment opportunities such as specially selected deposit and investment products, insurance products, housing loans and other secured loans, and preferential customer services, such as Citigold and Citigold Premium.

In addition, to serving our customer’s needs, we offer a variety of products based on their risk tolerance. We analyze customer needs to strengthen our housing loan products and insurance products. We are working to expand the offerings of fixed-income bonds and structured notes for public issues and private placements.

Loans are one of Citibank’s primary services, and we are expanding our customer base by providing real estate investment loans, commercial real estate loans, and loans on securities to Citigold and Citigold Premium customers. And as of April 2014, in response to customer requests, we started selling low-interest housing loans with a revised fee structure.

In addition, to help meet our clients’ needs for medium and long-term investments we have continued to expand both the breadth of our Whole Life insurance product line-up denominated in both Japanese Yen and foreign currency as well as our alliance with world leading insurance companies to provide expert insurance specialists to better advise our customers regarding their insurance needs.

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Corporate Banking Division

In corporate banking, CJL focuses on providing comprehensive global relationship management services to a targeted set of Japan’s largest multi-national companies and institutions. We coordinate and leverage Citi’s broad range of products and services, together with Citi’s unrivalled global network, in order to support the growth ambitions of our clients both here in Japan and around the globe. CJL’s Corporate Banking Division, located in Tokyo and Osaka, focuses on delivering innovative relationship-driven solutions for our clients’ needs related to both their day-to-day operations and their strategic business objectives.

Corporate Banking Division has a client group consisting of relationship managers and a product group responsible for Corporate Finance product development and offering. Citibank Japan Ltd. also has product groups in Transaction Services Division and in Markets Division. The client group and product groups together provide solutions to the diversified client needs. Each client group and product group coordinates across the respective global network within Citi, which enables us to build comprehensive relationships with our clients and their affiliates both in Japan and overseas. This has been the unique and unrivalled strength of Citi.

<Major Business Activities>

Our client coverage model consists of 5 departments: Global Industrials Dept., Global Corporates Dept., Financial Institutions Dept., Global Subsidiaries Group Dept. and Corporate Finance & Real Estate Dept. Each client coverage department is committed to serving the unique needs of their client set, by combining information and services with specialized Industry insight. By combining a deep understanding of each client’s unique needs with a view of key industry trends, we are in a position to tailor structured solutions to help our clients meet their growth ambitions. We focus on responding to our clients’ various day-to-day needs, as well as strategic business objectives by offering financing alternatives and bank capital in an effort to build and further deepen long term relationships.

Corporate Banking Division works closely with 3 product groups of Citibank Japan Ltd. - Transaction Services Division, Markets Division and Corporate Finance and Real Estate Department - to serve our clients and provide solutions that meet their needs.

<“Japan Desk”>

In coordination with "Japan Desks" within Citi's affiliates abroad, Corporate Banking Division has strengthened our capability to support our Japanese clients around the globe. "Japan Desks" are located in 10 countries and offer exclusive relationship management efforts by experienced bankers. Many of these Japan Desks provide coverage to neighboring countries and jurisdictions. Japan Desk network has become increasingly more available pan-regionally around the globe, covering North and South America, Europe, Middle East, Africa, and Asia. Citi’s Japan Desk Network is an unrivalled and unique service to our clients. Japan Desk bankers leverage their vast experiences in Japan, continue to build and further deepen great relationships with our clients and colleagues around the globe, and support our clients to meet their financial needs.

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< Japan Desk Locations>

United Kingdom (London) Singapore

Russia (Moscow) China (Hong Kong)

India (Delhi) United States (New York)

Thailand (Bangkok) Brazil (Sao Paulo)

Indonesia (Jakarta) United Arab Emirates (Dubai)

●

●

●

●

●

●

●

●

● Japan Desk Locations

●

●

Global Markets

Financial Advice

Acquisition Finance

& Syndication Lending

Transaction Services

Managing Risks

Global Relationship Management

Investing Money Moving Money

Raising Money

Corporate Finance

Citi’s Japan Desks around the World

(As of July 1, 2015)

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Transaction Services Division

Transaction Services Division provides various services in the Treasury and Trade Solutions (TTS) and Securities Services (SS) businesses. Our services integrate cash management, trade finance, and securities services to multinational corporations, financial institutions and public sector clients in Japan and around the world.

Transaction Services is closely aligned with three important on-going trends - globalization, urbanization and digitization – and as the business world continues to internationalize and our clients continue to expand globally, we have been stepping up support to assist our Japanese and other global clients expand.

Capability Leveraging the industry's largest proprietary network, we serve both the local and cross-border interests of clients. As Japanese companies continue the process of rapid globalization, Citi is positioned to be their partner and Global Bank. CJL Transaction Services is part of Citi’s global network servicing clients in over 100 countries and top cities in the world.

Experience Transaction Services is part of Citi’s legacy in Japan which dates back over 110 years to when we opened our first Japanese branch. We strive to be a trusted advisor on industry issues such as local securities markets, emerging markets, settlement risk, receivables and payment processes, securities infrastructure and technology integration to our clients, regulatory organizations and third-party partners.

Innovation Our on-line portal, CitiDirect BE and its mobile/tablet version are examples of Citi’s investments in innovation that add to our offering of solutions in Japan. We introduced a Japanese language version of our mobile smart phone application and tablet version, and provide our clients in Japan with treasury analytics and technology tools to enhance their efforts to effectively manage their businesses.

< Major Business Activities >

Treasury and Trade Solutions Citi serves our clients as an industry leader in cash management solutions. With 232 connections to cash clearing systems across the globe, Citi has a global infrastructure providing a wide range of innovative financial solutions. Our extensive network of qualified banking professionals provides a combination of local knowledge and global expertise to help meet clients’ strategic business goals.

Citi's portfolio of global cash management products offers tailored solutions to help manage collection and payment processes by establishing interfaces between the client’s treasury system and Citi's payment systems.

Trade Finance and Services Unit provides web-based, simple and quick supplier financing services not only for domestic purchases in Japan but also for purchases in foreign countries. Various risk-hedge solutions are provided to clients’ exports to help them effectively manage their risk and supply chains.

In addition to traditional financial support for exports and investments from Japan, our Export & Agency Finance Unit has started to provide new services such as medium-long term loans for overseas Japanese subsidiaries’ exports to emerging markets and agricultural commodities imported by our clients in Japan.

Securities Services In Securities Services, CJL supports foreign investors’ investment in Japanese securities through our stable capabilities in custody services. In addition to such traditional services, the introduction of innovative Third Party Clearing offerings allow our resident intermediary clients to focus on what matters most, to grow core businesses through our clearing and settlement outsourcing solutions. Our proprietary network is the largest in the industry covering 61 markets surpassing our closest competitor by over 20 markets.

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Recent Global and Local Accolades and Awards

Global Finance World’s Best Treasury and Cash Management Providers 2014Best Overall Bank for Cash Management – Global

Global Finance World’s Best Global Banks 2014World’s Best Bank for Cash Management; Trade Finance

Global Finance 2014 World’s Best Internet Bank AwardsBest Overall Internet Bank- Global Best Corporate/Institutional Internet Bank – Global

The Banker – Bank of the Year Awards 2013 – Global

Euromoney –Awards for Excellence 2014Best Transaction Services House in Asia

GTR Leaders in Trade 2014Best Export Finance Bank in Asia Pacific

The Banker –Innovation in Banking and Technology and Transaction Banking 2013Innovation in Cash Management Most Innovative Global Transaction Bank

The Asset Triple A, Treasury, Trade & Risk Management Awards 2014Best Treasury & Cash Management Bank in Asia

Trade Finance – Awards for Excellence 2014- Best Trade Advisor in Asia

Asiamoney –Best Foreign Cash Management Bank in Japan 2014 as voted by Large Corporates

Asiamoney -#1 Global Cash Management Bank in Asia Pacific 2014 as voted by Large Corporates

Global Outperformer in Japan in Global Custodian's Agent Banks in Major Markets Survey 2014

Category Outperformer in Japan for Asset Servicing, Relationship & Client Service, Ancillary Servicesand Value Delivered Category in Global Custodian's Agent Banks in Major Markets Survey 2014

The Asset’s Triple A Asset Servicing Awards 2014, Best Custodian – Asia Cross-Border

The Asset’s Triple A Asset Servicing Awards 2014, Best Domestic Custodian in Japan

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Markets Division

The Markets Division has a mission to provide foreign exchange, money market and derivative products and services to the customers of the Corporate Banking Division and the Transaction Services Division. The division focuses on market trades and aims to build a more robust transaction base for customers by providing more valuable information.

The Markets Division consists of two departments, Market Sales and Markets Treasury. The Market Sales Department consists of two units, Corporate FX Sales Unit and Corporate Derivative Sales Unit, and conducts foreign exchange and derivative transactions for the customers of the Corporate Banking Division and the Transaction Services Division. The Corporate FX Sales unit leverages Citigroup’s international network and global resources to deliver real-time information to the customers. The unit also provides various types of risk-management related advice and foreign exchange transaction support, building on its well-established and powerful presence as a “market maker” in the foreign exchange market. The Corporate Derivative Sales unit offers a wide range of derivative solutions to the customers, in order to satisfy their diverse needs. The Markets Treasury Department leverages Citigroup’s extensive international network to provide money market transactions in various currencies, in order to meet the customers’ funding and investment needs. Markets Treasury also acts as a funding department in CJL. Based on the policy decisions of the Asset Liability Committee, a sub-committee of CJL’s Management Committee, Markets Treasury ensures appropriate liquidity management and conducts banking account management as part of the comprehensive risk management framework, in coordination with the Corporate Treasury Unit, which is responsible for liquidity risk management.

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List of CJL’s Major Activities

CJL provides the following services:

1. Acceptance of Deposits

Current deposit, savings deposit, time deposit, negotiable certificate of deposit, foreign currency

deposit, etc.

2. Fund Lending etc.

Loan on bills, loan on deeds, overdraft, discount of commercial bills, etc.

3. Fund Transfer, etc.

Outward/inward remittance, fund transfer and collection of payment

4. Foreign Exchange, etc.

Foreign exchange transactions (including foreign currency sales and purchase)

5. Others

(1) Guaranty of liabilities (acceptance of payments), issuance of letter of credit and

acceptance of bills

(2) Arrangement for syndicated loan

(3) Trade finance (purchase of trade notes, etc.)

(4) Investment / Trading in securities (Japanese government bonds, etc.)

(5) Acquisition or transfer of monetary claims, and securitization related services

(6) Handling of receipt of money and other affairs pertaining to money of Government of Japan,

local public authorities, and companies, etc.

(7) Dealing in financial derivatives (interest rate, currency, etc.)

(8) Over-the-counter sales of mutual funds and insurance products

(9) Safekeeping and transfer of securities, etc.

(10) Brokerage for clearing of securities, etc.

(11) Handling of private placement of securities

(12) Financial instruments intermediary service

(13) Money exchange

(14) Foreign Bank Agency Service

(15) Transaction service for electronically recorded monetary claims

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Risk Management Framework

Risk Management Structure

CJL’s risk management framework balances strong corporate oversight by the Board of Directors with

well defined oversight roles and responsibilities amongst the Control functions covering the various

risk types.

CJL has the following three layers of risk management or control:

1) Risk ownership by the business divisions

2) Oversight by the control functions

3) Independent Assessment by Internal Audit

All three layers of control work together to achieve CJL’s shared goals with the following particular

items:

To maintain a highly effective control environment and to establish efficient, proactive risk

management; and

To foster appropriate solutions for our customers and to facilitate business growth in

accordance with agreed strategic goals and with the risk management capacity of CJL

CJL establishes a fundamental principle “Comprehensive Risk Management Policy” which is approved by Board of Directors and it defines its risk management structure. Additionally, CJL establishes “Comprehensive Risk Management Rules” to define its risk management procedures. CJL adopts a comprehensive risk management approach and a Comprehensive Risk Manager who oversees risks will ensure that Management Committee and the Board of Directors are kept advised of the risks of and to CJL in a comprehensive management.

Type of risk to be managed

CJL identifies credit risk, market risk, liquidity risk, and operational risk as major risks and those are

subjected to manage.

Credit Risk

1. Structure of Credit Risk Management:

Credit risk is the risk of loss arising from decline in asset value attributable to deterioration of

obligor’s credit condition. It includes the risk of difficulty to collect principal and interest due

to default of obligor and decline in credit value due to increase of reserves arising from

deterioration of obligor’s credit condition.

CJL establishes “Credit Risk Management Policies” which defines the fundamental principle

to comprehensively manage its credit risk in Corporate Banking Division and Retail Banking

Division.

In terms of credit management in each division, CJL also follows “Institutional Client Group

Risk Management Manual”, “Global Consumer Credit and Fraud Risk Policies” and “Global

Commercial Credit Policies” in order to set and govern credit risk management structure.

Furthermore, Credit Risk Management Committee (“CRMC”) is established and managed

by Head of the Risk Management Division to oversee CJL’s credit risk including the

management of self-assessment of assets with further involvement of management.

2. Procedure of Credit Risk Management:

CJL manages credit risk based on obligor analysis and whole portfolio analysis, monitoring

concentration of credit to certain industries, ratings, obligors on relationship basis and

delinquency trend of a portfolio. Such portfolio view of our credit exposures is reviewed and

reported to the Credit Risk Management Committee in a timely manner.

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Market Risk / Liquidity Risk

1. Structure of Market Risk / Liquidity Risk Management:

Market risk is the risk of loss resulting from fluctuating value of financial asset and debt

position which CJL possesses or executes, reflecting market trend.

Liquidity risk is the risk of loss resulting from unavailability to secure sufficient asset liquidity

against debt due to rising financing costs or mismatch of use of funds and source of funds.

In CJL, market risk and liquidity risk management structures are established and operated in

accordance with the “Liquidity Risk Management Policy”, the “Market Risk Management

Policy” or related management policies. Furthermore, CJL has established Asset Liability

Committee (“ALCO”) which is chaired by President to oversee market risk and liquidity risk,

monitoring accrual portfolio and trading portfolio of CJL and managing balance sheet as well

as capital adequacy.

2. Procedure of Market / Liquidity Risk Management:

CJL Market Risk Management captures consolidated profiles of interest rates and durations

of the financial assets and liabilities, performs risk monitoring process using gap analysis

and interest rate factor sensitivity analysis, and reports the result to the ALCO meeting on a

monthly basis.

CJL’s market risk amount is measured by Value-at-Risk (“VaR”) method quantitatively and

its regulated compliance status is monitored.

ALCO is managing Liquidity Risk by monitoring various liquidity ratios such as Large Fund

Provider concentration ratio, Total Customer Deposits / Total Customer Loans ratio. ALCO is

also monitoring whether there is sufficient liquidity to meet all maturing obligations within 12

months under the Highly Stressed Market Disruption stress scenario.

Operational Risk

1. Structure of Operational Risk Management:

Operational risk is the risk of loss resulting from inadequate or failed internal processes,

systems, or human factors, or from external events. It includes reputation and franchise

risks associated with CJL’s business practices or market conduct. It also includes the risk of

failing to comply with laws, regulations, ethical standards, regulatory administrative actions

or Citigroup policies.

To comprehensively manage operational risk, CJL establishes policies and rules for

operational risk which clearly defines risks, the control environment, as well as assessment

and reporting procedures. CJL separately manages its Jimu risk and System risk in

accordance with the established policies and standards. Moreover, CJL has established

Operational Risk Management Unit under Risk Management Division as a responsible unit

for comprehensive operational risk management. The status update of operational risk

management is reported to Business Risk, Compliance & Control Committee (“BRCC”), and

Jimu risk and System risk are reported to System and Operations Committee (“SOC”), with

further involvement of management.

2. Procedure of Operational Risk Management:

CJL adoptｓ a Manager’s Control Assessment (“MCA”) program as a tool to manage

‘significant’ operational risks. The MCA is used to self-assess key operational risks and

controls and identify and address weaknesses in the design and/or effectiveness of internal

controls that mitigate significant operational risks. Corrective actions are monitored

continuously for full implementation. Results of MCA are reported to managements through

BRCC at quarter end.

Critical operational processes of each business department are reviewed periodically in

consideration of changes to the operational processes and regulatory environment, and

latest information shall be reflected into MCA.

16

Compliance Framework

Basic Policy

As a bank, CJL fully recognizes the importance of its social responsibilities and the public nature of its

business. We understand that conducting business with fairness and integrity based on the Code of

Conduct and in compliance with laws and regulations, etc. is the basic principle of our management.

Compliance Management Framework

CJL’s Compliance Division covers compliance related matters and is independent from businesses. The

Division consists of 5 units under the Head of Compliance Division; (i) Retail Banking Compliance Unit,

(ii) Corporate Banking Compliance Unit, (iii) Anti-Money Laundering Compliance Unit, (iv) Infrastructure

Unit and (v) Compliance Testing Unit. The first two units are responsible for compliance matters relevant

to businesses, AML Compliance Unit covers matters relevant to anti-social forces and the prevention of

money laundering, and Infrastructure Unit is responsible for matters relevant to overall banking

operations. Compliance Testing Unit has responsibility for testing to assure that controls over

compliance matters are reasonably designed and functioning effectively. The Compliance Division owns

the Code of Conduct and, in accordance with Compliance Policy, promotes compliance and cultivates a

compliance mindset, through following activities.

The Compliance Division reports compliance related issues and compliance status to the Business Risk,

Compliance and Control Committee and the Management Committee on a regular and ad-hoc basis.

Material issues are to be escalated to the Board of Director through the Management Committee.

Preventive Measures against Anti-Social Forces and Money Laundering

CJL considers that preventive measures against anti-social forces and money laundering are one of the

most important parts of legal compliance as a financial institution with public nature, and has continued

its efforts to establish a proper prevention framework.

Measures against the Breach of Legal Compliance

It is the responsibility of each of the directors and the employees to comply with the Code of Conduct that provides an overview of some of the key policies of which all need to be aware. We strongly encourage employees to raise concerns or questions regarding ethics and applicable laws, regulations and policies, and to report violations and suspected violations in accordance with the relevant internal policies. We believe that it is critical to identify issues at an early stage and proactively resolve those issues in order to maintain the highest standards of conduct required at a financial institution. CJL has established, in addition to the standard reporting procedures, an Ethics Hotline in order to properly take measures for a violation or a suspected violation of legal compliance.

Advice and support related to Compliance

Creation and execution of internal rules related to Compliance

Oversees the development and maintenance of adequate risk management systems related toCompliance

Education and training related to Compliance

Monitors legal and regulatory development that affect the Bank

Oversees the development and maintenance of adequate risk management systems related toAnti-Money Laundering activities, including customer identification and matters related to AntiSocial Forces

Conducts Compliance Testing

17

Diversity and CSR Activities

CJL pursues Corporate Social Responsibility (“CSR”) activities in alignment with Citi’s global policies

and priorities. We embrace the responsibility, as a socially responsible financial group, to make a

difference in the community and to promote environmental and social sustainability by building positive

relationships with customers, employees and their families, the community, and stakeholders. Through

our CSR activities, we respond to corporate governance and compliance initiatives and also reinforce

our commitment to Financial Education, Community Development, the Environment, Disaster Relief,

and Diversity with employees from various backgrounds and nationalities.

Financial Education

Citi's philosophy provides that, with financial education, everyone has the chance to make their dreams come true. Citi feels that this creates a need for financial education programs so that the next generation of children can learn not just about money and the economy, but also how to think effectively, and ultimately plan their careers and lives in order to realize their dreams.

Environment

We undertake various environmental activities by mobilizing our employees to act for the benefit of the earth and future generations. We aim to reduce our environmental footprint by embedding eco-friendly practices into our business and implementing green building practices.

Citi supports the environment in three key areas

Environment Conservation Activities

Environmental andSocial RiskManagement

EnvironmentallySustainableOperations

Community Development Disaster Relief

Citi places value on its relationship with the community where its employees and their families live and work. Through participating in running and fundraising events and helping out with community bazaars, we foster our relationship with the community. We fulfill our social responsibility by committing not only money but also by participating in programs physically.

Children in Need

Community in General

People with Disabilities

Tohoku

In addition to on-going philanthropic efforts, when disaster strikes, Citi strives to support the victims of natural catastrophes in a timely and compassionate manner. In support of relief activities both locally and in conjunction with global efforts, Citi employees give their own time and resources to bring some order to the lives of those affected. Citi in Japan supports employee efforts by matching monetary donations and helping organize non-monetary relief.

Diversity

We see diversity as a source of strength. Therefore, we have made it a priority to foster a culture where the best

people want to work, where people are promoted on their merits, where we value and respect others and where

opportunities to develop are widely available to all - regardless of differences. We encourage our employees to

participate and take responsibility for their engagement in diversity activities, internally and externally, which adds to

the richness of the society in which we live.

<Major Activities>

Improving career development for women;

Celebrating women’s success, International Women’s day 2015

Work-Life Balance

Encourage the hiring of people with disabilities

18

＜List of CJL's locations in Japan＞

As of July 2015

Locations (Head Office, Higashi-Shinjuku, Okinawa, 32 for Retail Banking, 2 for Corporate Banking) Total：37 （■ Retail Banking Manned Branch）

Head Office Shin-Marunouchi Building, 5-1, Marunouchi 1-chome, Chiyoda-ku,

Tokyo

Retail Banking

■Aoyama BranchAo, 3-11-7 Kita-Aoyama,

Minato-ku, Tokyo

■Akasaka BranchPrudential Plaza, 2-13-10 Nagata-cho, Chiyoda-ku, Tokyo

■Ikebukuro BranchG-Bldg. Minami Ikebukuro 01, 1-19-5 Minami-Ikebukuro,

Toshima-ku, Tokyo

■Ohtemachi BranchOte Center Bldg., 1-1-3 Ohtemachi, Chiyoda-ku, Tokyo

■Ginza BranchKurosawa Bldg.,6-9-2 Ginza, Chuo-ku, Tokyo

■Gotanda BranchGotanda Hata Bldg., 2-2-3

Higashi-Gotanda, Shinagawa-ku, Tokyo

■Shibuya BranchDogenzaka Kabuto Bldg., 2-25-12 Dogenzaka, Shibuya-ku, Tokyo

■Jiyugaoka Mini BranchOkuzumi Bldg., 1-26-14

Jiyugaoka, Meguro-ku, Tokyo

■Shinjuku Higashiguchi BranchCitibank Shinjuku Bldg., 3-19-4 Shinjuku, Shinjuku-ku, Tokyo

■Shinjuku Minamiguchi BranchKubo Bldg., 2-9-2 Yoyogi,

Shibuya-ku, Tokyo

■Shinjuku Minamiguchi BranchConsulting Center Shinjuku Maynds Tower, 2-1-1 Yoyogi, Shibuya-ku, Tokyo

■Kichijoji Mini BranchIwasaki Kichijoji Bldg., 1-15-9

Kichijoji-Honcho, Musashino-shi, Tokyo

■Tachikawa BranchSuzuharu Bldg., 2-7-16 Akebono-cho, Tachikawa-shi, Tokyo

■Nihonbashi BranchNihonbashi Kato Bldg., 2-1-14 Nihonbashi, Chuo-ku, Tokyo

■Hiroo BranchHIROO REEPLEX B’s, 5-15-27

Minami-Azabu, Minato-ku, Tokyo

■Yokohama BranchYokohama First Bldg., 1-6-1 Kita-Saiwai, Nishi-ku, Yokohama-shi, Kanagawa

■Aobadai Mini BranchAobadai Tokyu Square South-2, 1-7-1

Aobadai, Aoba-ku, Yokohama-shi, Kanagawa

■Fujisawa Mini Branch2002. K&S Bldg., 2-8 Minami-Fujisawa, Fujisawa-shi, Kanagawa

■Chiba BranchSencity Tower, 1000 Shinmachi,

Chuo-ku, Chiba-shi, Chiba

■Urawa BranchUrawa Nikko Bldg., 2-1-23 Takasago, Urawa-ku, Saitama-shi, Saitama

■Umeda BranchABC-MART Umeda Bldg., 1-27 Chayamachi, Kita-ku, Osaka-shi, Osaka

■Osaka Ekimae BranchOsaka Dai-ichi Seimei Bldg., 1-8-17

Umeda, Kita-ku, Osaka-shi, Osaka

■Shinsaibashi BranchMidosuji Diamond Bldg., 2-1-2 Nishi-Shinsaibashi, Chuo-ku, Osaka-shi, Osaka

■Ashiya BranchHotel Takezono Ashiya, 10-1

Ohara-cho, Ashiya-shi, Hyogo

■Kobe BranchS.Yoshimatsu Bldg., 8-1-17 Gokodori, Chuo-ku, Kobe-shi, Hyogo

■Kyoto BranchK･I Shijo Bldg., 88 Kankoboko-cho,

Shijodori-Muromachi-Higashiiru, Shimogyo-ku, Kyoto-shi, Kyoto

■Nagoya BranchSakae Parkside Place, 3-16-27

Nishiki, Naka-ku, Nagoya-shi, Aichi

■Nagoya Station Mini BranchOffice Tower, JR Central Towers, 1-1-4 Meieki, Nakamura-ku, Nagoya-shi, Aichi

■Sapporo BranchHokkaido Bldg., 1-banchi, Kita 2-jo, Nishi 4-chome, Chuo-ku, Sapporo-shi,

Hokkaido

■Fukuoka BranchTenjin-nishidori Business Center 2-8-30 Tenjin, Chuo-ku, Fukuoka-shi, Fukuoka

Internet Branch Shinjuku Eastside Square, 6-27-30

Shinjuku, Shinjuku-ku, Tokyo

Kansai Mini Office Midosuji Diamond Bldg., 2-1-2 Nishi-Shinsaibashi, Chuo-ku, Osaka-shi, Osaka

Corporate Banking ･ Others

Osaka Branch Midosuji Diamond Bldg., 2-1-2

Nishi-Shinsaibashi, Chuo-ku, Osaka-shi, Osaka

Yamabuki Branch Shinjuku Eastside Square, 6-27-30 Shinjuku, Shinjuku-ku, Tokyo

Higashi-Shinjuku Sub-Branch Shinjuku Eastside Square, 6-27-30 Shinjuku, Shinjuku-ku, Tokyo

Okinawa Sub-Branch Tomari Port Terminal Bldg.,3-25-1

Maejima, Naha-shi, Okinawa

19

Citibank Japan Ltd.

Financial Information under Japanese GAAP For the fiscal year ended March 31, 2015

20

1. Matters Related to Principal Business

< Business Overview>

Results of Operations for Fiscal Year ended March 31, 2015

We had a net loss of 4.4 billion yen for the year ended March 31, 2015 compared to net income of 1.3billion yen for the prior fiscal year.

Ordinary income totaled 66.3 billion yen, down by 2.0 billion yen from the prior fiscal year.

Interest income totaled 27.9 billion yen, down by 2.3 billion yen from the prior fiscal year. Fees and commissions totaled 20.9 billion yen, down by 0.5 billion yen from the prior fiscal year. Other ordinary income totaled 16.6 billion yen, up by 1.4 billion yen from the prior fiscal year. Other income totaled 0.5 billion yen, down by 0.6 billion yen from the prior fiscal year.

Ordinary expenses totaled 69.7 billion yen, up by 4.3 billion yen from the prior fiscal year.

Interest expense totaled 4.5 billion yen, up by 1.0 billion yen from the prior fiscal year. Fees and commissions paid totaled 2.5 billion yen, up by 0.3 billion yen from the prior fiscal year. Trading losses totaled 0.2 billion yen, down by 0.1 billion yen from the prior fiscal year. General and administrative expenses totaled 61.4 billion yen, up by 2.7 billion yen from the prior

fiscal year. Other expenses totaled 0.8 billion yen, up by 0.5 billion yen from the prior fiscal year.

Ordinary loss was 3.4 billion yen compared to ordinary profit of 2.8 billion yen in the prior fiscal year.

Extraordinary loss of 2.5 billion yen represents write-off of certain software pertaining the retailbusiness divestiture.

Loss before income taxes (including extraordinary income and loss) was 6.0 billion yen compared toincome before income taxes of 2.8 billion yen in the prior fiscal year.

Assets, liabilities, net assets, cash flows, and capital adequacy ratio were as follows;

As of March 31, 2015, total assets were 5,057.2 billion yen, up by 543.2 billion yen compared toMarch 31, 2014.

Cash and deposits to other banks (due from banks) totaled 3,093.5 billion yen, up by 1,251.6billion yen from the prior fiscal year end.

Call loans were 3.3 billion yen, down by 236.8 billion yen from the prior fiscal year end. Receivables under resale agreements were 468.8 billion yen, down by 262.8 billion yen from the

prior fiscal year end. Trading assets were 36.1 billion yen, down by 145.3 billion yen from the prior fiscal year end. Available for sales securities (“AFS securities”) were 500.9 billion yen, down by 284.3 billion yen

from the prior fiscal year end. Loans and bills discounted totaled 485.1 billion yen, up by 128.8 billion yen from the prior fiscal

year end.

As of March 31, 2015, total liabilities were 4,804.9 billion yen, up by 547.3 billion yen compared toMarch 31, 2014.

Deposits totaled 3,924.8 billion yen, up by 288.8 billion yen from the prior fiscal year end. Negotiable certificates of deposit totaled zero, down by 6.0 billion yen from the prior fiscal year end. Foreign exchanges totaled 523.0 billion yen, up by 176.7 billion yen from the prior fiscal year end.

21

As of March 31, 2015, total net assets were 252.3 billion yen, down by 4.0 billion yen from the priorfiscal year end.

Cash flows from operating activities in the year totaled 814.5 billion yen (Inflow). Cash from investingactivities was 281.8 billion yen (Inflow). As a result, cash and cash equivalents as of the end of theperiod totaled 2,376.8 billion yen.

The capital adequacy ratio (Basel3 National standards) at the end of the period was 30.26%.(Basel3 National standards as of March 31, 2014 25.72%).

22

<Summary of Principal Business/Financial Indicators> (Millions of Yen)

Ordinary income 96,399 75,908 64,668 68,305 66,302

Ordinary profit (loss) 18,132 5,847 (1,541) 2,867 (3,478)

Net income (loss) 12,509 1,796 (1,983) 1,339 (4,454)

Capital stock 123,100 123,100 123,100 123,100 123,100

Total Net assets 262,022 265,083 262,823 256,350 252,315

Total assets 4,244,847 4,336,501 4,374,568 4,513,946 5,057,241

Deposits 3,399,295 3,510,460 3,541,504 3,636,024 3,924,867

Loans and bills discounted 250,088 299,056 330,614 356,243 485,111

Available for sale (AFS) securities 756,974 826,775 858,729 785,273 500,962

Total shares issued (thousand shares) 244,200,000 244,200,000 244,200,000 244,200,000 244,200,000

Capital adequacy ratio (National standard) 25.16% 28.77% 28.47% 25.72% 30.26%

Dividend payment ratio 487.64% - - 477.77% -

Number of employees 1,676 1,796 1,852 1,835 1,728

March 2015

Year end

(Apr. 1, 2014

- Mar. 31, 2015)

March 2011

Year end

(Apr. 1, 2010

- Mar. 31, 2011)

March 2012

Year end

(Apr. 1, 2011

- Mar. 31, 2012)

March 2013

Year end

(Apr. 1, 2012

- Mar. 31, 2013)

March 2014

Year end

(Apr. 1, 2013

- Mar. 31, 2014)

23

<Principal Business/Financial Indicators>

Gross operating profit (Millions of Yen)

Domestic International Total Domestic International Total

Interest income 6,126 24,180 30,306 5,888 22,021 27,909

Interest expenses 156 3,361 3,517 133 4,455 4,588

Fees and commissions 12,488 9,033 21,522 13,308 7,659 20,968

Fees and commissions paid 1,569 721 2,291 1,698 899 2,598

Trading income - - - 383 (201) 182

Trading losses (423) 858 434 (15) 315 299

Other ordinary income 369 14,898 15,267 731 15,967 16,699

Other ordinary expenses 254 - 254 2 11 13

17,428 43,170 60,599 18,494 39,765 58,259

0.74% 2.48% 1.49% 0.63% 2.35% 1.26%

Gross operating profit

Gross operating profit ratio

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Interest income and expenses

Fees and commission

Trading income and losses

Other ordinary income and

expenses

（Notes）

1. Domestic operations are yen-denominated transactions and international operations are foreign currency-denominated transactions

conducted in Japan. However, non-resident yen-denominated transactions and offshore account transactions, etc. are included in the international operations.

2. Gross operating profit ratio ＝(gross operating profit / average balance of interest-earning assets) x 100 ÷ (the number of days of

the period / 365)

24

Average balance, Interest and Yield of Interest-Earning Assets / Interest-Bearing Liabilities (Millions of Yen)

Domestic

operations

International

operations Total

Domestic

operations

International

operations Total

Average balance 2,325,595 1,735,540 4,061,136 2,926,124 1,688,220 4,614,345

Interest 6,126 24,180 30,306 5,888 22,021 27,909

Yield (%) 0.26 1.39 0.74 0.20 1.30 0.60

Average balance 168,665 182,506 351,172 152,565 336,380 488,946

Interest 1,929 2,462 4,391 1,681 5,742 7,423

Yield (%) 1.14 1.34 1.25 1.10 1.70 1.51

AFS securities Average balance 887,739 5,852 893,591 685,877 5,759 691,636

Interest 2,883 120 3,004 2,184 120 2,304

Yield (%) 0.32 2.06 0.33 0.31 2.09 0.33

Call loans Average balance 12,087 177,520 189,607 10,373 88,614 98,988

Interest 10 546 557 8 324 333

Yield (%) 0.08 0.30 0.29 0.08 0.36 0.33

Average balance 383,691 367,692 751,383 293,042 428,577 721,620

Interest 323 4,835 5,159 167 5,487 5,654

Yield (%) 0.08 1.31 0.68 0.05 1.28 0.78

Average balance 3,428 49 3,478 4,910 6 4,916

Interest 54 0 55 68 0 68

Yield (%) 1.59 1.07 1.58 1.39 1.02 1.39

Average balance 868,896 821,516 1,690,412 1,777,874 653,676 2,431,551

Interest 888 15,503 16,392 1,757 9,732 11,490

Yield (%) 0.10 1.88 0.96 0.09 1.48 0.47

Average balance 1,884,837 2,127,235 4,012,073 2,071,235 2,403,316 4,474,552

Interest 156 3,361 3,517 133 4,455 4,588

Yield (%) 0.00 0.15 0.08 0.00 0.18 0.10

Deposits Average balance 1,858,314 1,995,174 3,853,489 2,057,527 1,824,182 3,881,710

Interest 138 3,342 3,481 125 4,427 4,552

Yield (%) 0.00 0.16 0.09 0.00 0.24 0.11

Average balance 22,604 - 22,604 2,115 - 2,115

Interest 14 - 14 0 - 0

Yield (%) 0.06 - 0.06 0.04 - 0.04

Call money Average balance - 166 166 378 1,355 1,733

Interest - 0 0 0 1 1

Yield (%) - 0.08 0.08 0.00 0.09 0.07

Borrowed money Average balance 11 - 11 8 - 8

Interest 0 - 0 0 - 0

Yield (%) 0.20 - 0.20 0.09 - 0.09

Negotiable certificates

of deposit

Loans and bills

discounted

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Interest-earning assets

Interest-bearing liabilities

Due from banks with

interest

Monetary claims

bought

Receivables under

resale agreements

(Notes)

1. Average balance of foreign currency-denominated transactions in Japan, which are classified as international operations, iscalculated based on the daily basis.

2. Average balance of and interest accrued from borrowing and lending between domestic and international operations are offset.

3. Due from bank without interest is excluded from Interest-earning assets and the amount equivalent to Money held in trust isexcluded from Interest-bearing liabilities.

25

Analysis of interest received / paid (Millions of Yen)

Domestic

operations

International

operationsTotal

Domestic

operations

International

operationsTotal

Volume-related increase (decrease) 1,889 522 4,610 1,582 (659) 4,093

Rate-related increase (decrease) (3,703) (3,048) (8,951) (1,821) (1,499) (6,491)

Net increase (decrease) (1,814) (2,526) (4,340) (238) (2,158) (2,397)

Volume-related increase (decrease) (142) 454 291 (183) 2,061 1,722

Rate-related increase (decrease) (244) (51) (274) (65) 1,218 1,309

Net increase (decrease) (386) 402 16 (248) 3,280 3,031

AFS Securities Volume-related increase (decrease) 338 (1) 343 (645) (1) (666)

Rate-related increase (decrease) (2,148) 1 (2,153) (53) 1 (33)

Net increase (decrease) (1,810) - (1,810) (699) - (699)

Call loans Volume-related increase (decrease) 0 282 258 (1) (266) (262)

Rate-related increase (decrease) (1) (77) (55) (1) 45 38

Net increase (decrease) (1) 204 202 (2) (221) (223)

Volume-related increase (decrease) (3) 4,222 624 (72) 797 (202)

Rate-related increase (decrease) (54) 165 3,705 (84) (146) 697

Net increase (decrease) (57) 4,387 4,330 (156) 651 494

Volume-related increase (decrease) 1 0 1 23 0 22

Rate-related increase (decrease) 0 - (1) (9) 0 (9)

Net increase (decrease) 0 0 0 13 0 13

Volume-related increase (decrease) 360 (8,279) (831) 908 (3,155) 7,114

Rate-related increase (decrease) 89 793 (6,205) (39) (2,615) (12,016)

Net increase (decrease) 449 (7,486) (7,037) 869 (5,771) (4,902)

Volume-related increase (decrease) 18 742 527 15 436 369

Rate-related increase (decrease) (201) (1,749) (1,716) (38) 657 700

Net increase (decrease) (182) (1,006) (1,189) (23) 1,093 1,070

Deposits Volume-related increase (decrease) 16 704 583 14 (273) 25

Rate-related increase (decrease) (151) (1,695) (1,709) (28) 1,358 1,045

Net increase (decrease) (135) (991) (1,126) (13) 1,084 1,071

Volume-related increase (decrease) (44) - (44) (12) - (12)

Rate-related increase (decrease) (3) - (3) (1) - (1)

Net increase (decrease) (48) - (48) (14) - (14)

Call money Volume-related increase (decrease) - 0 0 0 0 1

Rate-related increase (decrease) - 0 0 - 0 0

Net increase (decrease) - 0 0 0 1 1

Borrowed Money Volume-related increase (decrease) 0 (7) (7) 0 - 0

Rate-related increase (decrease) 0 - 0 0 - 0

Net increase (decrease) 0 (7) (7) 0 - 0

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Negotiable

certificates of

deposit

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

Interest received

Interest paid

Loans and bills

discounted

Receivables under

resale agreements

Due from banks

with interest

Monetary claims

bought

（Note）Changes due to a combination of volume - and rate - related increase (decrease) have been included in rate - related

increase (decrease).

26

Yield on interest-earning assets, Yield on interest-bearing liabilities, Net yield/Interest rate (%)


Yield on interest-earning

assets0.26 1.39 0.74 0.20 1.30 0.60

Yield on interest-bearing

liabilities including

general expenses

1.73 1.35 1.53 1.59 1.31 1.44

Net yield / Interest rate (1.47) 0.04 (0.79) (1.39) (0.01) (0.84)

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Fees and commissions (Millions of Yen)


12,488 9,033 21,522 13,308 7,659 20,968

Fees and commissions on fund

transfer1,671 4,391 6,062 1,771 3,677 5,448

Other fees and commissions 10,816 4,642 15,459 11,537 3,982 15,520

1,569 721 2,291 1,698 899 2,598

Fees and commissions on fund

transfer436 307 744 459 311 771

Other fees and commissions 1,133 413 1,546 1,238 587 1,826

10,918 8,312 19,231 11,610 6,759 18,370Fees and commissions profit

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Fees and commissions

Fees and commissions paid

27

Trading income and losses (Millions of Yen)


Trading income - - - 383 (201) 182

Gains on trading account

securities transactions- - - - - -

Gains on securities and

derivatives related to

trading transactions

- - - 383 (201) 182

Gains on trading-related

derivatives transactions- - - - - -

Other trading income - - - - - -

Trading losses (423) 858 434 (15) 315 299

Losses on trading

securities and Derivatives- - - - - -

Losses on securities and

derivatives related to

trading transactions

(386) 603 217 - - -

Losses on trading-related

derivatives transactions(37) 255 217 (15) 315 299

Other trading losses - - - - - -

Trading profit 423 (858) (434) 399 (516) (117)

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

28

Other ordinary income and expenses (Millions of Yen)


Other ordinary income 369 14,898 15,267 731 15,967 16,699

Gains on foreign

exchange transactions- 13,930 13,930 - 14,092 14,092

Gains on sales of bonds 351 - 351 725 - 725

Gains on redemption of

bonds- - - - - -

Income from derivatives

other than for trading or

hedging

- - - - - -

Others 17 968 986 5 1,875 1,881

Other ordinary expenses 254 - 254 2 11 13

Losses on foreign

exchange transactions- - - - - -

Losses on sales of

bonds254 - 254 2 - 2

Losses on redemption of

bonds- - - - - -

Losses on devaluation of

bonds- - - - - -

Expenses on derivatives

other than for trading or

hedging

- - - - - -

Others - - - 0 11 11

Other ordinary profit 115 14,898 15,013 729 15,956 16,685

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

29

General and administrative expenses (Millions of Yen)

Salary 20,680 20,950

Accrued pension cost 3,457 4,562

Welfare expenses 137 94

Depreciation cost 1,758 1,215

Rental fees on land, buildings, and machinery 5,348 5,660

Maintenance cost 131 215

Supplies cost 315 370

Utilities cost 134 134

Expenses of business trip 240 190

Communication charge 1,071 964

Advertising expenses 967 910

Membership, Contribution and Business promotion 187 188

Tax and public charges 1,239 1,635

Others 22,975 24,344

Total 58,645 61,437

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Profit ratio (%)

Ordinary profit to total assets 0.06 (0.06)

Ordinary profit to capital (net assets) 1.10 (1.36)

Net income to total assets 0.02 (0.08)

Net income to capital (net assets) 0.51 (1.74)

March 2014 Year end

(Apr. 1, 2013 - Mar. 31, 2014)

March 2015 Year end

(Apr. 1, 2014 - Mar. 31, 2015)

Ordinary profit / (Number of days of the period / 365)

Average balance of total assets (excl. customers' liabilities for acceptances and guarantees)

Ordinary profit / (Number of days of the period / 365)

　（Beginning net assets + net assets）/2

Net income / (Number of days of the period / 365)

Average balance of total assets (excl. customers' liabilities for acceptances and guarantees)

Net income / (Number of days of the period / 365)

（Beginning net assets + net assets）/2

×100

= ×100

×100

×100

=

=

=

Ordinary profit to total assets

Ordinary profit to capital (net assets)

Net income to total assets

Net income to capital (net assets)

30

<Indicators for Deposits>

Average balance by deposit type (Millions of Yen)


Liquid deposits 1,744,069 - 1,744,069 1,953,558 - 1,953,558

Time deposits 108,068 - 108,068 97,020 - 97,020

Negotiable certificates of

deposit22,604 - 22,604 2,115 - 2,115

Others 6,176 1,995,174 2,001,351 6,948 1,824,182 1,831,131

Total 1,880,919 1,995,174 3,876,094 2,059,642 1,824,182 3,883,825

As of Mar. 31, 2014 As of Mar. 31, 2015

(Note) Liquid deposits ＝ current deposits ＋ ordinary deposits ＋ saving deposits ＋ deposits at notice

Time deposits balance by remaining tenor (Millions of Yen)

Less

than

3 months

Over 3

months

,

less

than 6

months

Over 6

months

,

less

than 1

year

Over 1

year,

less

than 2

years

Over 2

years,

less

than 3

years

Over 3

yearsTotal

Less

than

3 months

Over 3

months

,

less

than 6

months

Over 6

months

,

less

than 1

year

Over 1

year,

less

than 2

years

Over 2

years,

less

than 3

years

Over 3

yearsTotal

Fixed interest

time deposits62,911 14,527 11,471 1,416 408 4 90,739 70,496 12,205 9,649 1,210 338 7 93,907

Floating

interest time

deposits

- - - - 125 - 125 - - - 125 - - 125

Others - - - - - - - - - - - - - -

Total 62,911 14,527 11,471 1,416 534 4 90,865 70,496 12,205 9,649 1,336 338 7 94,033

As of Mar. 31, 2014 As of Mar. 31, 2015

31

<Indicators for Loans and Bills Discounted>

Balance by loan type

(1) Balance at the end of period


Loans on bills 8,318 1,287 9,605 10,565 1,645 12,210

Loans on deeds 116,585 198,057 314,642 116,084 288,810 404,894

Overdrafts 20,479 10,816 31,295 14,959 52,412 67,372

Bills discounted 699 - 699 632 - 632

Total 146,082 210,161 356,243 142,243 342,867 485,111

(Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

(2) Average balance


Loans on bills 22,588 601 23,189 9,864 1,432 11,297

Loans on deeds 123,322 170,823 294,145 119,617 290,993 410,610

Overdrafts 22,400 11,082 33,482 22,343 43,955 66,299

Bills discounted 354 - 354 739 - 739

Total 168,665 182,506 351,172 152,565 336,380 488,946

(Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Balance of loans and bills discounted by remaining tenor (Millions of Yen)

Less

than

1 year

Over 1

year,

less

than 3

years

Over 3

years,

less

than 5

years

Over 5

years,

less

than 7

years

Over 7

yearsTotal

Less

than

1 year

Over 1

year,

less

than 3

years

Over 3

years,

less

than 5

years

Over 5

years,

less

than 7

years

Over 7

yearsTotal

Fixed interest

loans and bills discounted17,834 15,559 15,125 85 456 49,061 17,508 15,138 14,073 98 124 46,943

Floating interest

loans and bills discounted121,921 36,348 30,802 20,078 98,031 307,182 118,315 68,819 73,738 57,439 119,854 438,168

Total 139,755 51,908 45,927 20,164 98,487 356,243 135,823 83,957 87,812 57,538 119,979 485,111

As of Mar. 31, 2014 As of Mar. 31, 2015

32

Balance of loans and bills discounted by collateral type (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Type of collateral pledged Loans and bills discounted Loans and bills discounted

Deposits 7,087 6,325

Securities 3,311 3,908

Claims - -

Commodities - -

Real estates 55,441 63,090

Foundations - -

Others 6,780 18,700

Sub-total 72,620 92,025

Guarantees 82,538 78,831

Clean credits 201,084 314,254

Total 356,243 485,111

Balance of customers’ liabilities for acceptances and guarantees by collateral type (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Deposits 10,358 8,068

Securities 41,838 72,198

Claims - -

Commodities - -

Real estates - -

Foundations - -

Others - -

Sub-total 52,197 80,267

Guarantees - -

Clean credits 48,433 58,848

Total 100,630 139,115

Type of collateral pledgedCustomers' liabilities for acceptances

and guarantees

Customers' liabilities for acceptances

and guarantees

Balance of loans and bills discounted by use (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Lending for equipments 140,475 154,321

Lending for operations 215,767 330,789

Total 356,243 485,111

33

Balance of loans and bills discounted by industry (Millions of Yen)

Amount (%) Amount (%)

Domestic

Manufacturing 17,834 5.01% 59,582 12.28%

Agriculture / Forestry - - - -

Fishery - - - -

Mining - - - -

Construction - - - -

Electric/gas/heat supply/water - - - -

Information and telecommunications 6,757 1.90% 540 0.11%

Shipping / transportation 7,000 1.96% 18,864 3.89%

Wholesale / retail 51,420 14.43% 43,752 9.01%

Finance / insurance 70,277 19.72% 73,257 15.10%

Real estate 8,795 2.47% 13,122 2.71%

Other Services 4,255 1.21% 1,152 0.23%

Central / Local government - - - -

Individuals 63,729 17.89% 65,942 13.60%

Overseas 126,174 35.41% 208,896 43.07%

Total 356,243 100% 485,111 100%

As of Mar. 31, 2014 As of Mar. 31, 2015

Balance of loans and bills discounted for small and medium size businesses (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Total loans and bills discounted (A) 356,243 485,111

Balance of loans for small and medium size

corporations etc. (B)163,742 262,659

(B) / (A) 45.96% 54.14%

(Note) Small and medium size corporation etc. refers as followings; - companies with its capital less than or equal to 300 million yen (100 million yen for wholesale businesses and 50 million yen

for retail sale and services businesses), or - companies with its full-time employees less than or equal to 300 on the payroll (100 for wholesale, 50 for retail sale and 100

for services), or

- individuals.

Balance of specified overseas claims

None

34

Loans - to - deposits ratio(%)


Balance at the end of period 7.85 11.79 9.78 7.10 17.82 12.35

Average balance 8.96 9.14 9.05 7.40 18.44 12.58

As of Mar. 31, 2014 As of Mar. 31, 2015

(Note) Negotiable certificates of deposit are included in “deposits”.

Allowance for loan losses (Millions of Yen)

CategoryBeginning

balanceIncreased Decreased

Ending

Balance

Beginning

balanceIncreased Decreased

Ending

Balance

Allowance for general loan

losses1,159 1,014 1,159 1,014 1,014 1,245 1,014 1,245

Allowance for specific loan

losses2,266 913 2,266 913 913 1,044 913 1,044

Specified overseas claim

reserve account- - - - - - - -

Total 3,426 1,928 3,426 1,928 1,928 2,290 1,928 2,290

As of Mar. 31, 2014 As of Mar. 31, 2015

Loan write-offs

None

Risk management Loans (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Bankrupt loans - 4

Past due loans/non-accrual loans 1,264 1,902

Past due loans (3 months or more) 1,181 459

Restructured loans 36 175

Total 2,482 2,542

(Notes)

1. “Bankrupt loans” are loans on which accrued interest income is not recognized as there is substantial doubt about the ultimatecollectability of either principal or interest because they are past due for a considerable period of time or for other reasons (excluding write-offs, hereinafter “non-accrual loans”), and as defined in Article 96-1-3 and 96-1-4 of the Enforcement Ordinance

of the Japanese Corporate Tax Law. 2. “Past due loans/non-accrual loans” are loans on which accrued interest income is not recognized, excluding “Bankrupt loans” and

loans on which interest payments are deferred in order to support the borrowers’ recovery from financial difficulties.

3. “Past due loans (3 months or more)” are loans on which the principal or interest is past due for three months or more from the next day of prescribed payment date, excluding “bankrupt loans” and “Past due loans/non-accrual loans”.

4. “Restructured loans” are loans on which terms and conditions have been amended in favor of the borrowers (e.g., reduction of

the original interest rate, deferral of interest payments, extension of principal repayments or debt forgiveness) in order to support the borrowers’ recovery from financial difficulties, excluding “bankrupt loans,” “past due loans/non-accrual loans” and “past due loans (3 months or more)”.

35

Claims under the Financial Reconstruction Law (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Bankrupt / De facto Bankrupt 769 911

In Danger of Bankrupt 495 995

Need attention 1,217 635

Subtotal (A) 2,483 2,542

Normal 571,122 754,372

Total (B) 573,605 756,915

(A) / (B) 0.43% 0.33%

(Notes) 1. “Bankrupt / De facto Bankrupt” are claims to bankrupt borrowers in the event of filing for commencement of bankruptcy,

corporate reorganization, rehabilitation proceedings and loans pursuant to these proceedings.

2. “In Danger of Bankrupt” are claims of which borrowers are not in bankruptcy but their financial status and business performancedeteriorate, with a low collectability of principal and interest under the terms and conditions of the contract.

3. “Need attention” are Past due loans (3 months or more) and Restructured loans from “Risk management loans”.

4. “Normal” are claims classified as other than the credit listed in 1 to 3 above, with no problems seen with borrowers ’ financialstatus and business performance.

36

<Indicators for Securities >

Average balance of securities related to trading transactions (Millions of Yen)

As of Mar. 31, 2014 As of Mar. 31, 2015

Trading Japanese government bonds 176,956 79,526

Trading municipal bonds - -

Trading government guaranteed bonds - -

Other trading securities 17,555 16,916

Total 194,512 96,442

Balance of AFS securities by remaining tenor (Millions of Yen)

CategoryUp to 1

year

1 - 5

years

5 - 10

years

Over 10

years

Indefinite

termTotal

Up to 1

year

1 - 5

years

5 - 10

years

Over 10

years

Indefinite

termTotal

Japanese

government bonds85,167 641,130 38,147 - - 764,446 120,408 358,983 2,093 - - 481,484

Municipal bonds - - - - - - - - - - - -

Corporate bonds - - - 15,022 - 15,022 - - - 13,779 - 13,779

Stocks - - - - - - - - - - - -

Foreign bonds - 5,804 - - - 5,804 - 5,698 - - - 5,698

Foreign stocks - - - - - - - - - - - -

Others - - - - - - - - - - - -

Total 85,167 646,935 38,147 15,022 - 785,273 120,408 364,681 2,093 13,779 - 500,962

As of Mar. 31, 2014 As of Mar. 31, 2015

Average balance of AFS securities (Millions of Yen)


Japanese government bonds 872,297 - 872,297 671,459 - 671,459

Municipal bonds - - - - - -

Corporate bonds 15,441 - 15,441 14,418 - 14,418

Stocks - - - - - -

Foreign bonds - 5,852 5,852 - 5,759 5,759

Foreign stocks - - - - - -

Others - - - - - -

Total 887,739 5,852 893,591 685,877 5,759 691,636

As of Mar. 31, 2014 As of Mar. 31, 2015

37

AFS securities - to - deposits ratio (%)


Balance at the end of period 41.90 0.32 21.56 24.74 0.29 12.76

Average balance 47.19 0.29 23.05 33.30 0.31 17.80

As of Mar. 31, 2014 As of Mar. 31, 2015

(Note) Negotiable certificates of deposit are included in “deposits.”

38

2. Financial Statements Financial figures has been audited by KPMG AZSA LLC based on article 396, paragraph 1 of the Corporation Act. <Balance Sheet>

(Millions of Yen)

As of March 31, 2014 As of March 31, 2015

Amount AmountAsset

Cash and due from banks 1,841,877 3,093,519

Cash 6,878 7,707

Due from banks 1,834,999 3,085,811

Call loans 240,203 3,365

Receivables under resale agreements 731,656 468,825

Monetary claims bought 4,281 4,675

Trading assets 181,452 36,121

Securities related to trading transactions 155,602 21,377

Derivatives of securities related to trading transactions 0 -

Trading-related f inancial derivatives 25,849 14,744

Securities 785,273 500,962

Government bonds 764,446 481,484

Corporate bonds 15,022 13,779

Other securities 5,804 5,698

Loans and bills discounted 356,243 485,111

Bills discounted 699 632

Loans on bills 9,605 12,210

Loans on deeds 314,642 404,894

Overdrafts 31,295 67,372

Foreign exchanges 111,584 127,098

Due from foreign banks (our accounts) 19,597 28,111

Due from foreign banks (their accounts) 17,086 26,541

Foreign bills bought 73,441 70,541

Foreign bills receivable 1,459 1,903

Other assets 155,896 194,637

Prepaid expenses 1,690 1,292

Accrued income 5,177 5,344

Accrued income tax refunds - 635

Initial margins of futures markets 57 109

Variation margins of futures markets 4 56

Derivatives other than for trading-assets 126,282 158,513

Cash collateral paid for f inancial instruments 12,686 21,262

Others 9,996 7,423

Tangible f ixed assets 2,463 2,090

Buildings 1,780 1,381

Construction in progress - 275

Other tangible f ixed assets 682 433

Intangible f ixed assets 2,074 573

Softw are 2,074 573

Prepaid pension costs 398 -

Deferred tax assets 1,835 3,435

Customers’ liabilities for acceptances and guarantees 100,630 139,115

Allow ance for loan losses (1,928) (2,290)

Total assets 4,513,946 5,057,241

Account Name

39

(Millions of Yen)

As of March 31, 2014 As of March 31, 2015

Amount AmountLiabilities

Deposits 3,636,024 3,924,867

Current deposits 273,435 285,034

Ordinary deposits 1,479,005 1,609,135

Time deposits 90,865 94,033

Other deposits 1,792,717 1,936,663

Negotiable certif icates of deposit 6,000 -

Call money - 1,803

Trading liabilities 26,155 14,865

Derivatives of securities related to trading transactions 2 18

Trading-related f inancial derivatives 26,153 14,847

Borrow ed money 4 7

Borrow ings from other banks 4 7

Foreign exchanges 346,211 523,010

Due to foreign banks (their accounts) 339,263 523,010

Due to foreign banks (our accounts) 6,948 -

Foreign bills payable 0 -

Other liabilities 140,701 197,861

Domestic exchange settlement account (credit) 339 297

Income taxes payable 1,417 218

Accrued expenses 2,965 3,775

Unearned revenue 1,279 1,259

Variation margins of futures markets 0 -

Derivatives other than for trading-liabilities 125,322 165,130

Cash collateral received for f inancail instruments 3,995 19,481

Asset retirement obligations 719 683

Others 4,663 7,013

Provision for bonuses 447 459

Provision for directors' bonuses 94 77

Provision for retirement benefits 1,044 2,481

Provision for directors' retirement benefits 51 50

Other provision 229 325Acceptances and guarantees 100,630 139,115

Total liabilities 4,257,595 4,804,926

Net AssetsCapital stock 123,100 123,100Capital surplus 121,100 121,100

Legal capital surplus 121,100 121,100Retained earnings 9,396 5,503

Legal retained earnings 2,000 2,000Other retained earnings 7,396 3,503

　　　Retained earnings brought forw ard 7,396 3,503Total shareholders' equity 253,596 249,703

Valuation difference on AFS securities 2,753 2,612Total valuation and translation adjustments 2,753 2,612

Total net assets 256,350 252,315Total liabilities and net assets 4,513,946 5,057,241

Account Name

40

< Statement of Income >

(Millions of Yen)

68,305 66,302

Interest income 30,306 27,909

Interest on loans and bills discounted 4,391 7,423

Interest and dividends on securities 3,004 2,304

Interest on call loans 557 333

Interest on receivables under resale agreements 5,159 5,654

Interest on deposits with banks 16,392 11,490

Other interest income 801 702

Fees and commissions 21,522 20,968

Fees and commissions on fund transfer 6,062 5,448

Other fees and commissions 15,459 15,520

Trading income - 182

Gains on securities and derivatives related to trading transactions - 182

Other ordinary income 15,267 16,699

Gains on foreign exchange transactions 13,930 14,092

Gains on sales of bonds 351 725

Others 986 1,881

Other income 1,208 542

Reversal of allowance for loan losses 653 -

Recoveries of written-off claims 6 4

Gain on investments in money held in trust 0 -

Others 548 537

　 65,437 69,780

Interest expenses 3,517 4,588

Interest on deposits 3,481 4,552

Interest on negotiable certificates of deposit 14 0

Interest on call money 0 1

Interest on borrowings and rediscounts 0 0

Interest on interest swaps 1 -

Other interest expenses 19 33

Fees and commissions paid 2,291 2,598

Fees and commissions on fund transfer 744 771

Other fees and commissions 1,546 1,826

Trading Losses 434 299

Losses on securities and derivatives related to trading transactions 217 -

Losses on trading-related derivatives transactions 217 299

Other ordinary expenses 254 13

Losses on sales of bonds 254 2

Others - 11

General and administrative expenses 58,645 61,437

Other expenses 294 842

Provision of allowance for loan losses - 396

Others 294 445

2,867 (3,478)

- -

28 2,557

Losses on disposal of fixed assets 28 1,174

Others - 1,382

2,839 (6,036)

Income taxes - current 1,624 54

Income taxes - deferred (124) (1,636)

Total income taxes 1,499 (1,582)

1,339 (4,454)

Account NameFrom April 1, 2013

to March 31, 2014

From April 1, 2014

to March 31, 2015

Ordinary income

Income (loss) before income taxes

Net income (loss)

Ordinary expenses

Ordinary profit (loss)Extraordinary incomeExtraordinary loss

41

<Statement of Changes in Net Assets>

From April 1, 2013 to March 31, 2014

(Millions of Yen)

Other retained

earnings

Retained

earnings

brought forward

Balance at beginning

of the period123,100 121,100 121,100 2,000 12,457 14,457 258,657 4,170 (3) 4,166 262,823

Changes in amounts

during the period

Dividends of

retained earnings(6,400) (6,400) (6,400) (6,400)

Net income 1,339 1,339 1,339 1,339

Net changes in

amounts other

than

shareholders'

equity

(1,416) 3 (1,412) (1,412)

Total changes in

amounts during the

period

- - - - (5,060) (5,060) (5,060) (1,416) 3 (1,412) (6,472)

Balance at the end

of the current period123,100 121,100 121,100 2,000 7,396 9,396 253,596 2,753 - 2,753 256,350

Legal

retained

earnings

Shareholders' equity

Capital stock Total

shareholders'

equity

Valuation

difference on

AFS securities

Deferred gains

or losses on

hedges

Capital surplus Retained earnings

Valuation and translation adjustments

Total valuation

and translation

adjustments

Total net

assets

Legal capital

surplus

Total Capital

surplus

Total retained

earnings

From April 1, 2014 to March 31, 2015

(Millions of Yen)

Other retained

earnings

Retained

earnings brought

forward

Balance at beginning

of the period123,100 121,100 121,100 2,000 7,396 9,396 253,596 2,753 - 2,753 256,350

Cumulative effects

of changes in

accounting policies

560 560 560 560

Restated balance 123,100 121,100 121,100 2,000 7,957 9,957 254,157 2,753 - 2,753 256,911

Changes in amounts

during the period

Net loss (4,454) (4,454) (4,454) (4,454)

Net changes in

amounts other

than

shareholders'

equity

(141) (141) (141)

Total changes in

amounts during the

period

- - - - (4,454) (4,454) (4,454) (141) - (141) (4,595)

Balance at the end

of the current period123,100 121,100 121,100 2,000 3,503 5,503 249,703 2,612 - 2,612 252,315

Deferred gains

or losses on

hedges

Total valuation

and translation

adjustments

Legal capital

surplus

Total Capital

surplus

Shareholders' equity Valuation and translation adjustments Total net

assetsCapital stock Capital surplus Retained earnings Total

shareholders'

equity

Valuation

difference on

AFS securities

Legal

retained

earnings

Total retained

earnings

42

< Statement of Cash Flows >

(Millions of Yen)

Cash flows from operating activities

Income (loss) before income taxes 2,839 (6,036)

Depreciation 1,758 1,215

Increase (decrease) in allowance for loan losses (1,497) 361

Increase (decrease) in provision for bonuses (93) 11

Increase (decrease) in provision for retirement benefits (46) 1,437

Interest income (30,306) (27,909)

Interest expenses 3,517 4,588

Losses (gains) on sales of AFS securities (97) (723)

Losses (gains) on foreign exchanges (110) (33)

Losses (gains) on dispositions of fixed assets 28 1,174

Net decrease (increase) in trading assets (45,923) 145,331

Net increase (decrease) in trading liabilities (25,192) (11,289)

Net decrease (increase) in money held in trust 10 -

Net decrease (increase) in loans and bills discounted (25,628) (128,867)

Net increase (decrease) in deposits 94,519 288,843

Net increase (decrease) in negotiable certificates of deposit (29,000) (6,000)

Net decrease (increase) in due from banks (excluding cash equivalents) 627,970 (155,269)

Net decrease (increase) in call loans (68,165) 236,838

Net increase (decrease) in call money - 1,803

Net increase (decrease) in borrowed money 2 2

Net decrease (increase) in foreign exchanges - assets 6,437 (15,513)

Net increase (decrease) in foreign exchanges - liabilities 240,071 176,799

Interest received - cash basis 35,559 30,124

Interest paid - cash basis (3,521) (3,842)

Net increase (decrease) in reserve for others (107) 77

Net decrease (increase) in receivables under resale agreements (42,818) 262,831

Net decrease (increase) in monetary claims bought (899) (393)

Net decrease (increase) in other assets 87,701 (36,797)

Net increase (decrease) in other liabilities (147,643) 57,613

Others, net 1 (10)

Sub-total 679,365 816,367

Income taxes paid - cash basis (1,022) (1,855)

Income taxes refunded - cash basis 364 -

Net cash provided by (used in) operating activities 678,707 814,512

Cash flows from investing activities

Purchases of AFS securities (420,914) (102,755)

Proceeds from sales of AFS securities 199,177 348,826

Proceeds from redemption of AFS securities 290,696 36,299

Purchases of tangible fixed assets (253) (346)

Proceeds from sales of tangible fixed assets 1 -

Purchases of intangible fixed assets (530) (158)

Others, net - (39)

Net cash provided by (used in) investing activities 68,176 281,826

Cash flows from financing activities

Dividend paid (6,400) -

Net cash provided by (used in) financing activities (6,400) -

Effect of foreign exchange rate changes on cash and cash equivalents 110 33

Net increase (decrease) in cash and cash equivalents 740,595 1,096,371

Cash and cash equivalents at the beginning of the fiscal year 539,843 1,280,438

Cash and cash equivalents at the end of the fiscal year 1,280,438 2,376,810

Account NameFrom April 1, 2014

to March 31, 2015

From April 1, 2013

to March 31, 2014

43

Amounts less than one million yen have been omitted.

Accounting Policies 1. Standard for valuation of trading assets and trading liabilities / booking of income and losses for trading

purposes transaction

Transactions for trading purposes, such as seeking gains arising from short-term changes in interest rates, foreign

exchange rates, or securities prices and other market related indices or from variation among markets (hereinafter

referred to as “Trading Purposes”), are included in “Trading assets” or “Trading liabilities” on the balance sheet on a

trade date basis. Income and Expenses on trading-purpose transactions are recognized on a trading date basis,

and recorded as “Trading income” and “Trading losses”.

Securities and monetary claims purchased for trading purposes are stated at the fiscal year-end market value, and

financial derivatives such as swaps, futures and options are stated at amounts that would be settled if the

transactions were terminated at the fiscal year-end.

“Trading income” and “Trading losses” include interest received or paid during the fiscal year. The year-on-year

valuation differences of securities and money claims are also recorded in the above-mentioned accounts. As for the

derivatives, assuming that the settlement will be made in cash, the year-on-year valuation differences are also

recorded in the above-mentioned accounts.

2. Standard and method for valuation of AFS securitiesAFS securities that have market prices are carried at their balance sheet date market prices (cost of securities sold

is calculated using primarily the moving-average method). Net unrealized gains/losses on AFS securities, net of

income taxes, are included in “Net assets”.

3. Standard and method for valuation of derivative transactionDerivative transactions (excluding those for trading purposes) are carried at fair value.

4. Depreciation method for fixed assets (1) Tangible fixed assets

Tangible fixed assets are depreciated using the declining-balance method.

The estimated useful lives are as follows:

Buildings: 3 to 18 years

Others: 3 to 20 years

(2) Intangible fixed assets

Intangible fixed assets are depreciated using the straight-line method. Capitalized software for internal use is

depreciated over its estimated useful life (mainly 5 years).

5. Standard for the translation into Japanese yenAssets and liabilities denominated in foreign currencies are translated into Japanese yen at the exchange rate

prevailing at the balance sheet date.

6. Standard for Allowance(1) Allowance for loan losses

Allowance for loan losses is provided as detailed below in accordance with the internal standards for write-offs

and provisioning.

For claims on borrowers that have entered into bankruptcy, special liquidation proceedings or similar legal

proceedings (“bankrupt borrowers”) or borrowers that are not legally or formally insolvent but are regarded as

substantially in the same situation (“effectively bankrupt borrowers”), an allowance is provided based on the

amount of claims, after the write-off stated in the additional paragraph below, net of the expected amount of

recoveries from collateral and guarantees. For claims on borrowers that are not currently bankrupt but are

perceived to have a high risk of falling into bankruptcy, an allowance is provided in the amount deemed

necessary based on an overall solvency assessment of the claims, net of the expected amount of recoveries

from collateral and guarantees. For other claims, an allowance is provided based on the expected loan-loss

ratio assigned to each risk rating.

Responsible divisions for Self-Assessment and Front office mutually conduct assessment of all claims in

accordance with the internal rules for self-assessment of assets, and the Internal Audit Division, independently

audits their assessment. The allowance is provided based on the results of these assessments.

(2) Provision for bonuses

Provision for bonuses is reported in preparation for the payment of bonuses to the employees at the amount

estimated for the payment of bonuses to the employees during the fiscal year.

44

(3) Provision for directors’ bonuses

Provision for directors’ bonuses is reported in preparation for the payment of bonuses to the directors at the

amount estimated for the payment of bonuses to the directors during the fiscal year.

(4) Provision for retirement benefits

Provision for retirement benefits is reported in preparation for the payment of employee retirement allowance in

the amount deemed accrued at the period, based on the projected retirement benefit obligation and the fair

value of plan assets at the fiscal year-end. The basis for period recognition for the estimated retirement benefits

adopts the benefit formula prorates approach. The unrecognized prior service cost and actuarial differences are

recognized as profit and loss as follows;

Unrecognized prior service cost:

Amortized using the straight-line method for a period, primarily over 7 years, within the employees’

average remaining service period, commencing on the fiscal year in which the services are provided.

Actuarial differences:

Amortized using the straight-line method, primarily over 7 years, within the employees’ average

remaining service period, commencing from the next fiscal year of incurrence.

(5) Provision for directors’ retirement benefits

Provision for directors’ retirement benefits is reported in preparation for the payment of director retirement

allowance out of directors’ estimated allowance for the amount allocable to the period.

7. Method for hedge accountingThe exceptional method is applied to certain interest rate swaps that meet the criteria for the exceptional

treatments. No assessment is performed for hedge effectiveness of qualifying interest rate swaps accounted for by

the exceptional treatments, as it is ascertained that the criteria for the exceptional treatments are continually met.

8. Accounting for consumption taxesNational and Local Consumption Taxes are excluded from transaction amounts.

Changes in Accounting policies (Accounting Standard for Retirement Benefits)

CJL has adopted the body of Paragraph 35 of the “Accounting Standard for Retirement Benefits” (ASBJ Statement No. 26, May 17, 2012) and the body of Paragraph 67 of the “Application Guideline for Accounting Standard Related to Retirement Benefits” (ASBJ Guideline No. 25, May 17, 2012) from this fiscal year. The calculation method for retirement benefit obligation and service costs were changed, where the basis for period recognition for the estimated retirement benefits was changed from the total service prorate approach to the benefit formula prorate approach. In addition, the method for determining the discount rate was changed from a method based on the expected average years of the future benefit payment for the plan to a method based on the single weighted average discount rate that reflects the estimated period and amount of benefit payment in each period.

As for the application of the Accounting Standard for Retirement Benefits, etc., in accordance with Paragraph 37 of the same Standard that specifies transitional arrangements, the amount of financial impact resulting from the change in calculation method of retirement benefit obligations and service costs were added to or deducted from retained earnings at the beginning of this fiscal year.

As a result, the amount of Prepaid pension costs increased by 871 million yen and the amount of Retained earnings increased by 560 million yen at the beginning of fiscal year. The impacts on Ordinary loss and Loss before income taxes for this fiscal year are immaterial.

45

Notes to Balance Sheet

1. For securities held as collateral under “receivables under resale agreements” and “derivative transactions” which

can be sold or pledged without restrictions, 10,410 million yen were pledged and 492,994 million yen were held by

CJL as of March 31, 2015.

2. Bankrupt loans were 4 million yen and Past due loans/non-accrual loans were 1,902 million yen.

“Bankrupt loans” are loans on which accrued interest income is not recognized as there is substantial doubt aboutthe ultimate collectability of either principal or interest because they are past due for a considerable period of timeor for other reasons (excluding write-offs, hereinafter “non-accrual loans”), and as defined in Article 96-1-3 and 96-1-4 of the Enforcement Ordinance of the Japanese Corporate Tax Law.

“Past due loans/non-accrual loans” are loans on which accrued interest income is not recognized, excluding

“Bankrupt loans” and loans on which interest payments are deferred in order to support the borrowers’ recovery

from financial difficulties.

3. Past due loans (3 months or more) totaled 459 million yen.

“Past due loans (3 months or more)” are loans on which the principal or interest is past due for three months or

more, excluding “Bankrupt loans” and “Past due loans/non-accrual loans”.

4. Restructured loans totaled 175 million yen.

“Restructured loans” are loans on which terms and conditions have been amended in favor of the borrowers (e.g.

reduction of the original interest rate, deferral of interest payments, extension of principal repayments or debt

forgiveness) in order to support the borrowers’ recovery from financial difficulties, excluding “Bankrupt loans,” “Past

due loans/non-accrual loans” and “Past due loans (3 months or more)”.

5. The total amount of “Bankrupt loans”, “Past due loans/non-accrual loans”, “Past due loans (3 months or more)” and

“Restructured loans” were 2,542 million yen.

Claims shown from 2 to 5 are the amounts before the appropriate allowance.

6. Bills discounted are treated as financial transactions in accordance with JICPA Industry Audit Committee Report

No.24. CJL has rights to sell or pledge bank acceptance bought, commercial bills discounted, documentary bills and

foreign bills bought without restrictions. The total face value was 71,174 million yen.

7. AFS securities of 481,484 million yen and Trading assets of 3,348 million yen were pledged as collateral for

settlements of FX transactions. In addition, other assets include Cash collateral paid for financial instruments of

21,262 million yen, initial margins of futures markets 109 million yen and other guarantee deposits of 4,350 million

yen.

8. Overdraft facilities and commitment line contracts on loans are agreements to lend to customers up to a prescribed

amount, as long as there is no violation of any condition established in the contracts.

The amount of unused commitments was 392,000 million yen and the amount of those with remaining period within

one year was 311,377 million yen.

Since many of these commitments are expected to expire without being drawn upon, the total amount of unused

commitments does not necessarily represent actual future cash flow requirements. Many of these commitments

include clauses under which we can reject an application from customers or reduce the contract amounts in the

event that economic conditions change, we need to secure claims, or other events occur. In addition, we may

request the customers to pledge collateral such as premises and securities at the time of the contracts, and take

necessary measures such as monitoring customers’ financial positions, revising contracts when need arises and

securing claims after contracts are made on a periodic basis.

9. Accumulated depreciation on tangible fixed assets: 6,960 million yen.

10. Non-cancellable operating lease is as follows;

Future minimum rental payments;

Within one year 721 million yen

Over one year 333 million yen

11. Monetary assets to affiliates amounted to 850,444 million yen.

12. Monetary liabilities to affiliates amounted to 1,010,997 million yen.

46

13. Dividend is subject to the limitation of article 18 of the Banking law. Under the Banking law of Japan, 20% of the

retained earnings decreased by dividends shall be appropriated as a Legal retained earnings until the aggregate

amount of Legal capital surplus and Legal retained earnings equals the amount of Capital stock.

47

Notes to Statement of Income

1. Others shown in Extraordinary loss is mainly software related expenses derived from retail business divestiture.

2. Income from transactions with affiliates

Total income of funding transaction 9,658 million yen

Total income of fees and commissions 1,665 million yen

Total income of other ordinary transactions 14,264 million yen

Total income of other transactions 5,440 million yen

Expenses from transactions with affiliates

Total expenses of funding transaction 2,242 million yen

Total expenses of fees and commissions 292 million yen

Total expenses of other ordinary transactions 11 million yen

Total expenses of other transactions 5,870 million yen

3. Information with respect to related party transaction is as follows.

Settlement of

foreign exchange

489,084

(*2)

Due to

foreign banks

(their accounts)

441,958

Guarantees

&

fee

―

4

Fx

&

Derivative

91,649

(*3)

Other

liabilities91,649

Business

transaction

&

interest

348,086

(*2)

2,218

Deposit

Accrued

expenses

459,754

860

Business

transaction

&

interest

611,057

(*2)

9,404

Due from banks

Accrued

income

701,855

2,108

Funding /

Lending―

100%

(indirect)Banking

USD 751

Million

South

Dakota,

United

States of

America

Citibank, N.A.Parent

Amount

(million yen)

Name of

account

Balance at

Year end

(million yen)Directors Business

BusinessPercentage of

stocks owned

Content of relationsDescription of

transactionRelation Name Address Capital

Fx

&

Derivative

87,218

(*3)

Other

Assets87,218

Customers’

liabilities for

acceptances and

guarantees

Unearned

revenue

9,565

14

*1 Condition of transactions and its policy are decided as same as third party transactions.*2 Average balance for amount of transaction*3 Valuation difference based on year end market rate.

48

Notes to Statement of Changes in Net Assets

The types and number of our shares outstanding are as follows:

(Thousands of Shares)

Number of shares

at beginning of the

period

Number of shares

increased during

the period

Number of shares

decreased during

the period

Number of shares

at end of the

period

Memo

Common stock 244,200,000 －－ 244,200,000

Total 244,200,000 －－ 244,200,000

Notes to Statement of Cash flow

Cash and Cash Equivalents consist of cash and due from Bank of Japan included in Cash and Due from Banks on the

balance sheet.

As of March 31, 2015 (Millions of Yen)

Cash and Due from Banks 3,093,519

Due from Banks excluding Bank of Japan (716,708)

Cash and Cash Equivalents 2,376,810

49

Notes related to Financial Instruments

1．Disclosure on Financial Instruments

(1) Policy on Financial Instruments

CJL is engaged in banking operations such as taking deposits, extending credits such as loans, fund transfer

and cash clearing in the Yen and foreign currencies and investment of funds in such assets as marketable

securities. For the Banking Book Portfolio arising across these business activities, CJL conducts Asset and

Liability Management (“ALM”), that is comprehensive management of its assets and liabilities, with the objective

of management of liquidity risk arising from mismatch of the duration of assets and liabilities, reduction of funding

cost and enhancement of efficiency in the investment activities. As part of this effort, CJL enters into certain

derivative transactions. In its management of the Banking Book Portfolio, CJL’s principal source of funding is

deposits from its retail and institutional customers. The funds acquired from these sources are invested primarily

in securities (mainly in Japanese government bonds), loans to customers and deposits to Citibank, N.A. entities.

(2) Types of and Risks associated with Financial Instruments

Financial assets CJL holds are principally loans to institutional and retail customers in Japan and overseas,

marketable securities and placements to the bank subsidiaries of Citigroup Inc. to which CJL belongs. Of these

financial assets, loans exposes CJL to credit risk as well as risks arising from material adverse changes in

economic, political, and social environments.

Marketable securities are mainly in Japanese government bonds with low credit risk. These are exposed to

interest rate risk and market price risk.

As to funding, CJL’s funding sources are stable, consisting of deposits from retail and institutional customers,

and group companies. These funding activities associate liquidity risk in which CJL may not be able to repay

timely on maturities and interest rate risk.

Derivative contracts include interest rate swaps, currency swaps, and forward FX for ALM purposes.

In addition, we have trading bonds as well as trading positions that include interest rate related derivatives and

currency related derivatives. These financial products expose CJL to such risks as interest rate risk, foreign

exchange rate risk, price risk and credit risk.

(3) Risk Management System relating to Financial Instruments

① Credit Risk Management

CJL establishes consistent risk management framework and controls credit risks related to loans etc. by credit

analysis conducted on transaction basis, controlling credit line, credit information, internal obligor risk rating,

pledge of guarantee and collateral and managing classified or delinquent accounts, in accordance with Credit

Risk Management Policy and related standards and procedures.

Credit risk management is undertaken by Risk Management Division and the status is reported periodically to

Credit Risk Management Committee (“CRMC”, as a sub-committee of the Management Committee) and

Board of Directors’ meeting (“BOD”). In addition, the status of the credit management is reviewed by internal

auditors periodically.

Issuer credit risk and credit risk of derivatives counterparties are managed through Credit Risk Management

Services Unit and Portfolio Management Unit in Risk Management Division obtaining credit information and

marked-to market exposures periodically

② Market Risk Management

(A) Risk Management of Banking Book

CJL manages interest-rate risks on banking book through ALM. The risk management methods and

procedures are clearly described in the "Market Risk Management for Accrual Portfolios Policy and

Standards". CJL monitors and reviews its activity implementation status, also discusses action plans in the

monthly Asset Liability Committee (“ALCO”) meeting as per the ALCO Regulation which has been

approved by the Management Committee.

On a day to day basis, Market Risk Management Unit captures consolidated profiles of interest rates and

durations of the financial assets and liabilities, performs risk monitoring process using the gap analysis and

interest rate factor sensitivity analysis, and reports the results to the ALCO meeting on a monthly basis. For

the purpose of hedging interest rate risks, CJL transacts some derivative trades such as interest rate swaps.

50

(B) Risk Management of Trading Book

CJL mainly manages interest-rate risks and foreign exchange price risks on trading book following the

Market Risk Management Policy and ALCO Regulation approved by Management Committee. CJL's

market risk amount is measured by Value-at-Risk (“VaR”) method and its regulated compliance status is

monitored and reported to ALCO meeting on a monthly basis.

(C) Quantitative information on Market Risks

a) Trading purpose financial instruments

CJL adopted the Monte Carlo Method that simulates variance and covariance estimated from the historical

times series data for VaR calculation (holding period of one day, with the confidence level of 99%) for

trading purpose securities and trading purpose derivative products.

CJL market risk amount for trading activities (probable loss amount) as of March 31, 2015 was 64 million

yen.

CJL also conducts VaR back testing which is a comparative analysis of the VaR result calculated by the

validated model against the actual profit and loss (P&L). As per the VaR back testing result for the period of

April 2014 through March 2015, no exception was observed. However, VaR still may not pick up all

probability of event under unpredictable market conditions so long as it is based on the certain probability

calculated by statistical method using historical market movement.

b) Non-trading purpose financial instruments

In CJL, the main financial instruments which to be influenced by interest rates as one of the key risk

variables are, “Placements”, "Loans and bills discounted", "AFS securities", "Deposits", “Negotiable

certificate of deposits”, "Borrowings" and "Reverse Repo". On the financial Assets and Liabilities, CJL

calculates the effect amounts on profits and losses in the next one year when simulating reasonably

expected moving range in the quantitative analysis for the purpose of managing interest rate risks. With

respect to the revenue effect amount calculation, CJL splits respective financial asset and liability balances

into groups of fixed or floating rate groups by tenor buckets responding to holding maturities and applies the

interest rate moves by tenors. CJL has exercised results that the net income before taxes would increase

by 1,941 million yen on the scenario that interest rate to increase by 100 basis points (1%) for total portfolio,

by 3,726 million yen on the scenario that benchmark JPY interest rate to increase by 100 basis points (1%)

as of March 31, 2015. On the same basis, CJL's net income before taxes would decrease by 1,938 million

yen on the scenario that benchmark USD interest rate to increase by 100 basis points (1%). These results

are based on the stable risk variables excluding interest rates, and no correlation between interest rates

and other risk variables are considered in the calculation. In case of any unexpected moves over the 100

basis points (1%) moving range, there can be larger effect than the reported effect amounts on P&L.

③ Management of Liquidity Risk associated with Funding Activities

Liquidity risk management has been regulated by related policies and procedures. ALCO, which is subject to

supervision of the Management Committee, has been constituted to ensure that CJL maintains adequate

liquidity, has sufficient capital to meet regulatory and business needs, has appropriate funding for business

growth. ALCO's monitoring and reviewing of capital, liquidity, balance sheet and the banking account

management is an integral part of the overall risk management framework of CJL.

(4) Supplement Explanation for Fair Value of Financial Instruments

Fair value of financial instruments includes market prices as well as reasonably calculated prices in cases where

there are no market prices available. Since the calculations of such prices are implemented under certain

conditions and assumptions, the result of calculations may vary if different assumptions are used.

51

2．Fair Value of Financial Instruments

Fair value and balance sheet amount of financial instruments as of March 31, 2015 are shown below.

(Millions of Yen)

Balance sheet

amountFair value Difference

(1) Cash and due from banks 3,093,519 3,097,614 4,095

(2) Call loans 3,365 3,365 -

(3) Receivables under resale agreements 468,825 467,718 (1,106)

(4) Monetary claims bought　(*1) 4,666 4,666 -

(5) Trading assets

Trading securities 21,377 21,377 -

(6) Securities　(*1)

Other securities 500,962 500,962 -

(7) Loans and bills discounted 485,111

　　Allowance for loan losses　(*1) (1,941)

483,169 493,391 10,222

(8) Foreign exchange　(*1) 127,029 127,029 -

Total Assets 4,702,914 4,716,125 13,210

(1) Deposits 3,924,867 3,925,946 1,078

(2) Call money 1,803 1,803 -

(3) Foreign exchange 523,010 523,010 -

Total Liabilities 4,449,682 4,450,760 1,078

Derivative transactions　(*2)

Trading (6,682) (6,682) -

Total derivative transactions (6,682) (6,682) -

Others Contract amount Fair value

Overdraft facilities and commitment line（*3） 392,000 1,428

(*1) General allowance for loan losses and specific allowance for loan losses provided to “Loans and bills discounted”

are separately shown in the above table. Allowance for loan losses provided to “Monetary claims bought”,

“Securities” and “Foreign exchange” are directly deducted from the book value due to immateriality.

(*2) Derivatives included in “Trading assets”, “Trading liabilities”, “Other assets” and “Other liabilities” are shown

together. Negative amount indicates in case of liabilities exceeding the assets. (*3) Contract amount of Overdraft facilities and commitment line are unused amount.

(Notes) Valuation method of financial instruments

(Assets)

(1) Cash and due from banks

For due from banks without maturity, the carrying amount is presented as the fair value, as the fair value

approximates such carrying amount. For due from banks with maturity, fair value is determined as present value

of total future cash flows, discounted by interest rate that would be applied to new acceptances. Total future cash

flows are contractual payment of principal and interest. For due from banks with short remaining period (within 1

year), the carrying amount is presented as the fair value, as the fair value approximates such carrying amount.

(2) Call loans

For Call loans, the carrying amount is presented as the fair value, as the fair value approximates such carrying

amount because they have short remaining period (within 1 year).

(3) Receivables under resale agreements

For Receivables under resale agreements with remaining period exceeding 1 year, fair value is determined as

present future cash flows, discounted by interest rate that would be applied to new acceptance. Total future cash

flows are contractual payment of principal and interest.

For Receivables under resale agreements with short remaining period (within 1 year), the carrying amount is

presented as the fair value, as the fair value approximates such carrying amount.

52

(4) Monetary claims bought

For monetary claims bought, the carrying amount is presented as the fair value, as the fair value approximates

such carrying amount because they have short remaining period (within 1 year).

(5) Trading assets

For securities such as bonds that are held for trading, the fair value is calculated based on their market prices.

(6) Securities

For securities such as bonds that are available for sale, the fair value is calculated based on their market prices.

(7) Loans and bills discounted

For loans without maturity, the carrying amount is presented as the fair value, as the fair value approximates

such carrying amount because of their estimated maturity length and the interest rate conditions. For loans with

short remaining period (within 1 year), the carrying amount is presented as the fair value, as the fair value

approximates such carrying amount.

For loan with remaining period exceeding 1 year, fair value is determined as present value of total future cash

flows, discounted by interest rate that would be applied to newly accepted loans. Total future cash flows are

contractual payment of principal and interest.

As for the loans to bankrupt, de facto bankrupt, and potentially bankrupt borrowers, credit loss is estimated

based on factors such as the present value of expected future cash flow or the expected amount to be collected

from collaterals and guarantees. Since the fair value of these items approximates the carrying amount net of the

currently expected credit loss amount, such carrying amount is presented as the fair value.

(8) Foreign exchange

Foreign exchanges consist of foreign currency deposits with other banks (due from other foreign banks), short-

term loans involving foreign currencies (due from other foreign banks), export bills etc. (purchased foreign bills),

and loans on notes using import bills (foreign bills receivables). For these items, the carrying amount is

presented as the fair value, as the fair value approximates such carrying amount because most of these items

are deposits without maturity or have short contract term (within 1 year).

(Liabilities)

(1) Deposits

For demand deposits, the amount payable on demand as of balance sheet date is considered to be the fair value.

Time deposits are grouped by certain maturity lengths. The fair value of such deposits is the present value

discounted by expected future cash flow. The discount rate is the risk free rates adjusted with funding spread of

CJL as of balance sheet date. For deposits with short remaining period (within 6 months), the carrying amount is

presented as the fair value as the fair value approximates such carrying amount.

(2) Call money

For Call money, the carrying amount is presented as the fair value, as the fair value approximates such carrying

amount because they have short remaining period (within 1 year).

(3) Foreign exchange

Among foreign exchange contracts, foreign currency deposits accepted from other banks and non-resident yen

deposits are deposits without maturity. Furthermore, foreign currency short-term borrowing have no maturity.

Thus, for the foreign exchanges, the carrying amount is presented as the fair value as the fair value

approximates such carrying amount.

53

(Derivative transactions)

Derivatives include interest rate related instruments (interest rate futures, interest rate options, interest rate swaps,

etc.), currency related instruments (forward foreign exchange, currency options, currency swaps, etc.) and bond

related instruments (bond futures, bonds future options, etc.). Fair value of these derivatives are based on market

prices at exchanges, discounted present values, or amount calculated under the option pricing model. Derivative

for hedge accounting is interest rate swap with exceptional treatment and the fair value of this hedging swap is

included in the hedged loan.

(Others)

For overdraft facilities and commitment line, fair value is the present value discounted by the difference between

the expected future cash flow calculated by contractual rate and fee rate that would be applied to newly

acceptance at the balance sheet date for the contract with remaining period exceeding 1 year.

54

Notes related to Deferred tax accounting 1. The main causes for the deferred tax assets and deferred tax liabilities are as follows:

Deferred tax assets (Millions of Yen)

Loss carry forward 1,033

Provision for retirement benefits 807

Allowance for loan losses 758

Accrued expense 573

Fixed Assets 459

Unearned Commission 251

Asset Retirement Obligations 204

Other 584

Deferred tax assets total 4,672

Deferred tax liabilities

Valuation difference on AFS securities 1,218

Other 18

Deferred tax liabilities total 1,237

Net deferred tax assets 3,435

2. A reconciliation of the actual ratio of income taxes reflected in income statement to the effective statutory tax rate

Omitted as loss before income taxes was recorded.

3. According to the promulgation of the “Law for Partial Amendment of the Income Tax Law, etc.” (Law No. 9, 2015)

and the “Law for Partial Amendment of the Local Tax Law, etc.” (Law No. 2, 2015) on March 31, 2015, the corporate

income tax rate will be lowered from the fiscal years beginning on and after April 1, 2015. In conjunction with this

change, the effective statutory tax rate used to measure deferred tax assets and deferred tax liabilities have

changed for the timing differences expected to be resolved on the fiscal year beginning on April 1, 2015, and for the

timing differences expected to be resolved on and after the fiscal years beginning on April 1, 2016, from the former

35.64% to 33.10% and 32.34%, respectively. As a result of this change, the amount of deferred tax assets has

decreased by 256 million yen and the amount of valuation difference on AFS securities has increased by 126 million

yen and the amount of income taxes-deferred has increased by 382 million yen.

Indicators by Share 1. Net assets per share: 1.03 yen

2. Net income per share: 0.01 yen

55

Major subsequent events

Major subsequent events, etc. concerning the business divestiture

Outline of the business divestiture

(1) Name of the company to which the business was divested

SMBC Trust Bank Ltd., a 100% subsidiary of Sumitomo Mitsui Banking Corporation

(2) Businesses to be divested

CJL's retail banking business

(3) Main reason for the divestiture

Citigroup Inc. (“Citigroup”), the parent company which is the 100% indirect owner of CJL, announced strategic

actions to transform its Global Consumer Banking ("GCB") business by streamlining the GCB's footprint to 24

markets on October 14, 2014. As a result, Citigroup intends to exit from its consumer businesses in 11

markets including Japan. The sale of CJL's retail banking business represents another step in this strategy.

(4) Date of business divestiture

November 1, 2015 (Scheduled)

(5) Other information of the divestiture including its legal form

The business divestiture will be conducted subject to the approvals of the relevant authorities, etc. under

applicable laws and regulations. The divestiture will be effected in a transaction that involves an absorption-

type corporate demerger of the business.

56

3. Market Value Information

<Securities> Matters concerning securities market value, valuation difference, etc. are as follows. As well as “Securities“ in balance sheet and “Securities related to trading transactions” under “Trading assets” are included.

(1) Securities classified as trading purpose

(Millions of Yen)

Balance sheet

amounts

Valuations gains (losses)

included in P/L during the

Previous Period

Balance sheet

amounts

Valuations gains (losses)

included in P/L during the

Current Period

Securities classified as

trading purposes155,602 104 21,377 56

As of Mar. 31, 2014 As of Mar. 31, 2015

(2) Other securities (Millions of Yen)

TypeBalance sheet

amounts

Acquisition

cost

Valuations

gains/(losses)

Balance sheet

amounts

Acquisition

cost

Valuations

gains/(losses)

Bonds 670,572 666,560 4,012 495,264 491,599 3,664

Japanese

Government Bonds655,550 652,435 3,115 481,484 478,774 2,710

Corporate Bonds 15,022 14,125 896 13,779 12,825 954

Others 5,804 5,500 304 5,698 5,500 198

Sub total 676,377 672,060 4,316 500,962 497,099 3,863

Bonds 108,896 108,933 (37) - - -

Japanese

Government Bonds108,896 108,933 (37) - - -

Sub total 108,896 108,933 (37) - - -

785,273 780,994 4,278 500,962 497,009 3,863

As of Mar. 31, 2015

Total

As of Mar. 31, 2014

Balance sheet

amounts

exceeding

acquisition cost

Balance sheet

amounts

equal or

less than

acquisition cost

(Note) The figures are based on market value.

(3) Other securities sold during the fiscal year

(Millions of Yen)

Sold amount Gains on sales Losses on sales Sold amount Gains on sales Losses on sales

Bonds 199,177 351 254 348,826 725 2

　　Japanese

　　Government Bonds199,177 351 254 348,826 725 2

Total 199,177 351 254 348,826 725 2

March 2014 Year end

(Apr 1, 2013 - Mar 31, 2014)

March 2015 Year end

(Apr 1, 2014 - Mar 31, 2015)

57

<Derivatives Market Value Information>

(1) Interest rate-related transactions (Millions of Yen)

Category TypeContract

amount

Over 1 year

in contract

amount

Market

value

Revaluation

gains/losses

Contract

amount

Over 1 year

in contract

amount

Market

value

Revaluation

gains/losses

Exchange-

tradedFutures 205,955 - (2) (2) 120,211 - (37) (37)

　Sell 102,977 - (9) (9) 120,211 - (37) (37)

　Buy 102,977 - 6 6 - - - -

Future Options - - - - - - - -

　Sell - - - - - - - -

　Buy - - - - - - - -

Over-the -

counterForward rate agreements - - - - - - - -

　Sell - - - - - - - -

　Buy - - - - - - - -

Interest rate swaps 535,619 535,619 (300) (300) 405,192 405,192 (65) (65)

　Receive fixed

/ pay floating swaps167,544 167,544 9,238 9,238 137,606 137,606 8,093 8,093

　Receive floating

/ pay fixed swaps367,601 367,601 (9,539) (9,539) 267,586 267,586 (8,158) (8,158)

　Receive floating

/ pay floating swaps473 473 - - - - - -

　Receive fixed

/pay fixed swaps- - - - - - - -

Interest rate options - - - - - - - -

　Sell - - - - - - - -

　Buy - - - - - - - -

Total - - (303) (303) - - (102) (102)

As of Mar. 31, 2014 As of Mar. 31, 2015

(Notes) 1. These transactions were marked to market, and revaluation gains and losses are reported on the statement of income. In

accordance with “Treatment for Accounting and Auditing of Application of Accounting Standard for Financial Instruments inBanking Industry” (JICPA Industry Audit Committee Report No. 24), derivatives transactions to which the hedge accountingmethod is applied are excluded.

2. Calculation of market valueMarket value is calculated based on closing/final price of the Tokyo International Financial Futures Exchange (TIFFE) etc. for exchange-traded transactions, and on discounted cash flow method or option price calculation models for over-the-counter

(OTC) transactions.

58

(2) Currency-related transactions (Millions of Yen)

CategoryContract

amount

Over 1 year

in contract

amount

Market

value

Revaluation

gains/losses

Contract

amount

Over 1 year

in contract

amount

Market

value

Revaluation

gains/losses

Futures - - - - - - - -

　 Sell - - - - - - - -

　 Buy - - - - - - - -

Currency Swaps 379,977 359,939 (0) (0) 215,127 196,753 0 0

Forward contracts 14,889,180 399,424 958 958 17,105,124 362,322 (6,622) (6,622)

　 Sell 8,868,197 226,518 (68,167) (68,167) 9,945,759 203,358 (14,094) (14,094)

　 Buy 6,020,983 172,905 69,126 69,126 7,159,365 158,964 7,471 7,471

Currency options 629,918 216,635 (0) 32 685,434 273,318 5 33

　 Sell 314,959 108,317 (6,947) 545 342,717 136,659 (10,069) (6,472)

　 Buy 314,959 108,317 6,947 (513) 342,717 136,659 10,074 6,505

Total - - 958 991 - - (6,617) (6,589)

Over-the -

counter

As of Mar. 31, 2014 As of Mar. 31, 2015

Type

Exchange-

traded


accordance with “Treatment for Accounting and Auditing of Application of Accounting Standard for Financial Instruments in

Banking Industry” (JICPA Industry Audit Committee Report No. 24), derivatives transactions to which the hedge accountingmethod is applied are excluded.

2. Calculation of market value

Market value is calculated based on discounted cash flow method or option price calculation models for over-the-counter (OTC)transactions.

(3) Stock-related transactions

None

59

(4) Bond-related transactions

(Millions of Yen)

CategoryContract

amount

Over 1

year

in contract

amount

Market

value

Revaluation

gains/losses

Contract

amount

Over 1

year

in contract

amount

Market

value

Revaluation

gains/losses

Exchange-

tradedBond futures 10,951 - (1) (1) 3,606 - (18) (18)

　Sell 10,951 - (1) (1) 3,606 - (18) (18)

　Buy - - - - - - - -

Bond future options - - - - - - - -

　Sell - - - - - - - -

　Buy - - - - - - - -

Over-the -

counterBond OTC options - - - - - - - -

　Sell - - - - - - - -

　Buy - - - - - - - -

Total - - (1) (1) - - (18) (18)

As of Mar. 31, 2014 As of Mar. 31, 2015

Type


accordance with “Treatment for Accounting and Auditing of Application of Accounting Standard for Financial Instruments in

Banking Industry” (JICPA Industry Audit Committee Report No. 24), derivatives transactions to which the hedge accounting method is applied are excluded.

2. Calculation of market value

Market value is calculated based on closing/final price of the Tokyo Stock Exchange (TSE) etc. for exchange-traded transactions.

(5) Commodity-related transactions

None

(6) Credit derivatives transactions

None

60

4. Major Shareholders

<Major Shareholders> (As of March 31, 2015)

Name of shareholder Numbers of shares Shareholding ratio

Citibank Overseas Investment Corporation 244,200,000 thousand shares 100%

Total 244,200,000 thousand shares 100%

61

5. Disclosure Items Based on Pillar 3 of Basel lll

This section describes the information consistent with FSA Notification Number 7 based on Article 19.2.1.5d of the Bank Law Enforcement Rule (Refer to Ministry of Finance Ordinance Number 10).

With regard to the calculation of the capital adequacy ratio, KPMG AZSA LLC conducted certain procedures as an independent audit firm in accordance with “Treatment in implementing examination by agreed-upon procedures for calculating capital adequacy ratio”(Industry Committee Practical Guideline No. 30 of the Japanese Institute of Certified Public Accountants).

The certain procedures performed on our internal control framework for calculating the capital ratio are based on procedures agreed upon by CJL and the external auditor. This agreed-upon procedures engagement does not constitute an audit engagement for the audit of the financial statements and are not a validation of appropriateness of the capital ratio itself or opinion on the internal controls related to the capital ratio calculation.

COMPOSITION OF CAPITAL DISCLOSURE

As of March 31, 2015 Basel lll （Millions of Yen)

249,703 253,596

244,200 244,200

5,503 9,396

- -

- -

- -

- -

1,245 1,014

1,245 1,014

- -

- -

- -

- -

- -

250,948 254,611

573 - 2,074 -

- - - -

573 - 2,074 -

1,028 - - -

- - - -

- - - -

- - - -

- - 256 -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

as of Mar.31,

2014

Amounts excluded

under transitional

arrangements

of w hich: mortgage servicing rights

Directly issued qualifying common share or mandatory convertible preference share plus related capital

surplus and retained earnings

Shortfall of eligible provisions to expected losses

Core Capital Adjustments （２）

Amount exceeding the 10% threshold on specif ied items

of w hich : other intangibles other than goodw ill and mortgage servicing rights

(net of related tax liability)

of w hich : goodw ill (net of related tax liability)

Amount of Core Capital Basic Components　　　　　　　　　　　　　　　　　　　　　　　　(A)

Deferred tax assets that rely on future profitability excluding those arising from temporary differences (net

of related tax liability)

of w hich : treasury stock (-)

of w hich : national specif ic regulatory adjustments (earnings to be distributed) (-)

of w hich : other than above

Total of general allow ance for loan losses and eligible provisions included in Core Capital Basic Components

Core Capital Basic Components （１）

Qualifying non-cumulative perpetual preferred stock subject to transitional arrangements included in Core

Capital Basic Components

Eligible capital instruments subject to transitional arrangements included in Core Capital Basic Components

Subscription rights to common shares or mandatory convertible preference shares

of w hich: eligible provisions

of w hich: general allow ance for loan losses

of w hich : capital and capital surplus

of w hich : retained earnings

45% equivalent of the difference betw een the revaluated amount of the land and the book value immediately

prior to revaluation included in Core Capital Basic Components

Capital instruments issued by public agency under capital enhancement action included in Core Capital

Basic Components

Investments in ow n shares (excluding those reported in the Net assets section)

Reciprocal cross-holdings in common equity

Total intangible assets

(net of related tax liability, excluding those relating to mortgage servicing rights)

Securitization gain on sale

Gains and losses due to changes in ow n credit risk on fair valued liabilities

Defined-benefit pension fund net assets (prepaid pension costs)

of w hich: deferred tax assets arising from temporary differences (net of related tax liability)

Itemas of Mar.31,

2015

Amounts excluded

under transitional

arrangements

Investments in the capital of banking, f inancial and insurance entities that are outside the scope of

regulatory consolidation, net of eligible short positions, w here the bank does not ow n more than 10% of the

issued share capital (amount above 10% threshold)

of w hich: signif icant investments in the common stock of f inancials

62

（Millions of Yen)

- - - -

- - - -

- - - -

- - - -

1,602 2,331

249,345 252,280

699,381 819,725

of w hich: Total of items in risk w eighted assets subject to transitional arrangements - -

of w hich: intangible assets (net of related tax liability, excluding those relating to mortgage

servicing rights) - -

of w hich: deferred tax assets that rely on future profitability excluding those arising from

temporary differences ( net of related tax liability) - -

of w hich: defined-benefit pension fund net assets (prepaid pension costs) - -

of w hich: investments in the capital banking, f inancial and insurance entities - -

none of the above - -

11,430 43,001

113,041 117,867

- -

- -

823,854 980,594

30.26% 25.72%

Itemas of Mar.31,

2015

Amounts excluded

under transitional

arrangements

as of Mar.31,

2014

Amounts excluded

under transitional

arrangements

Total amount of Risk w eighted assets　　　　　　　　　　　　　　　　　　　　　　　　　　　　（D）

Capital Adequacy Ratio

Total Capital Adequacy Ratio　（（C） / （D））

Risk w eighted assets　（３）

Credit risk w eighted assets

Total amount of Market Risk equivalent divided by 8%

Total amount of Operational Risk equivalent divided by 8%

Credit risk w eighted assets adjustments

Operational risk w eighted assets adjustments

of w hich: signif icant investments in the common stock of f inancials

of w hich: mortgage servicing rights

of w hich: deferred tax assets arising from temporary differences (net of related tax liability)

Amount of Core Capital Adjustments 　　　　　　　　　　　　　　　　　　　　　　　　　　　 (B)

Capital

Capital amount 　（（A）－（B））　　　　　　　　　　　　　　　　　　　　　　　　　　　　　　　　 (C)

Amount exceeding the 15% threshold on specif ied items

63

QUALITATIVE DISCLOSURE

(1) Types of Capital Instruments

CJL’s capital is solely funded through issuance of common stocks.

(2) Capital Adequacy Assessment Process

Regulatory capital and risk assets are reported to Management on a monthly basis for verification of the appropriateness of CJL’s capital adequacy. We believe the current level of CJL’s capital adequacy to be sufficiently high. We aim to maintain our regulatory capital ratio above 10.5%, in accordance with the capital plan approved by the Board of Directors (“BOD”).

(3) Credit Risk Management Policies and Procedures

1. Overview of risk management policies and procedure

CJL manages its credit risk in accordance with the established “Credit Risk Management Policies.” We manage credit risk based on credit risk analysis of each customer and also manage credit risk on a portfolio basis, monitoring concentration of credit to certain industries, ratings, clients or industrial groups and delinquency trend of a portfolio. Such a portfolio view of our credit exposures is reviewed and discussed at the Credit Risk

Management Committee (“CRMC”) on a monthly basis, and reported to the MC and BOD. CJL may sell loans

(risk participation) when there is a client’s needs in excess of the “Limit of Granting of Credit, etc to One Person” provided in the Article 13 of the Banking Act take, sell loans once CJL provided as is the case with loan syndication, or sell loans or obtain bank guarantee in order to reduce the amount of risk capital, however, CJL is not involved in any of measures such as exchange of portfolio or securitization of its own assets at present. For details, please refer to Quantitative Disclosure (1) for Capital Adequacy and (2) for Credit Risk Exposure as of the fiscal year-end.

CJL applies the Standardized Approach for the Basel III calculation of credit risk assets.

(Corporate Banking Division)

On all the customers to whom credit is extended, CJL assigns Obligor Risk Ratings (“ORR”). On all the credit facilities established, a Facility Risk Rating (“FRR”) is assigned based on the types or nature of a transaction. An FRR can differ from the ORR of the customer in case there is a credit enhancement on that credit facility, etc.

The assignment of ORR and establishment of credit facilities are done at the time of initiating a credit relationship. After the credit relationship is initiated, ORR and credit facilities are reviewed at least once a year. For approval of credit facilities (“Credit Approval”), the Credit Policy requires sign off by at least two Credit Officers (“CO”s) or Senior Credit Officers (“SCO”s).

COs and SCOs are Bank officers who are given the authority to approve credit. SCOs are appointed by the CRMC and COs are appointed by an SCO. The appointment to CO/SCO is based on Risk Management Department’s assessment on working experience in credit-related job functions, experience in credit risk training, credit judgment skills, knowledge, and aptitude.

The amount of credit an SCO can approve depends on the authorized “Approval Level”. CRMC determines the Approval Level based on each officer’s experience and past record.

The Level required for Credit Approval is determined by the matrix of the risk rating assigned to the customer and the amount of credit facilities proposed. The lower (worse) the risk rating and the larger the proposed credit facilities amount, the higher the required Approval Level.

Of the minimum two credit officers required for Credit Approval, at least one must be a Business Sponsoring Officer of the client, who is the account officer for the customer, and the other must be a Risk Management CO/SCO who is independent from business divisions. This requirement is aimed to establish and maintain check and balance mechanism within CJL.

(Retail Banking Division)

In the Retail Banking Division, the credit approval authority is determined on a product-by-product basis. Credit extension must be approved by COs/SCOs. At least one of the credit officers approving the credit must hold the Approval Level for the amount of the proposed credit. Credit approval authority is not granted to officers belonging to Sales, Marketing, Management Control or bank branches.

64

COs and SCOs are Bank officers who are given the authority to approve credit. SCOs are appointed by the CRMC and COs are appointed by a SCO. The appointment to CO/SCO is based on the Retail Banking Credit Risk Management’s assessment on working experience in credit-related job functions, experience in credit risk training, credit judgment skills, knowledge, and aptitude.

The Approval Level that is required for Credit Approval is determined by the loan amount and the deviation of a transaction from the prescript credit criteria. The higher the loan amount and the larger the deviation, the higher the required Approval Level.

As a part of portfolio level risk management, risk profile of applications and loan disbursements, credit performance are being monitored.

Standard for Allowance for loan losses is described in (1) Allowance for loan losses, Article 6. Standard Allowance, under Accounting Policies of Section 2. Financial Statements, Financial Information for the fiscal year ended March 31, 2015.

2. The following items on portfolios are subject to the standardized approach

A. Name of the eligible credit rating agency, etc. used to calculate the risk weights

Standard & Poor’s Ratings Services (“S&P”), Moody’s Investors Service, Inc. (“Moody’s”) and Organization for Economic Co-operation and Development (“OECD”)

B. Relationship between the type of exposure and eligible credit rating agency, etc., used by type of exposure.

The eligible External Credit Assessment Institutions (“ECAI”) etc., we use by the type of credit exposure are as shown below.

i. OECD - Country Risk Score- Exposures to the central government and central bank- Exposures to the Government of Japan and the Bank of Japan- Exposures to financial institution and regulatory security firm that apply to the standards of capital ratioprovided by Basel Committee on Banking Supervision or similar standards to this.

ii. External Rating of S&P and Moody’s- Exposures to corporates- Exposures to financial institutions and regulatory security firm that don't apply to the standards ofcapital ratio provided by Basel Committee on Banking Supervision or similar standards to this.

(4) Credit Risk Mitigation Policies and Procedures

1. Overall Credit Risk Mitigation

CJL applies a comprehensive Credit Risk Mitigation approach based on the Standardized Approach for the Basel III calculation of credit risk assets. Its credit risk assets and regulatory capital ratio are calculated based on the risk weights and the net exposures, reflected the revaluation of exposures and the devaluation of collaterals. These evaluations are utilized by the haircut value reflecting its volatility risks.

2. Overall Credit Risk Mitigation Control Process

CJL reviews credit facilities at least once a year, and collaterals and ability to perform guarantees are also evaluated periodically for securing its portfolio. Types of collaterals and guarantees are shown in 3. Risk Mitigation Techniques below. At present, CJL does not use credit derivatives in its calculation of its risk assets and regulatory capital ratio. CJL takes into account bilateral netting agreements as risk mitigation measures for derivatives and repo transactions, if they are effective in light of the regulation, etc. of the jurisdiction where the counterparty of the transaction is domiciled.

3. Risk Mitigation Techniques

A. Eligible financial assets as collaterals

The following assets that satisfy all the conditions stipulated by the FSA Notice No.19 of 2006 Article 89 and 90 are used as eligible collateral to reduce risk assets.

Cash, deposits with CJL, gold, debt securities and equity securities.

65

B. Guarantees

The guarantee provided by the government, the central bank, government agencies which meet all the conditions stipulated by the FSA Notice No.19 of 2006 Article 118, 119, and 122 must be met.

C. On-balance netting

Exposures that are used to calculate capital ratio shall be netted with deposits if whose exposures meet all the conditions stipulated by the FSA Notice No.19 of 2006 Article 117.

(5) Policies and Procedures for Counterparties of Derivative Products and Transactions with a Long-Horizon Settlement Period

1. Credit risks of counterparties

Credit risk of a counterparty of derivative transactions, etc. is defined as the sum of current replacement costs based on mark-to-market and a simulated amount of potential increase due to the future fluctuation of market value until settlement date.

2. Management of credit facilities

Counterparty credit facilities for derivative transactions, etc. are managed as part of total credit facilities, together with all credit facilities on-balance sheet transactions.

3. Protection by collateral and policy for loss reserve

CJL has ISDA Credit Support Annex (“CSA”) concluded with a number of financial institutions. CJL carries Derivative Transactions at fair value, for which CJL does not establish loss reserve. CJL does not have Transactions with a Long-Horizon Settlement Period.

(6) Securitization Exposure Risk Management Policies and Procedures

1. CJL’s engagement for securitization transactions

CJL’s engagement in securitization transactions can be described as follows:

A. Originator

CJL is not engaged in any securitization transaction of loan receivables for its own funding purposes or balance sheet management.

B. Investor

CJL has a framework to hold securitization exposure through arranging and providing funds to various securitization transactions (ABL, Asset Backed Commercial Paper (“ABCP”), etc.) that its clients undertake for funding purpose.

C. Swap provider

CJL may provide foreign exchange forwards or interest rate swaps to mitigate the issuer’s foreign exchange

or interest rate in the securitization transactions arranged by CJL.

D. Others

CJL provides certain types of commitment lines related to liquidity facilities covering securitization transactions arranged by CJL, in connection with the ABCP business, etc.

2. Overview of risk management policies, risk characteristics, and monitoring system (including itsoperational status)

With regard to holding securitization exposure, CJL applies internal ratings and makes evaluations by assessing each such transactions and carefully managing the exposure together with other direct loan assets, in addition to capturing accurate understanding of the actual risk profile through due diligence from the viewpoint of investors. CJL will analyze and periodically monitor the credit risk amount of securitization transaction in the same manner as with other standard credit exposures.

66

Also, CJL recognizes that credit risks related to CJL’s securitization transactions include those associated with

committed facilities, in case CJL commits to supply funds when funding through the ABCP market becomes unavailable for certain reasons. In the case of such committed facilities provided to securitization transactions, the primary source of repayment is cash, etc to be collected from the securitized assets. Therefore, the credit risk of committed facilities provided to securitization transactions is defined as the risk of being unable to recover the amount of credit extended from the securitized assets in the full amount.

CJL manages credit risk in the case of committed facilities provided to securitization transactions through: (1) setting the ratio of the future cash flows from the securitized assets to the securitization exposure amount sufficiently high to cover expected credit loss (over-collateralization); (2) ensuring any other necessary credit enhancement; and (3) monitoring appropriately after the execution. Such risk management procedures are the same for the loans extended to securitization transactions arranged by CJL

CJL mainly uses special purpose companies (SPC) or Japanese Trusts as the securitization conduit when undertaking securitization transactions associated with third party assets.

As to credit risk management of foreign exchange forwards or interest rate swaps associated with securitization transactions, the policies and procedures are the same as for those transactions not associated with securitization transactions

3. Name of the approach used by CJL to calculate the amount of credit risk assets in securitizationexposures

The Standardized Approach

4. Accounting policies for securitization transactions

CJL complies with Accounting Standard Board of Japan Statement No. 10, Accounting Standard for Financial Instruments (Business Accounting Council, January 22, 1999) in recognizing, evaluating, and booking the occurrence or extinguishment of financial assets or liabilities related to securitization transactions.

5. Names of the eligible credit rating agency used in the assessment of risk weight in securitizationexposures (the reason if there has been a change in the eligible credit rating agency used) and therelationship between the type of securitization exposure and the eligible credit rating agency used

As for the eligible external credit agencies, CJL refer to S&P, Moody’s and Fitch Ratings Ltd. in determining securitization exposure risk weight.

(7) Market Risk Management Policies and Procedures

1. Overview of risk management policies and procedures

The Market Risk Management Unit (“MRM”), is independent from the business divisions and is given control

authority by the Board to identify interest rate, foreign exchange rate or other types of risk factors which impact assets and liabilities (including off-balance sheet assets and liabilities) in the banking and trading books; establish evaluation methods (factor sensitivity or VaR etc.); and monitor risk exposures (including stress tests and market risk limit utilization) based on the defined CJL “Market Risk Management Policy”. MRM also coordinates management reporting to Asset-Liability Committee (“ALCO"), in addition to providing recommendations in risk analysis on a regular and timely basis.

2. Name of the approach used to calculate the market-risk-equivalent amount. Range of portfoliosusing each model where the standardized approach or internal model approach is used.

Standardized method

3. Methodology on Mark-to-Market calculation for Trading products based on its nature consideringexpected holding period and the possibility of exceeding expected holding period.

CJL limits trading products to highly liquid securities, foreign exchange or derivative transactions, and performs mark-to-market evaluation by applying theoretical prices based on market prices and other market data for the trading book. Target transactions and the method of the mark-to-market evaluation are defined by internal procedures.

4. Assumptions and valuation method for internal evaluation of capital adequacy on market risk

67

Risk Capital is calculated based on VaR and Stress test, and Capital Adequacy is measured together with Operational Risk and Credit Risk.

(8) Operational Risk Management Policies and Procedure

1. General Description of Operational Risk Management Policy and Procedures

Operational risk refers to the risk of loss resulting from inadequate or failed internal processes, systems, human factors or from external events. As with other risk types, operational risk is managed through an overall framework with checks and balances that includes:

• Recognized ownership of the risk by the business divisions;• Oversight by Control Functions; and• Independent review by the Internal Audit Division.

CJL’s approach to operational risk is defined in the CJL “Operational Risk Management Policy”. Specific operational risks - IT Risk, Jimu Risk, and Continuity of Business Risk - are subject to additional specialized policies and regulations. The objective of the Policy is to establish a consistent, value-added framework for assessing and communicating operational risk and the overall effectiveness of the internal control environment.

CJL adopts Manager’s Control Assessment (“MCA”) as a comprehensive tool to identify, evaluate qualitatively and monitor operational risk. MCA was established as the process whereby ‘significant’ risks inherent in business activities are identified by senior business and functional managers and the effectiveness of the key controls over those risks are evaluated and monitored. In MCA processes, Annual Risk Assessment is conducted to identify significant processes; define significant risks and controls; identify optimum monitoring methods and assessment activities to assess the extent to which processes and control continue to operate effectively. These significant processes are reviewed periodically in consideration of changes to the operational processes and regulatory environment, and latest information shall be reflected in to MCA. On a quarterly basis, the results of assessment of overall effectiveness of internal controls are reviewed and approved at Business Risk, Compliance & Control (“BRCC”) Committee, and including in periodic management reporting.

Since operational risk is inherent throughout the activities of CJL, all activities are subject to the Operational Risk process. Operational risk issues and trends are reported at the CJL Risk Oversight Committees responsible for operational risk management – BRCC and System and Operations Committee (“SOC”).

2. Methodology to Calculate Operational Risk

Basic Indicator Approach

(9) Equity Exposure Risk Management Policies and Procedures

There is no Equity Exposure.

(10) Banking Book Interest Rate Risk Management

1. Overview of risk management policies and procedures

The Market Risk Management Unit (“MRM”), is independent from the business divisions and is given control authority by the Board to manage interest rate risk in the banking; and based on the defined CJL “Market Risk Management Policy”. MRM also coordinates management reporting to Asset-Liability Committee (“ALCO"), in addition to providing recommendations in risk analysis on a regular and timely basis.

2. Banking book interest rate risk calculation method for internal management purpose

CJL measures interest rate risks in the banking book on a daily basis by applying the re-pricing ladder method, and considers changes of economic value per 1% interest rate increase for each currency as an index for internal control. CJL’s holding assets and liabilities are constructed into ladders sorted by the remaining durations for fixed rate items and by the durations till next re-pricing period for variable rate items, respectively. Liquid deposits, which do not have a clearly defined re-pricing period, or prepayment of housing loans require practical assumptions on runoff tenors and balances, and the independent market risk manager approves their relevancy. The monitored amount of interest rate risks for internal control purpose is not necessarily identical with the total amount of interest rate risks calculated in a form of the outlier ratio as per the Standardized Approach.

68

QUANTITATIVE DISCLOSURE

(1) Outline of means of Raising Equity Capital

Amount of Required Capital for Credit Risk

On balance sheet asset items

Cash - - - -

Exposures to Japanese government and central bank - - - -

Exposures to foreign government and central bank 624 24 600 24

Exposures to the Bank for International Settlements - - - -

Exposures to Local Authorities - - - -

Exposures to overseas public sectors other than central

government 3,076 123 3,339 133

Exposures to the International Bank for Reconstruction and

Development - - - -

Exposures to Japan Finance Organization for Municipal

Enterprises - - - -

Exposures to Japan Government-affiliated organization 2,828 113 2,567 102

Exposures to land development corporation, local housing

corporations, Local Public Road Corporations - - - -

Exposures to financial institutions and Regulated securities

companies 177,164 7,086 125,122 5,004

Corporate exposures 221,632 8,865 238,543 9,541

Exposures to small and medium size enterprises and

individuals - - - -

Residential Mortgage Exposures 15,245 609 16,553 662

Retail Exposures related to real-estate acquisition 9,101 364 13,440 537

Exposures three months or more in arrears 2,020 80 2,300 92

Bills before collection 82 3 - -

Exposures to the Credit Guarantee Association - - - -

Exposures guaranteed by Industrial Revitalization Corporation

of Japan - - - -

Exposures to Investment - - - -

Securitization exposures (originator) - - - -

Securitization exposures (other than the originator) - - 16,502 660

Assets backed up with several assets (so-called funds) which

individual asset is ungraspable - - - -

Others 36,464 1,458 31,790 1,271

On-balance sheet asset items total 468,241 18,729 450,762 18,030

Off-balance sheet asset items

Derivative transactions 99,748 3,989 103,644 4,145

Others 102,109 4,084 96,192 3,847

Off-balance sheet asset items total 201,858 8,074 199,837 7,993

CVA risk asset 149,622 5,984 48,775 1,951

CCP 2 0 6 0

Total 819,725 32,789 699,381 27,975

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

Risk weighted

exposure

Required

CapitalRisk weighted

exposure

Required

Capital

Amount of Required Capital for exposures relating to funds

None

69

Amount of Required Capital for Market Risk

Standardized method of which

Interest Rate Risk - 35,902 1,436 - 9,317 372

Equity Risk - - - - - -

Foreign Exchange Risk - 7,098 283 - 2,113 84

Commodity Risk - - - - - -

Options - - - - - -

Total - 43,001 1,720 - 11,430 457

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

Specific

Risk

General

Market Risk

Required

Capital

Specific

Risk

General

Market Risk

Required

Capital

Amount of Required Capital for Operational Risk

117,867 4,714 113,041 4,521Basic Indicator Approach

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

Operational Risk Required Capital Operational Risk Required Capital

Total Amount of Required Capital

Risk assets

Credit Risk exposure 819,725 699,381

Market Risk exposure divided by 8% 43,001 11,430

Operational Risk exposure divided by 8% 117,867 113,041

Total of items in risk weighted assets subject to transitional arrangements - -

Total (A) 980,594 823,854

Total required Capital (National Standard) （E）×4％ 39,223 32,954

(Million of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

70

(2) Credit Exposure (Millions of Yen)

Loans etc. Derivatives Loans etc. Derivatives

Domestic

Manufacturing 75,846 - 9,146 84,993 111,340 - 6,558 117,899

Agriculture and

Forestry- - - - - - - -

Fishery - - - - - - - -

Mining - - - - - - - -

Construction 19 - 381 400 21 - 2,381 2,402

Electric power, gas,

water supply- - - - - - - -

Information and

communication14,492 - 31 14,523 11,727 - 182 11,910

Transportation 7,282 - 329 7,611 19,286 - 593 19,879

Wholesale and retail 136,192 - 4,481 140,673 132,600 - 4,413 137,014

Financial Institutions

and Insurance1,134,186 14,141 97,102 1,245,429 638,510 12,839 80,463 731,813

Real estate 12,788 - - 12,788 17,086 - - 17,086

Other Services 5,250 - 669 5,920 2,251 - 301 2,553

Central, Local

government1,273,560 762,111 - 2,035,672 2,369,103 479,285 25 2,848,414

Individuals 63,676 - 660 64,337 66,138 - 487 66,626

Others 25,873 - - 25,873 22,338 - - 22,338

Overseas

Sovereign 48,913 5,504 - 54,418 50,451 5,504 - 55,956

Financial Institutions 594,975 - 43,952 638,927 799,722 - 58,288 858,010

Others 90,589 - 167 90,757 95,852 - 498 96,351

Total 3,483,648 781,757 156,921 4,422,327 4,336,432 497,629 154,195 4,988,257

　　　　　　　　　　　　　

Loans etc. Securities Derivatives Total Loans etc. Securities Derivatives Total

To 1 year 2,393,811 85,183 146,778 2,625,774 2,955,999 120,387 138,233 3,214,620

1 to 3 years 399,744 475,349 6,184 881,277 727,682 224,474 8,905 961,062

3 to 5 years 461,677 168,913 654 631,244 338,851 137,940 2,750 479,542

Over 5 years 152,303 52,311 3,304 207,918 190,259 14,828 4,306 209,394

Undefined 76,111 - - 76,111 123,637 - - 123,637

Total 3,483,648 781,757 156,921 4,422,327 4,336,432 497,629 154,195 4,988,257

(by Remaining Tenor)

as of Mar. 31, 2014 as of Mar. 31, 2015

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

Securities Total Securities Total

(Note) 1. Figures are without taking into account the effects of credit risk mitigation techniques. Furthermore, figures do not include

any securitization exposure, exposures relating to funds or exposures relating to central clearing funds. 2. Loans etc. include loans, commitments and other non-derivative off balance sheet exposure.

Past-due over 3 months or Default Exposure

Domestic

Corporate 9 645

Individuals 344 219

Overseas 4,867 4,625

Total 5,221 5,491

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

71

(Note) 1. Figures are without taking into account the effects of credit risk mitigation techniques. Furthermore, figures do not include any securitization exposure, exposures relating to funds or exposures relating to central clearing funds.

2. "Past-due over 3 months or default exposure" is the exposure either in principal or interest payment is delayed more than 3months or risk weight is 150% before the consideration of loan loss reserve.

Allowance for Loan Losses

Specific Reserve

Corporate 1,147 (1,141) 5 5 (5) - 5 342 347

Individuals 1,078 (172) 905 905 (122) 783 905 (210) 694

Others 41 (38) 2 2 - 2 2 - 2

General Reserve 1,159 (144) 1,014 1,014 263 1,278 1,014 230 1,245

Loan loss reserve for restructuring country

(Millions of Yen)

Fiscal Year ended Mar. 2014 Interim Fiscal Period ended Sep. 2014 Fiscal Year ended Mar. 2015

Not applicable

Beginning Change Ending Beginning EndingChange Ending Beginning Change

Credit Risk Exposure after Credit Risk Mitigation by Risk weight under Standardized Approach (Millions of Yen)

Rated Unrated Rated Unrated

0% 28 2,047,792 - 2,856,146

20% 708,747 126,621 515,006 11,595

35% - 43,563 - 47,294

50% 115,503 17,359 149,420 11,896

75% - - - -

100% 77,366 302,483 49,931 349,542

150% - 648 - 542

250% - 3,467 - 3,625

1250% - - - -

Deduction from Capital - - - -

Total 901,646 2,541,935 714,358 3,280,641

as of Mar. 31, 2014 as of Mar. 31, 2015

(Note) 1. Figures are taking into account the effects of credit risk mitigation techniques and do not include any securitization exposure.

(3) Credit Risk Mitigation

Eligible Financial Collateral

Cash 119,123 347,528

Bonds 754,636 534,532

Stocks 210 163

Others - -

Guarantee and Credit Derivatives

Guarantee 104,775 111,033

Credit Derivatives - -

Total 978,745 993,257

as of Mar. 31, 2014 as of Mar. 31, 2015

(Millions of Yen)

(Note) On-balance netting was adopted for the interbank Money Market transaction with Citibank, N.A. overseas main branches.

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(4) Counterparty Credit Risk of OTC Derivatives

i．Measurement of Credit exposure Current Exposure Method

ii．Total amount of gross positive fair value 145,457 166,342

iii．Credit exposure before Credit Risk Mitigation

FX related 152,678 153,994

Interest rate related 4,243 201

Total 156,921 154,195

iv．The amount deducting iii from sum of ii and gross add-on

(Reduction by Netting agreements)

138,217 182,450

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

v. Collateral typeNone

vi. Credit exposure after Credit Risk MitigationSame as iii

vii. Notional amount of credit derivatives which have counterparty riskNone

viii. Notional amount of credit derivatives which cover exposures by Credit Risk MitigationNone

(5) Securitization

i．Securitization exposure as Originator

None

ⅱ. Securitization exposure as Investor

a. Information by Type of Underlying Assets

There was no re-securitization exposure as of March 31, 2014 and 2015.

as of Mar. 31, 2014 as of Mar. 31, 2015

Claims on corporate customers - -

Residential Mortgage Loan - -

Claims on individual customers

(ex. Residential Mortgage Loan)- 82,513

Others - -

Total - 82,513

(Millions of Yen)

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b. Exposure by Risk Weight Category and Amount of Required Capital

Exposure Required Capital Exposure Required Capital

20% - - 82,513 660

50% - - - -

100% - - - -

350% - - - -

1250% - - - -

Deduction from Capital - - - -

Total - - 82,513 660

(Millions of Yen)

as of Mar. 31, 2014 as of Mar. 31, 2015

There was no re-securitization exposure as of March 31, 2014 and 2015.

c. Amount of securitization exposure and type of underlying asset which 1250% risk weight should be adopted in accordance with

Paragraph 1, Article 247 of FSA Notice No.19 None

d.Credit risk mitigation for resecuritization exposure. None

e. Credit Risk-Weighted Assets Calculated Pursuant to Article 15 of Supplementary Provisions of the FSA Capital Adequacy Ratio

NotificationNone

ⅲ. Securitization exposure subject to measurement of comprehensive risk (as Originator)

None

ⅳ. Securitization exposure subject to measurement of comprehensive risk (as Investor)

None

(6) Market Risk (under Internal Model Approach)

None

(7) Equity Exposure in Banking Book

None

(8) Amount in regarded exposure under the Accord article 167

None

(9) Interest Rate Risk in the Banking Book - the increase/(decrease) in economic value for 1% upward rate shocks according to internal management's method.

as of Mar. 31, 2014 as of Mar. 31, 2015

Japanese Yen 16,114 11,603

US Dollar 2,340 (6,280)

Euro 336 1,003

Others (356) (409)

Total 18,434 5,917

(Millions of Yen)

74

DISCLOSURE OF REMUNERATIONS

(1) Matters relating to the development of the remuneration and other systems of the Subject Officer and Employee of Citibank Japan Ltd. (hereafter, “CJL”)

1. The scope of “Subject Officer and Employee”

The scope of "Subject Officer" and "Subject Employee, etc." (collectively, "Subject Officer and Employee") forwhich the remuneration announcement stipulates the disclosure is as below.

A. The scope of “Subject Officer”

Subject Officers are Directors and Statutory Auditors of CJL, excluding Outside Directors, Outside Statutory Auditors, and part-time Directors not receiving remuneration or other payments.

B. The scope of “Subject Employee, etc.”

Among (a) officers other than Subject Officers, (b) employees of CJL, and (c) officers and employees of the major consolidated subsidiaries, etc, who are categorized into either "those who receive a large remuneration, etc.” and “those who have a significant influence on the management and the status of the property of CJL and the major consolidated subsidiaries, etc” are disclosed as "Subject Employees, etc.”

i The scope of “major consolidated subsidiaries, etc ”

CJL has no consolidated subsidiaries.

ii The scope of “those who receive a large remuneration, etc”

"Those who receive a large remuneration, etc.” are persons who receive remuneration more than the “average of the Subject Officers’ remunerations” calculated by dividing the total amount of the remunerations the “Subject Officers” received for the fiscal year by “the number of the Subject Officers”. For this calculation, “Subject Officers” who newly-appointed and retires during fiscal year are excluded.

iii The scope of “those who have a significant influence on the management and the status of the property of CJL ”

The scope of “those who have a significant influence on the management and the status of the property of CJL” is designated as the same criteria as “Covered Employees” which is determined by Citi’s Independent Risk. The Covered Employees are comprised of “Individual Covered Employees” and “Group Covered Employees”. “Individual Covered Employees” are employees who, acting individually, have influence over the material risks of CJL or Business Units of Citi. “Group Covered Employees” are other employees who are compensated similarly and who acting together could have influence over the material risks of CJL or the material risks of a material business unit. Covered Employees can include Subject Officers, Subject Employees and persons in charge of the Risk Management Division and Markets Treasury. For the purpose of this section iii only, “Covered Employees” excluding Subject Officers is considered to be “those who have a significant influence on the management and the status of the property of CJL”.

2. Determination of the remuneration for the Subject Officer

A. Determination of the remuneration for the Subject Officer

The total amount of Director and Statutory Auditors remunerations (the maximum limited amount) is determined at the general meeting of shareholders. As for the remuneration for the Subject Officer, determination is made according to the Rules Concerning Remuneration for Officers (Yakuin). Additionally, all Directors’ annual remuneration (basic annual remuneration, bonus and equity compensation) is reviewed in respect of the appropriateness of the amount by the Chief Executive Officer, Compliance Head and Human Resources Head of CJL.

B. Determination of the remuneration for the Subject Employee, etc.

The remuneration for an employee of CJL is determined and paid according to our remuneration rules. For the rules, their system design and documentation have been conducted by Human Resources Division, which is independent from Unit/department responsible for business execution. Additionally, any employee with an annual remuneration (basic annual remuneration, bonus and stocks) exceeding 30-million yen or 300-thousand US dollar is reviewed in respect of the appropriateness of the amount by the Chief Executive Officer, Compliance Head and Human Resources Head of CJL.

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3. Determination of the remunerations for the employees in Risk Management Division andCompliance Division

The remunerations for the employees in Risk Management Division and Compliance Division are determinedaccording to the remuneration rules of CJL and each payment amount is fixed according to the performanceappraisal ultimately decided by the each division head. In that way, their remunerations are decided independentlyfrom Unit/department responsible for business execution.

4. The total remuneration amount paid to the Remuneration Committee members and the number ofmeetings held

There is not Remuneration Committee or an equivalent organization within CJL.

(2) Matters relating to the assessment of the appropriateness of the design and operation of the remuneration and other systems of the Subject Officer and Employee of CJL

1. Remuneration policy

A. Policy of the remuneration for the “Subject Officer”

With respect to the remunerations for Officers, Officer Remuneration Plan has been established according to the Rules Concerning Remuneration for Officers (Yakuin). Specifically, the Plan determines the composition of the remuneration:

・ Annual base remuneration

・ Bonus

・ Various allowances

・ Equity Compensation (or options to purchase shares) of Citigroup stock

・ Retirement benefits

・ Cash denominated awards (that earn notional investment returns).

Annual base remuneration is determined based on the roles, profile, performance, etc. as an officer, while bonus is determined based on the performance of CJL. Stocks (shares of Citigroup Inc. listed in the United States) are provided to align officer’s or employee’s interests with those of shareholders, clients and other stakeholders.

B. Policy of the remuneration for the “Subject Employee, etc.”

The remuneration for an officer or an employee of CJL is determined depending on the role, personnel evaluation, ability and performance according to the remuneration rules of CJL.

2. Significant change in the remuneration system design and operation

There is no significant change in the remuneration system design and operation.

(3) Consistency of the remuneration system of the Subject Officer and Employee and the risk management, and matters relating to linkage of the remuneration and performance

1. Methodology to take the risk into account for determining the compensation

For Individual Covered Employees, there is an annual control function review process pursuant to which the controlfunctions (Compliance, Finance, Independent Risk, Internal Audit, and Legal) provide an evaluation of riskbehaviors.

2. Performance-linked portion to determine the remuneration for the Subject Officer and Employee

A. Calculation method for the performance-linked portion

The rating from the independent review process is included in the performance evaluation system to inform the performance review conducted by the employees’ manager. The performance evaluation system includes formal risk goals for covered senior managers as well as a formal manager-provided risk rating. When incentive compensation recommendations are made, both the individual goals and risk performance goals are included in the compensation worksheet for consideration.

76

B. Methodology to make adjustment to the performance linked portion

For Covered Employees, provisions also allow for the cancellation of deferred incentive compensation awarded in the event of serious financial or reputational harm to Citi, and can allow for cancellation if a failure to supervise or monitor risks results in such significant responsibility. Separately if the global reference business of a Covered Employee has pre-tax losses in any year of the deferral period, the portion of the deferred stock award that is scheduled to vest in the year following the loss year will be reduced.

C. Confirmation as to whether the compensation system is not too focused on the linkage to the short-term performance

It is confirmed that the compensation system is not too focused on the linkage to the short-term performance as the structure of annual incentive awards made to Covered Employees discourages imprudent risk-taking. Also the risk mitigates include substantial deferrals; vesting periods, broad-based clawbacks, and management discretion to clawback nonvested deferred compensation for improper risk-taking behavior.

D. Ensuring effective controls and risk-adjustment procedures including monitoring individual manipulation of risk when determining compensation

Compensation is determined based on year-end performance evaluations that focus on mission-critical goals with an emphasis on risk management. Performance evaluations reflect multiple inputs including multi-perspective feedback; review of performance against key business financial, risk and client metrics as well as qualitative and/or non-financial elements of performance; manager’s review of qualitative risk behavior; and independent review of qualitative risk behavior conducted by the Control Functions (Independent Risk, Compliance, Internal Audit, Legal and Finance)

3. Adjustment of the deferred payment

Please refer to 2B “Methodology to make adjustment to the performance linked portion”.

(4) Matters such as the categories of the remunerations for the Subject Officer and Employee of CJL and the amounts and payment methods.

The total amount of remunerations for the Subject Officers and Employees (from April 1, 2014 to March 31, 2015)

(Millions of Yen)

Categories Head

Count

Remunerati

on, etc. in

total Fixed

Remuneration

Variable

Remunera

tion

Retirement

Benefits Basic

Remuneration

Stocks/

Stock

Option

Other Basic

Remuneration Bonus Other

Subject

Officers

(excluding

outside

officers,etc

.)

6 703 366 155 0 211 321 0 313 8 16

Subject

Employees

, etc.

1 140 57 44 0 13 83 0 83 0 0

(Note)

1. Other fixed remuneration includes housing or other allowances provided to the expatriated from Citigroup entities overseas .Subject Officers HC 6 includes one director who retired at middle of fiscal year.

2. Other variable remuneration includes deferred remunerations, Equity Compensation, etc.

(5) Other information relevant to the remuneration and other systems of the Subject Officers and Employees of CJL.

There is not reportable information other than the above.

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Confirmation

July 31, 2015

Representative Director, President & CEO Anthony P. Della Pietra, Jr.

I confirm, to the best of my knowledge, the following matters concerning the Citibank Japan Ltd. financial statements for the Period from April 1, 2014 to March 31, 2015:

1. Matters concerning the financial statements are in conformity with “The Regulations regardingTerminology, Format and Method of Preparation of Financial Statements, etc” and “Enforcement Regulation of the Banking Law” and others, and the financials present fairly in all material respects.

2. Citibank Japan Ltd. establishes and maintains the appropriate internal control systems as below,and fairly presents financial statements based on it.

(1) Assignment of duties and the corresponding units in charge are clearly defined, and the system for accomplishment of operation is appropriately established.

(2) Internal Audit Division assesses the appropriateness and effectiveness of internal control systems for each responsible unit, and reports the material matters to the Management and Board of Statutory Auditors.

(3) All material information concerning Citibank Japan Ltd. is adequately reported to the Management and Board of Directors as necessary.

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