Nissan Shatai : Matters concerning Controlling Shareholder

June 29, 2023

Company name: Nissan Shatai Co., Ltd.

(Code no.: 7222, Prime Market of Tokyo Stock Exchange)

Representative: Haruhiko Yoshimura, President

Contact person: Takanori Nakatsugawa,

General Manager of Administration Department Tel.: [phone]

Matters concerning Controlling Shareholder

Nissan Shatai Co., Ltd. ("Nissan Shatai") hereby announces matters concerning a

controlling shareholder, etc., in connection with its parent company Nissan Motor Co.,

Ltd. ("Nissan Motor").

1. Trade names, etc., of parent company, controlling shareholders (other than parent company), other subsidiaries and affiliates, or other subsidiaries and affiliates' parent company

					As of March 31, 2023
Name	Relationship	Proportion of voting rights owned (%)	Stock exchange on
					which shares are listed
		Directly	Aggregate	Total
		owned
Nissan	Parent				Prime Market of Tokyo
Motor	company	50.0	0.0	50.0	Stock Exchange, Inc.

2. Role of the listed company within the corporate group of the parent company, etc., and other information on the relationship between the listed company and the parent company, etc.

1. Role of the listed company within the corporate group of the parent company, etc., and dealings and personnel and capital relationships with the parent company, etc., and its group companies
   Nissan Motor is the parent company of Nissan Shatai, and owns 50.0% of voting rights in Nissan Shatai. Within the Nissan Motor corporate group, Nissan Shatai is responsible for vehicle development and production. Nissan Shatai develops and manufactures vehicles under contract to Nissan Motor, which accounts for 98.0% (consolidated) and 99.8% (non-consolidated) of Nissan Shatai sales.

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Directors and auditors holding other positions concurrently

			As of March 31, 2023
Position	Name	Position in the parent	Reason for appointment
		company, etc., or its group
		companies
Statutory	Tomonori Ito	Outside Statutory Auditor,	To make use of his
Auditor		Jatco Co., Ltd. (Part-time)	extensive experiences
(Part-time)			regarding finance and
			accounting as well as
			company management.

Note:There is one shared director with parent company, etc., or its group companies out of six directors and three statutory auditors. Also, the above information is non- consolidated basis.

Personnel seconded from the parent company

			As of March 31, 2023
Department	Persons	Seconded from:	Reason for secondment
General and	1	Parent company: Nissan	To enhance corporate
administration		Motor Co., Ltd.	structure
Development	1	Parent company: Nissan	To enhance corporate
		Motor Co., Ltd.	structure
	2	Subsidiary of parent company:
		Nissan Automotive
		Technology Co., Ltd.
Production	0

Note: As of March 31, 2023, Nissan Shatai had 1,698 employees. Also, the above information is non-consolidated basis.

1. Business restrictions, risks, and advantages stemming from membership of the corporate group of the parent company, etc., and effects on management and business activities resulting from dealings and personnel and capital relationships with the parent company, etc., and its group companies

Since Nissan Shatai sells 98.0% (consolidated) and 99.8% (non-consolidated) of its output to Nissan Motor, its performance relies heavily on parent company vehicle sales trends. However, the exchange of personnel and technologies with Nissan Motor and its Group companies contributes to further enhancement of effective management and structures at Nissan Shatai.

1. Approach to ensuring a certain degree of independence from the parent company, etc., and measures taken to this end, considering business restrictions stemming from membership of the corporate group of the parent company, etc., and effects on management and business activities resulting from dealings and personnel and capital relationships with the parent company, etc., and its group companies

2

Each fiscal year Nissan Shatai formulates and implements income and quality plans, taking into account Nissan Motor management policies. Transactions with the parent company are carried out according to the Master Production Service Agreement and transaction prices for automobile to the parent company are determined by negotiations that take into account the total cost of manufacturing. In addition, the details of the negotiations are deliberated by the Business Monitoring Committee, which consists of independent outside directors and independent outside statutory auditors, reported to the Board of Directors, and confirmed by the Board of Directors.

(4) Achievement of a certain degree of independence from the parent company, etc.

Although Nissan Shatai maintains close cooperative relationships with Nissan Motor and its Group companies in the course of its business activities, Nissan Shatai is confident that it has achieved a certain level of independence from Nissan Motor, as described in (3) above.

3. Transactions with controlling shareholder (April 1, 2022 to March 31, 2023)

Category	Name	Address	Capital	Activities	Voting	Relationship	Description of	Amounts	Item	FY-end
			(million		rights held	Shared directors,	transactions	(million		balance
			yen)		by the parent	etc.			yen)		(million yen)
					company(%)	Business relation
Parent	Nissan	Kanagawa-ku,	605,813	Manufacture	Direct:	Shared directors,	Busin	Sales of	298,412	Accounts	64,451
company	Motor	Yokohama,		and sale of	50.0	etc.:Transferred 3	ess	automobiles		receivable
	Co.,	Kanagawa		automobiles	Indirect:		transa	, etc.		- trade,
	Ltd			and others	0.0	Business relation:	ctions			and
				vehicles		Nissan shatai				contract
						purchases engine				assets
						and other
						components from		Purchase of	6,910	Payables	3,309
						Nissan Motor		parts, etc.
						and sells
						automobiles to	Non-	Reversal of	560	―	―
						Nissan Motor.	busin	recall
							ess	expenses
							transa
							ctions

Note: Consumption tax is excluded from transaction amounts, but included in balances at fiscal year-end.Also, the above information is non-consolidatedbasis.

4. Implementation of measures to protect minority shareholders when dealing with controlling shareholders

Transactions with the parent company are carried out according to the Master Production Service Agreement and transaction prices for automobile to the parent company are determined by negotiations that take into account the total cost of manufacturing. In addition, the details of the negotiations are deliberated by the Business Monitoring Committee, which consists of independent outside directors and independent outside statutory auditors, reported to the Board of Directors, and confirmed by the Board of Directors. Accordingly, Nissan Shatai is confident that the interests of minority shareholders will not be harmed.

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