Benesse Holdings IR ActivitiesDeveloping and Awareness of Issues through IR

March 21, 2013Katsuhiko Masumoto,

Corporate Communications & Investor Relations DepartmentGroup CSR Promotion Department

Benesse Holdings, Inc.

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Agenda

1. Company Overview- Corporate Philosophy - History and Corporate Data - Review of Operations- Medium-Term ManagementPlan

- Composition of Shareholders- Activity Framework- Main Activities in Fiscal 2012- Main External Evaluations

2. Issues in IR- Communication Gap with

Investors- Inefficient Information

Disclosure- Investor Targeting

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Benesse Group Corporate Philosophy

Benesse’s goal is to help customers to achieve well-being in the following five business fields.

Domestic Education

OverseasEducation Lifestile

Senior/ Nursing

Care

Language/ Global

Leadership Training

History & Corporate Data

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Headquarters: 3-7-17 Minamigata, Kita-ku, Okayama-shi, JapanCapital: 13,600 million yenNumber of Employees: 18,941 (Consolidated)Securities Listings: Tokyo Stock Exchange, Inc., First Section

Osaka Securities Exchange, Co., Ltd., First Section

1955: Founded Fukutake Publishing Co., Ltd. Expanded around School & Teacher Support and CorrespondenceCourse businesses.Achieved a dominant position in the education business in Japan.

1990: Announced "Benesse" as corporate philosophy and brand1995: Company renamed Benesse Corporation.

Transformed from Fukutake Publishing focused on the education fieldinto a provider of diverse people-oriented services.

2009: Benesse Group changes over to holding company system

History

CorporateData

Domestic Education

Lifestyle

Senior/Nursing Care

Language/ Global Leadership Training

Overseas Education

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Review of Operations

KodomoChallenge

ShinkenzemiElementary School Course

Preschool Course in China

Tamago ClubHiyoko Club

Nursing Homes

Berlitz Language Center

Net Sales¥423.7 billion

（FY2011)

Others

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FY2012-16 Mid-term Management Plan

(1) Become the world’s No.1 company in the education field, supporting childcare, education and human resource development globally.

(2) Position the senior/ nursing care business as an important growth fieldand propel growth further.

As a company involved in “Education” and “Solutions for Society’s Challenges

FY2011 FY2016 targets

Net Sales ¥423.7 billion ¥600 billion

Operating income ¥33.7 billion ¥60 billion

ROE 8.7% 12% or higher

＜Numerical Targets＞

＜The Benesse Group’s Growth Vision＞

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Shares' % by Shareholders Type

Number of Shares Issued: 102,453,453 sharesNumber of Shareholders: 35,517

[As of September 30, 2012]

Composition of Shareholders

Activity Framework

IR team(5 members)

ExternalCommunications

InternalCommunications

Share management

■ A framework that comprehensively meets multiple needs including IR (Investor Relations), PR (Public Relations), SR (Shareholder Relations), ER (Employee Relations), and CSR (Corporate Social Responsibility)Corporate Communication: Increasing “Corporate Value” through stable relationships with society

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Corporate Communications & Investor Relations Department

Group CSR Promotion Dept.

Brands

Executive Vice President and CFO

President

Concurrent Department Manager

Communication with Shareholders and

Investors

Internal FeedbackIR Tools

Main Activities in Fiscal 2012

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- Results briefings, small meeting(2 each year)

- Presentations and visits(Approx. 300 per year, of which 120 overseas)

- Visits to overseas investors (4 each year)London, Switzerland, Germany, New York, Chicago, Toronto, Singapore, Hong Kong

- General Meeting of Shareholders- Seminars for retail investors (5 each year)

- Annual Report- Fact Book- Shareholder Newsletter- IR Website- Corporate Website, etc.

- IR Activity Report (for Management) - Share Price Report (Daily) * Currently suspended

- Report on activities through the company newsletter and intranet

- Links with Employee Shareholders’ Association

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Main External EvaluationsRecord of Major Awards Received

Nikkei Annual Report Awards: Prize winner for 10 consecutive years, Grand Prize (2009), Special Award for Digest version (2010)

International ARC Awards: Gold Award (2010, 2011)

Nikko Investor Relations Co., Ltd. ranking of all listed companies in Japan: Best Corporate Website Award for eight consecutive years, (overall ranking:１0th)

Daiwa Investor Relations Co., Ltd.: Internet IR Excellence Award (first time), Special Award (first time)

Gomez IR Site Ranking: Best Company for 5 consecutive years, (Overall ranking: 12th)

iNOVA Awards: Investor/Shareholder Relations Gold Award (2008), Silver Award (2009, 2010), Corporate Website Category (Education) Bronze (2012)

Tokyo Stock Exchange Disclosure Award: 2005, 2010

Japan Investor Relations Association (JIRA) IR Grand Prix Award (2005)

Issues in IR

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Communication Gap with Investors

Inefficient Information Disclosure

Investor Targeting

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Increase corporate value

【 Investors 】【 Management 】

- Quarterly financial results- Precision of earnings

forecasts- Flash reports prior to

annual and quarterly results- Dividends and share

buybacks- Governance- ROE

- Medium- to long-termstrategy

- Knowledge offundamental strengths

- Management’s thinking- Business Investments/M&A - Good

relationship over the medium- to long-term

- Increase corporate value

Management and investors share common goals for the company, but they do not share the same information.

＜ Goals ＞

Communication Gap with Investors

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Is disclosure in Japan behind the times?

Japan US Germany UK France

Reporting frequency Quarterly Quarterly Quarterly Semi-annually Semi-annually

Reporting deadline

Within 45 days

40 or 45 days depending on company size

Within 2 months

Within 2 months

Within 2 months

Audit (Review) required Yes Yes Yes No Yes

■ International Comparison of Quarterly Financial Report Systems

- In Europe financial reporting need not be done on a quarterly basis, and when it is doneonly a qualitative and limited disclosure is required.

- In Japan there is a trend towards simplifying quarterly reporting, but compared toEurope and the US the reports have to be made in a shorter time, and arerequired to include more information.

Disclosure of Quarterly Financial Results

6 times/ year, 6.7% 5 times/

year, 11.1%

4 times/ year, 17.8%

3 times/ year, 20.0%

2 times/ year,

14.4%

1 time/ year, 30.0%

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*Breakdown of information-gathering sessions at Benesse Holdings (Apr. 2012 – Feb. 2013) One-on-one meetings only (Incl. overseas IR activities and by telephone)

4 times/ year, 0.8%

3 times/ year 0.8%

2 times/ year, 9.2%

1 time/ year, 89.2%

＜ Japanese Investors ＞ ＜ Overseas Investors ＞

The majority gather information at least 3 timesper year; 36% do so 4 times a year or more.

High Frequency of Information-gathering among Japanese Investors

- Gather information 1-2 times per year.- No investors seek to gather information every quarter.

(From a questionnaire conducted during overseas IR activities in Nov. 2012)

Disclosure of Quarterly Financial Results

Different Disclosure Materials for Each Standard

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Annual and Quarterly Securities

Reports

Quarterly Financial Report

Business Report (Calculation documents)

Annual Report (English Financial

Statements)

Standard Financial Instruments and Exchange Act

Securities exchange listing rules Companies Act Optional

Auditor’s Report ○ ― ○ ○

ContentNo earnings forecastsNon-consolidated results included

Earnings forecast includedCF and Segment data optionalNon-essential notes may be omitted

No earnings forecastsNon-consolidated results included

Rearrange and adjust the consolidated financial statements for overseas standard

Rounding of figures

Rounded down to nearest unit

Rounded down to nearest unit

Rounded down to nearest unit

Rounded up or down to the nearest unit

Significant burden on companies -> Possible to unify and simplify reporting standards?

■ Main Financial Reporting Documents

Inefficient Information Disclosure

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Are Japan’s disclosure materials becoming too different from the mainstream?

Clear third-party evaluation standards -> Improvement in overall level. However, this also encourages follow-the-leader mentality.

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70

80

90

100

110

120

130

140

2006 2007 2008 2009 2010 2011 2012

＜ Number of Pages in Benesse Holdings’ Annual Report ＞

Increase in content has increased page content each year.

＜ Overseas Corporate IR Websites ＞

Overseas corporate IR websites display strong individual character.

Inefficient Information Disclosure

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↑OverweightMarket Neutral

↓Underweight

Is there scope for additional investment?

Majority of major Japanese investors are significantly over-weighted relative to stock index compositions

13 companies The top two ranking investment firms have especially large holdings.

84 companies

High proportion of growth fund investors-> Sensitivity to movements of retail investors

＜ Shareholding by Japanese Investors ＞ ＜ Shareholding by Overseas Investors(by Investment Stance) ＞

Overseas Investors are Becoming More Important

Total amount of investment

Investor Targeting

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Shift to Investor Targeting

Investors move quickly, so data is not always current Investors cannot be grouped together by affiliation,

investment stance, or regionHave we truly ascertained investors’ needs?

Information Sources- Securities companies- Shareholder identification

surveys- IR support companies

Decision Points- Shareholder/non-shareholder- Number of shares and duration of holding

- Affiliation, investment stance- Asset scale- Other investments held

×

Issues

Investor Targeting

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How will IR respond to SRI, which is growing more important?

SRI Index or Fund Rating OrganizationDJSI World SAM (Switzerland)FTSE4Good EIRIS (UK)

Global Challenge Index Oekom research (Germany)Hanover stock exchange

ASN Sustainable Equity Fund ASN Bank Selection CommitteeNatural Environment Protection Fund (Oze Kiko) IntegrexSRI Japan Open (Good Company Fund) The Japan Research InstituteSocially Responsible Investment Fund (SRIPlan) Integrex

Japan Stock SRI Fund The Japan Research InstituteMitsubishi UFJ SRI Fund (Family Friendly Fund) The Good BankersSompo Japan Eco Open NKSJ Risk ManagementSompo Japan SRI Open-Mirai no Chikara NKSJ Risk Management, IntegrexSompo Japan Green Open-Bunanomori NKSJ Risk ManagementDaiwa SRI Fund Integrex

＜ Main Indexes and Funds that Include Benesse Holdings as a Component ＞

Investor Targeting