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MINISTOP CO., LTD. MINISTOP CO., LTD. 1-5-1 Nakase, Mihama-ku, Chiba City, Chiba 261-8540 Tel: 81-43-212-6471 Fax: 81-43-212-6746 URL: http://www.ministop.co.jp/ ©2008 MINISTOP Co., Ltd. 08.10

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Page 1: MINISTOP CO., LTD. - thepapertreeacademy · PDF fileMarch 1982 Joined Ministop Co., Ltd. ... Vision Value Mission ... that our point system, which awards shoppers based

MINISTOP CO., LTD.

MINISTOP CO., LTD.1-5-1 Nakase, Mihama-ku, Chiba City, Chiba 261-8540

Tel: 81-43-212-6471 Fax: 81-43-212-6746

URL: http://www.ministop.co.jp/©2008 MINISTOP Co., Ltd. 08.10

Page 2: MINISTOP CO., LTD. - thepapertreeacademy · PDF fileMarch 1982 Joined Ministop Co., Ltd. ... Vision Value Mission ... that our point system, which awards shoppers based

1

President’s Message

1

Management Philosophy of MINISTOP

challenges. Retailers need to adapt to structural social

changes, diversifying customer values, and competition

with other retail formats. This competition is producing an

unforgiving operating environment in which retail chains

unable to earn customers’ support will be forced out of

business.

To succeed, we will reinforce our competitive edge

by building on the “Combo Store” format that we have

refi ned since the fi rst MINISTOP opened. One way is by

developing even more in-store fast food menu items. In

addition, we are rolling out a new Combo Store format.

Capturing synergies with the ÆON Group, Japan’s

largest retailing organization, will also be pivotal to our

success. For example, MINISTOP will increase the use of

WAON, the ÆON Group’s e-money, to offer customers

greater convenience. We will further differentiate our stores

by selling many original products, including products sold

under the TOPVALU brand.

Going one more step, we created a unique store

personnel training system called the Yellowtail Program.

This gives our stores another way to overcome even

greater competitive challenges. We are now upgrading this

program to make store personnel more skilled in serving

customers and improving the selection of merchandise.

The aim is to achieve even greater customer satisfaction.

MINISTOP will continue to take on new challenges. We are

strongly committed to working with our franchised store

owners in order to create stores that can earn the trust

and support of our customers.

Since its inception, MINISTOP has distinguished its

operations from those of other chains by operating

“Combo Stores,” which combine the conventional

convenience store and in-store prepared fast food

retailing models. We have used this strategy to grow

while achieving the highest gross profi t margin in the

convenience store sector. Convenience stores in Japan

face many challenges. The most serious are the nation’s

declining population and the falling number of children as

the population ages. We must also overcome many other

Nobuyuki Abe President and Representative Director

Born in Niigata Prefecture

March 1982 Joined Ministop Co., Ltd.

March 1997 General Manager, Development Div.

May 1997 Director

March 2001 General Manager, Operations Div.

March 2005 General Manager, West Region Business Div.

May 2005 Managing Director

March 2007 General Manager, FC Support Div.

May 2008 President and Representative Director (concurrently General Manager, FC Support Div.)

PROFILE

The goal of MINISTOP is to work with franchised store owners in order to create stores that can earn the trust and support of our customers.

President and Representative Director

Mission

Vision Value

Mission

Contribute to the health, peace of mind, and convenience of each MINISTOP customer in their everyday life.

Differentiate MINISTOP from competitors through a strategy of combination, and strive for growth and prosperity together with people who value independence.

Vision

The 21st Century will be the age of MINISTOP. Establish the MINISTOP brand image at home and abroad as the symbol of the highest quality

Combo Store, renowned for convenience and delicious food.

Value

◎ Placing the customer first ◎ Adapting to change ◎ Emphasizing in-store performance ◎Harmony with the community ◎ Respecting people ◎ Fairness ◎Having fun

C O N T E N T S

MINISTOP Brand Combo Store . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2

Winning Customers’ Hearts with Our Products and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4

Store Backup through Information and Logistics Systems . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

Environmental Protection and Social Activities . . . . . . . . . . . . . 10

Process of Store Opening —Following up on new store openings. . . . . . . . . . . . . . . . . . . . . . . . 12

Franchise Contract . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15

Introduction to the MINISTOP Education System. . . . . . . . . 16

Profile of ÆON Co., Ltd.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20

Corporate Data. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22

Messages from FC Owners. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24

Headquarters FranchisedStores

Our Satisfaction is Derived from the

Satisfaction of Our FC Owners.

We hope to share the satisfaction and joy of

managing MINISTOP stores with every single

franchised (FC) store owner. Toward a common

goal, we will progress together to take the next

step forward.

MINISTOP’s purpose is to deliver original products

and services that satisfy our customers through the

convenience store business. However, before reaching

that point, we consider it a major precondition that FC

owners feel satisfied and happy managing MINISTOP.

Giving serious consideration to building a system for

making that happen, and putting it into practice—that is

the role we play as we walk hand in hand with FC owners.

MINISTOP values this partnership approach. We do not

force our corporate logic on anyone, but hope instead to

maintain a relationship in which we share the same goals

as our FC owners and work together by giving our best to

each other toward that goal.

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2 3

Aー Soft serve ice cream freezer

—Easy operation

Bー Kitchen space

— Uniquely designed for the Combo Store

Cー Eat-in corner

— Customers can immediately enjoy foods purchased onsite.

Dー Merchandise gondola

— Specially designed for its conspicuous, easy-to-take purpose

Eー Walk-in chiller

— Easily manages inventory

Fー Open case chiller

— Ensures the freshness of chilled foods

Sales breakdown by product group (As of the end of February 2008)

In-store prepared fast food:

8.7%

Processed foods,Beverages:

Centrally preparedfast food:

19.3%

12.1%

Dairy products,Chilled foods, Frozen foods, Bread:

48.3%

4.0%Household goods:

7.6%

Books and services:

MINISTOP means, “to drop in just for a

moment.” The logo represents our desire to

provide home-style warmth and comfort by

modeling a house amid trees.

Pylon sign

—Easily identified even from a distance

C

D

E

F

B

A

Only one in the industry. The unique style of “Combo Stores.” The biggest distinction between MINISTOP and other convenience stores lies in the fact that we are

not just a convenience store, but a Combo Store. A Combo Store is a business style that integrates

a convenience store with a fast food shop. In addition to regular convenience store goods, we

characteristically offer an original menu of fast food including soft serve ice cream, parfaits,

pita sandwiches, X-Fried Potatoes and chinese steamed buns. The greatest advantage

of this unique style is the high gross profit margin that gives a boost to store

management. Stores are set up with an Eat-in corner that is a distinctive

feature of a Combo Store, so customers can immediately enjoy

their freshly prepared fast food and purchased products.

MINISTOP Brand Combo Store

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4 5

We are delivering health, peace of mind and convenience by providing products and services that customers will love.Central to the Combo Store concept is providing a rich array of new products in response to customers’

needs as quickly as possible. We deliver fast food known for its superior taste and freshness, and high

quality, safe convenience store goods to our customers. For example, to be responsive to customers’ food

preferences, we carefully select production sites and ingredients, and offer products that are reasonably

priced without compromising taste or quality.

Winning Customers’ Hearts with Our Products and Services

Fast FoodFast food generates high profitability for the FC stores.

All of MINISTOP’s fast food offerings are flavorful and fresh. We are proud of the variety in our original menu—from the ever

popular soft serve ice cream to new products made of selected materials featuring a rich mixture of raw materials directly

imported from abroad—which has distinguished MINISTOP as the premier Combo Store over a broad customer base.*Not available in some areas.

Cold DessertsMINISTOP is famous for its soft serve

ice cream. Fine quality fruit parfaits

and summer Halo-Halo specials are

also popular.

FoodsMajor foods like jumbo pita

sandwiches with juicy chicken and

succulent shrimp earn customers’

satisfaction.

Developing products that our stores are proud to stockProduct Development

Keiko Fujii Assistant Manager, Cold Dessert Sec., Fast Food Development Dept., Fast Food Merchandising Div.

Developing new fast food products begins with researching rival products and making taste and

ingredient decisions based on market research, such as identifying the most popular candy and

fruits of the season. Procuring raw ingredients and coordinating factory production lines is integral.

The most time-consuming step is creating the distinctive flavor that MINISTOP is known for. In

some cases, we have over 100 samples, and it can take over a year to settle on a flavor. We plan

to continue our dedication to flavor and ingredients in order to develop products that our stores

will be proud to sell.

MINISTOP’s abundant selection of fast food products

Major cold dessert products

Soft Serve Ice Cream AVanilla Soft Serve Ice Cream BBelgium Chocolate Soft Serve Ice Cream CBelgium Chocolate and Vanilla Soft Serve Ice Cream

Parfaits DApple Mango Parfait EPudding Parfait FCondensed Milk and Strawberry Parfait

Halo-Halo GLemonade Halo-Halo HGreen Tea with Red Beans Halo-Halo IApricot with Lychee Halo-Halo

Cold Desserts

Snacks

Major foods products

Pita Sandwiches ABlackened Chicken BShrimp with Thousand Island Sauce

Hot Dogs CHot dog

DHot dog with Cheese Sauce and Spicy Chili Sauce

Foods

A

B C

D

E F

G

H I

SnacksFried potatoes, fried chicken, Chinese

steamed buns. A rich variety of snacks

to satisfy lighter hunger cravings.

A

B

C

D

*Part of sold products.

Major snack productsAX-Fried Potatoes

BSpicy Fried Potatoes

C Fried Chicken Seasoned withSpices

D Fried Octopus Dumplings with Sweet and Spicy Sauce

EJapanese Style Hot Plate Pizza

FHandmade Chinese Steamed Bun

G Chinese Steamed Bun Filled withRed Beans

A B

C

D

E

F

G

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6 7

● Internet Delivery Service ●

MINISTOP has begun an internet delivery service which allows customers to pick up products that they have bought at various online shops from our stores. Our main business partners are used-book dealer E-Bookoff, online catalogue stores Cecile and Dinos, and bookseller Rakuten Books.

SERVICESWe are expanding our services to attract more customers than ever.

One of the reasons behind MINISTOP’s popularity with customers is the wide variety of services offered over the counter. We

provide a varied range of services essential to daily life, such as payment services for utility bills including electricity and gas,

and accepting orders for parcel delivery.

Winning Customers’ Hearts with Our Products and Services

Convenience store goodsWe work diligently to develop original products that accurately respond to market trends.

Convenience products are essential to our customers’ everyday lives. MINISTOP distinguishes itself from competitors by

offering a full selection of high-value products from ÆON Group, while also focusing on an original MINISTOP line.*Not available in some areas.

We are ÆON

First in the industry! Presenting fair trade products.Fair trade means providing fair prices to those who provide our raw ingredients, eliminating child labor,

and conducting fair interactions at all levels of production. We released the world’s first fair trade

canned coffee in October 2006, and now in 2008 we are proud to introduce a fair trade orange juice

line, already popular in our stores. These two new TOPVALU products have received international fair

trade certification.

We are ÆON

Introducing WAON at all store locationsMINISTOP now offers ÆON’s electronic money WAON

service at all locations. With WAON, payment is easy

with just a single touch, offering a heightened shopping

experience to customers. Additionally, we believe

that our point system, which awards shoppers based

on their purchase amount, will attract customers to

MINISTOP.

Credit Card

Benefits include a 5% discount on purchases made on

Saturdays in MINISTOP stores in Japan (by December 27,

2008). Aside from the ÆON Card, customers can also use

VISA, JCB and MasterCard for their purchases at stores.

In 2008 ÆON released a new JMB card with WAON and JAL

mileage bank functions.

ÆON’s Private Brand TOPVALU

TOPVALU is an ÆON private brand that

helps customers meet their basic daily

needs. Products incorporating safety

and consideration for the environment

as well as providing value and savings to

the customer are sold at MINISTOP and

other outlets of group companies.

Original Products

MINISTOP has a head start on the convenience industry

with our line of chilled, refi ned sake. We are involved from the

very early stages of rice cultivation, and are committed to

achieving the fi nest quality. We have also developed original

sake-friendly snacks, and our delicious Snack Laboratory and

Maestro Coffee Master series.

Open-case chillers

We offer select seasonal products in our open-case chillers.

We boast a diverse lineup—from enticing desserts that beg to

be enjoyed, to juicy grilled hamburger boxed lunches.

Counter Services

●Yu-Pack

●Preken (prepaid card, a type of electronic money)

●Color copy service

●Industrial waste and bulk garbage processing tickets

●FAX service

●Telephone card

●Internet Delivery Service

●Payment service • Telephone bills (fi xed-line and cellular phones) •Credit card payments

•Mail order purchases • Electricity fees •Gas fees

•Water fees •NHK licence fees

• Public funds (national pension premiums, automobile tax, light vehicle tax, property tax, inhabitant tax, national health insurance premiums and others)

•Online payments • SmartPit

Shopping with electronic money

Saved pointExchange to

electronic money

◎ ÆON cards are issued by the ÆON Credit Service Co., Ltd.

*As of the end of May 2008

●Advance orders and sales at the shop • Year-round catalog gifts • Advance order bento

•Osechi (festive food prepared for the New Year)

•Rolled sushi for Eho (lucky direction)

•Mother’s Day and Father’s Day gifts

•Mid-summer gifts • Year-end gifts •Christmas cakes

•New Year’s greeting card printing

●ATM banking

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8 9

Headquarters

Informationtransmission Order

MINISTOP stores

Supplies Supplies

Shipmentof orders

Shipmentof orders

Communication

Shipping

3 times daily

Temperature-controlled center

¡Lunch boxes and rice balls¡Chilled beverages ¡Desserts, Prepared dishes

Ambient temperature center

1–2 times daily

Direct delivery service

¡Certain breads¡Ice cream ¡Frozen foods ¡Newspapers and magazines

3–6 times weekly¡Alcohol and soft drinks¡Confectionary ¡Processed foods and non-food items

Delivery ofgoods

Delivery ofgoods

Delivery ofgoods

Machines used in stores with explanatory comments

Telecommunication and Logistics Network

Store Backup through Information and Logistics Systems

With advanced systems designed to meet the needs of customers, we are able to efficiently and effectively fill orders, handle shipping and make purchases.Customers in which sex and age group purchased what kinds of products and services, when, and in what

quantities—MINISTOP utilizes a POS system based on cutting-edge Information Technology (IT) to grasp and

analyze valuable data that will shape our future product lineup and marketing strategy. We have also simplified the

processes involved in receiving, ordering and returning goods at the store, helping to achieve higher efficiency.

Furthermore, instead of limiting information to a single store, we can enhance the competitive strength of stores

by referring to local sale trends and the best practices of other MINISTOP stores.

a

b

c

d

a Graphic terminal (GT)Orders can be made while attending to the sales floor. Sales trends, including the

identification of fastest moving items and sales records, can be recognized at a glance.

b Handy terminal (Receiving inspection terminal)

A compact, lightweight and easy-to-use terminal. Delivered goods as well as those to

be returned can be quickly confirmed.

c POS registerCheckout for various goods or services can be performed effectively using a bar code

scanner or a touch-panel; customers are served quickly with little or no waiting time.

d Store controllersA computer system responsible for centralized control of peripheral equipment such

as graphic terminals, receiving inspection terminals and POS registers. It covers a

broad range of store operations from product ordering, delivery confirmation and

marketing analysis to retail price change processes and salary calculations. The

system is highly functional but simple to use, enabling easy operability for anyone.

We are enhancing our synergy with ÆON Group companies.Synergy

MINISTOP, by cooperating with business partners in the family of ÆON companies, is

enhancing Group synergy. Lunch boxes and sandwiches developed by MINISTOP are

sold at retail stores in the ÆON Group. We are working jointly with ÆON to procure raw

ingredients and prepare certain salads and prepared dishes.

In addition, original instant noodles and chilled beverages are offered for sale at ÆON-

affiliated stores. Even disposable chopsticks offered to customers are jointly procured

with ÆON, with whom we share manufacturing facilities and processes to reduce costs.

We also contribute to the development of the ÆON private brand TOPVALU, expanding

the product items we offer, which has helped us create a product lineup supported by

customers.

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10 11

Celebrating the 200th cleanup of

Ueno Park

MINISTOP employees and affiliates, along with their families and friends, periodically organize cleanup events in Ueno Park. October

2008 will mark the 200th event. These cleanup events, which were initiated in 1992 and have continued to this day, are an expression of gratitude returned to our customers.

Environmental Protection and Social Activities

We are involved in various socially and environmentally conscious activities in the local communityThrough numerous efforts rooted in local communities and various environmentally conscious activities,

MINISTOP aspires to create stores that can be trusted by their customers and neighborhoods.

Enviromental Report Social Report

A Completed Food CircleMINISTOP is expanding its program to recycle leftover food products by turning them into reusable

raw ingredients. Up to this point, collected leftover products were processed into formula feed, which

was provided to hog farmers. However in April 2008, we completed the circle by offering new pork

products originating from pigs raised on this feed; our waste has been “reborn” into new merchandise.

To provide customers with safe products, rice

balls and lunches that pass their sell-by date are

disposed of as leftover food. MINISTOP treats

these products as “reusable resources,” and

since 1998 has undergone various composting

experiments. Currently we provide these

resources for the production of hog feed mainly

in the Kanto Region.

This complete recycle loop begins with the

everyday collection of leftover food products

from each store, followed by transportation

via refrigerated trucks (to preserve freshness)

to recycling plants in Chiba and Kanagawa

Prefectures, where the leftovers are turned into

safe formula feed for pigs. The pigs raised on this feed in

hog farms in Chiba are then used for our Petit Minced Pork-

Cutlet Nori Boxed Lunch.

We have expanded this food recycling program to 260

stores (as of February 2008) in the Kanto region, and plan to

continue expansion to Aichi Prefecture and beyond.

Communicating Japan’s forest problems with chopsticks

Through the proactive use of domestic lumber, MINISTOP has formed a cooperative with the Forestry Agency in their “Kizukai Undo” (Tree Awareness Movement) to support domestic forestry, and is the first convenience store in Japan to

offer the “Go yen no kizukai” (5 yen to care for our trees) chopstick line from domestic lumber, which are available in approximately 1,000 stores (as of February 2008). Additionally, with the “Dokodemo my hashi” (portable chopstick) set, we are proud to contribute to a lifestyle that prevents global warming.

17 years of Circle of Flowers

MINISTOP cooperates with a program hosted by the Foundation for Flowering and Greening. The program’s goals are to encourage children to think about the importance of life through planting flower and tree seedlings, and to increase flowers and greenery in schoolyards and classrooms. In 2007—its 17th year—MINISTOP sent flower and tree seedlings to 1,000 elementary schools with donations from our customers and a percentage from our soft serve ice cream sales.

Food Recycle Loop

Food resources as waste products of individual stores

Daily collections with special refrigerated trucks to preserve freshness

Safe production of formula feed at regeneration/recycling facilities

After meat processing, production and sale of boxed lunches

Petit Minced Pork-CutletNori Boxed Lunch

Providing formula feed to hog farmers

Building strongholds for safe community

living: the “Safety Station” activity

MINISTOP is involved with the “Safety Station” activity together with Japan Franchise Association member convenience stores.In addition to strengthening safeguards against crimes such as robbery and shoplifting, we report on disasters, accidents and medical emergencies, and respond to the needs of women and children for shelter. These activities are important for safe community living.

375 elementary and junior high

school students got educational work

experience

The “MINISTOP Child Internship Program,” which provides elementary and junior high school students with educational work experience, accepted 375 students from 129 schools in fiscal 2007. The program started in 2005 with the goal of instilling gratitude toward workers in young people through hands-on work experience in greeting, customer service, cleaning, and stocking items.

Active Involvement in Food SafetyMINISTOP considers food safety an important part of its CSR, and is actively involved in maintaining

product quality, from the procurement of raw ingredients to in-store hygiene standards. We have notably

expanded our in-store checklist management of food and product expiration dates from fast food to all

general products. We make continuous efforts to provide our customers with complete peace of mind.

As incidents of food

deception shock the

public, and food safety

and security rise as

a common concern,

MINISTOP has taken

a tough stance on

ensuring quality

standards at every level;

from selecting safe

raw ingredients and production plants to enforcing hygiene

regulations in both production and store locations.

Our treatment of raw ingredients not only meets all food

health laws and other applicable laws, but we implement an

array of additional inspections and tests based on company

standards.

When choosing our production partners, we conduct prior

tests based on company standards, and also conduct fi eld

research to track the route of raw ingredients. Additionally,

we conduct factory hygiene inspections twice a year through

a third party institution.

Last but not least, we pay great attention to hygiene

management in our stores, where we come face-to-

face with our customers. In addition to product expiration

management, we conduct kitchen hygiene inspections more

than twice a year, and strictly check the cleanliness and

hygiene of cooking utensils and other equipment with an all-

inclusive and objective 4-category monitoring approach. It is

our goal to maintain the valued trust of MINISTOP customers

that we have earned over the years. We promise to continue

providing safe and secure products.

◎ For details, please refer to “MINISTOP CSR report 2008” and the URL below.

http://www.ministop.co.jp/eco_social/index.html

Our commitment to preventing global warming

MINISTOP’s main source of greenhouse gas emission is electricity. In efforts to decrease the amount of electricity used, we have implemented energy-saving equipment through the “leading runner approach,” and have actively introduced inverter and low-pressure controllers.

What is leading runner approach?

The concept that product makers should treat the

highest-performing energy conservation products as

the minimum standard in developing new products.

Through the implementation of these products, we

can expect great energy conservation results.

This complete recycling loop has been a hit with affiliated plants and farmers that we work with. When we first tried to turn leftovers into hog feed, there were problems with the pigs not eating it, etc., but with refined experience and knowledge, we have finally established a system. We would like to further expand this program.

From a person in charge

Hideaki Noguchi Environment Promotion, CA promotion Dept., Managing and Planning Div.

While of course it is our job to maintain quality standards and gain the trust of our customers with consistently safe products, it is important to create a system where those standards can be thoroughly and continually met. All departments work together to create a MINISTOP that our customers can trust.

From a person in charge

Shigeru Masuda Assistant Manager, Quality Control Sec., Merchandising Div.

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12 13

Process of Store Opening—Following up on new store openings

◎ We consider it a vital and important duty to precisely and succinctly explain the substantive contents of the franchise contract to potential franchisees. In order to develop personnel capable of understanding the needs of potential franchisees with the ideas and motivation required to engage in problem-solving, we have established certification system for the position of “FC Contract Officer.”

◎ An eight-day cooling-off period is applied, including the date of the contract signing.

Z Strategy13

Visit customers in the neighborhood door-to-door, prior to the store opening.

Opening14

The successful completion of all preparations: a fully prepared store, in which the owner confidently greets customers with a smile.

Owner training11

Owners must participate in training. For details, please refer to explanations provided in the Flow of Owner Training on page 17.

Preparation for opening12

Job interviews and staff hiring, staff training, preparations for store opening (settings, setting working shifts and other), and registration with related ministries.

Explanation of the contract9

We provide explanations of our statutory disclosure documents, and we will read through the contract together with prospective owners so they can fully understand the contract.

Conclusion of the franchise contract10

Prospective owners will sign and stamp the contract and pay the joining fee within the next three days. We will follow this up with an explanation on preparations to be made leading up to the store opening.

(FC reservation contract system)5

This is a system that provides preferential introduction to available properties.

Property recommendations6

Taking into consideration your own ideas, we propose a possible store plan based on our detailed examination of the location conditions and other factors.

Secondary interview7

An interview will be conducted with the individual in charge of franchising and a final confirmation will be sought.

On-site training8

Prospective owners will gain first-hand experience at an actual MINISTOP store before signing the contract (one day).

カウンターサービスProcess of Store Opening

Following up education after store opening

Follow-up Seminar (1 day)15

The enrollment period is between 3 to 6 months after store opening. An exchange of information with other FC owners will be held, and management strategy will be reviewed.

The Year after Seminar (2 days)16

The enrollment period is between 12 to 15 months after store opening. Looking back on the past year, participants will discuss the issues that lie ahead and reconsider goals.

Contract Renewal Seminar (3 days)17

The enrollment period is 9 to 6 months prior to contract renewal. Participants will formulate a management vision for the seven-year term until the next contract renewal.

Systems for focusing management resources

MINISTOP provides many systems to ensure that after opening, FC owners can feel secure and focus on managing their

business. From accounting support services to mutual benefit provisions, we have a full array of structural support systems for

our franchisees.Accounting support

●Bookkeeping and accounting ●Preparation of an income statement and a balance sheet ●Salary calculation for employees ●Payments for purchasing ●Inventory check every quarter

A Mutual systemMINISTOP will pay all condolence insurance fees in the case of death of FC owners or managers. (From September 2008)

●Condolence money system for FC owners ●Condolence money system for managers ●Accident survivor insurance system●Medical insurance system ●Income guarantee system ●Pension program ●Injury insurance system ●Comprehensive life medical insurance system ●Cancer insurance system ●Care pension insurance system ●Comprehensive life insurance

For detailed information, please refer page 18.

Discussion meeting3

In responding to inquiries from interested parties, we also make certain inquiries regarding preferred locations, family situation (such as helpers), and personal preparations (including financial plans).

Primary interview4

We will seek confirmation on any problems or questions that may have arisen in the course of the discussion meeting (including re-confirmation of owners’ wish to open a FC store).

Inquiries1

To request informational materials or to make an appointment for an explanatory meeting, we accept inquiries through our website or via our toll-free telephone line.

Guidance for management2

We will provide an outline of the MINISTOP franchise system and the MINISTOP store.

Trustworthy support enabling prospective owners to open a store with confidence.MINISTOP provides every aspect of support, including the development of goods and services, management advice, sales promotion, introduction to capital funding, provision of an information system, accounting and mutual benefit systems, while thoroughly surveying location conditions and catchment area. Prior to entering into contracts, we make sure to take plenty of time to educate potential FC owners about the MINISTOP franchise system, such as providing on-site training in existing stores while interacting with customers. Then, once the final decision is made, we conclude the franchise contract. Of course, we provide ample training to fully prepare FC owners prior to the store opening.

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14 15

Post Store Opening Support Structure

Communicating with FC Stores

¡Data analysis, sorting and distribution by staff in each division.¡Weekly operations meetings and regional operations meetings for sharing product information and best practices.¡Sharing feedback from customers.¡Obtaining latest information through hand-held data devices.

We are building an organizational

structure geared to local communities

to reinforce localized strategies by

providing products and services that

are the best match for customer needs

in each locality. Our 12 nationwide

operational bases offer powerful

backup for FC owners.

Business bases

Tohoku Business Dept.

Tokyo Business Dept. II

Shizuoka Business Dept.

Tokyo Business Dept. I

Aichi Business Dept.

Gifu / Mie Business Dept.

Kinki Business Dept.

Shikoku Business Dept.

Ibaraki / Tochigi Business Dept.

Saitama / Gunma Business Dept.

Chiba Business Dept.

Kanagawa Business Dept.

We deliver the latest information.

Headquarters Reliable backup system

FC stores and the Store Advisors (SAs) together prepare precise plans for sales and merchandise layout.FC stores

We collect information on fast-movingitems and best practices.

Advanced IT system for providing additional support for store operationsSystem Support Specialist

Tatsuya Tsubota Accounting Sec., Systems Dept., Systems Div.

Supporting seamless communication with FC owners with the power of IT.

In the Systems Department we help our stores run smoothly on a daily basis through system

building and support, and network operation. For example, is the store’s order data being sent

properly? Is the sent data reaching the vendors? Is acceptance data for scheduled shipments

reaching the stores in time? We check all the steps before the goods are delivered to the store. While

this seems like routine work, it is actually very important to prevent mistakes from occurring.

One of the projects we are working on currently is electronic money. An important task for the

system department, and for me, is how to get customers to use increasingly diversified services such

as WAON and Suica in a manner that will improve store operating efficiency.

Aiming to create stores with FC owners that customers will love.Store Advisor

Reiko Ohto Saitama-West Area, Saitama / Gunma Business Dept. East Region Business Div.

A store advisor’s job is to, hand-in-hand with the FC owner, create a store that will be popular. Along

with understanding business conditions from financial statements, we communicate various ideas

for improvement regarding employees and the selling floor arrangement. While we always have the

same goals as the owners, which is to make a good store, there are times when we have different

views about how to achieve them.

Aiming to develop information transmission facilities to area stores and create communication nodes.Store Development Specialist

Koichi Harada Kanagawa Area, Kanagawa Business Dept.

It is rewarding to hear “we’re so glad we became MINISTOP franchisees” from FC owners and

“the opening of MINISTOP has made life more convenient” from customers. The job of a Store

Development Specialist is to brainstorm with franchisee candidates to create new stores that

will meet the needs of neighborhood customers. While the convenience store business is a retail

endeavor, what customers really want these days from us is not just the offering of goods for sale,

but for us to be a source of information for residents and a place where they can communicate.

We set specific and concrete goals regarding the kind of store desired, and devote our complete

resources to supporting FC owners in managing their stores in a manner that appeals to customers.

Franchise Contract

Choose from four different types of contracts to suit your specific plans and circumstances.

S -type

Owner intends to convert an existing retail store to MINISTOP,  or to manage a MINISTOP store on his/her own property.

Building sOwnerInterior/exterior construction cost sOwnerStore equipment cost sMINISTOP

Owner directly manages the store in a building and property owned or rented by the owner.

CL -type

Owner intends to manage the MINISTOP store and can put up the costs of interior and exterior construction.

Building(Security deposit paid) sMINISTOPBuilding(Rent) sMINISTOPInterior/exterior construction cost sOwnerStore equipment cost sMINISTOP

Owner pays for the interior and exterior construction cost and manages the store prepared by MINISTOP.

Age requirements

Ownership and responsibility Ownership and responsibility

Royalty

Ownership and responsibility Ownership and responsibility

Royalty Royalty Royalty

Age requirements Age requirements Age requirements

30% of gross profit on sales (monthly basis)(for 24-hour operations)

Variable gross profit on sales (monthly basis) methodPortion of ¥3.6 million and less: 36%Portion of more than ¥3.6 million: 58%

Owner intends to manage the MINISTOP store but cannot put up the required capital money.

Over 20 years old

( This contract is limited to a married couple, ) or cohabitating parent/child or siblings.

Owner manages the store, which isprepared by MINISTOP.

Variable gross profit on sales (monthly basis) methodPortion of ¥3.6 million and less: 36%Portion of more than ¥3.6 million and ¥4.5 million and less: 70%Portion of more than ¥4.5 million: 73%

SL -type

Owner intends to manage the MINISTOP store and can put up the required capital funding.

Owner directly manages the store, which is prepared by and rented fromMINISTOP.

30% of gross profit on sales (monthly basis)(for 24-hour operations)

ML -type

There is no age limit for contractors. However,two full-time store employees over 20 years old are required.

Building(Security deposit paid) sOwnerBuilding(Rent) sOwnerInterior/exterior construction cost sOwnerStore equipment cost sMINISTOP

◎Required joining fee will be ¥2,550,000 (¥1,500,000 for deposit and ¥1,050,000 for opening preparation expense), including tax. In addition to the above, you will be required to prepare an amount that covers living and transportation expenses for a two- to three-month period including pre-opening training and after the opening.

FC gross income guarantee

We guarantee the amount of 21 million yen a year to the FC store as minimum FC gross income (for 24-hour operations).(The headquarters makes up the difference when the FC gross income does not reach the guaranteed amount in a given year.)

Guarantee system

Specific requirements Specific requirements Specific requirements Specific requirements

Building(Security deposit paid) sMINISTOPBuilding(Rent) sMINISTOPInterior/exterior construction cost sMINISTOPStore equipment cost sMINISTOP

Advantageous royalty for the FC storeThe royalty in S-type and SL-type contracts is 30% (For 24-hour operations) of gross profit on sales, reflecting MINISTOP’s desire to motivate FC owners.

A short-term contract for seven years A short-term contract of just seven years provides flexibility for any potential change in circumstances after entering into the agreement.

Encouragement of contract upgrades and multiple store management

Upgrades from ML to CL / SL and from CL to SL are possible.Possibility of business expansion through operation of multiple stores.

Advantages of MINISTOP Franchise Package

Net profit guarantee (Limited to the new store opening under ML-type and CL-type)

For the month of opening and the following two months, the headquarters makes up the difference when FC’s net profit is less than ¥380,000 a month (calculated daily during the month of opening).

Monthly FC gross income guarantee (Limited to the new store opening under ML-type and CL-type)

For eight months after the month that the net profit guarantee expires, we guarantee the FC store a monthly gross income of ¥1,800,000 excluding disposal, the maximum amount of such disposal is ¥400,000. This will expire when gross profit on sales exceeds ¥3,400,000 for two successive months after the net income guarantee expires.

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16 17

Introduction to the MINISTOP Education System

MINISTOP Education System

● QualityThe quality control focus is on controlling freshness, sanitation

and temperature.

● ServiceIn order to maintain the top priority on customers, MINISTOP

advocates three service principles: “Smile,” “Speed” and

“Friendliness.”

● CleanlinessThe cleanliness of stores is maintained at the same level as when

they first opened, in order to make customers feel comfortable

while shopping and to ensure the safety of merchandise.

●Merchandise assortmentA variety of fresh merchandise is available at the time and in the

quantity desired by customers.

Service

Quality

Cleanliness

Merchandiseassortment

Flow of Owner Training

MINISTOP offers help in raising the level of FC owners through pre-opening training as well as various training and

educational opportunities after store opening. FC owners will learn about the entire operational process including checkout

service, fast food processing, placing orders and staff training.

Before contract signing

◎ On-site training (one day)

We provide on-site training prior to signing the FC contract. Training takes place at the

nearest directly-managed store and includes simple checkout service and fast food

processing. This allows for a smooth transition to training provided after signing the

contract.

Pre-opening period after contract signing (a month and a half )

◎ Operation Training Step 1: Training center seminars (fi ve days)

① MINISTOP’s basic corporate philosophy and the ÆON Code of Conduct

② The Four Basic Principles

③ The basics of service (checkout service and fast food processing)

④ Cash register operation

⑤ The basics of operation (written and on-site exams)

Step 2: 5-day training at directly-managed training stores and

1-day training at training center

Owners will receive in-depth training on basic operations at an actual store.

● Review of practical in-store training

● Developing staff into a workforce

● Learning the merchandise assortment

● Understanding how to read an income statement, a balance sheet and a profi t sharing calculation

◎ Practice Training Step 3: Training at directly-managed store—Flagship Store (19 days including holiday)

① Receive in-depth training on kitchen sanitation and other late-night operations

② Receive practical education on all ordering operations

③ Learn about the theory and practice of budget formulation

④ Gain in-depth understanding of the store manager’s job

by working as a temporary store manager

Accreditation of Completion: Last Friday of Step 3

① Gain requisite knowledge about being a manager and merchant

② Formulate and announce management vision and environmental targets

③ Learn about preparation and related issues for store opening

◎MINISTOP step-up program◎Job-specific education (Store Adviser education, Development Specialist education, Merchandiser education)

◎FC contract officer certification program ◎ÆON Business School ◎ÆON management education program◎Supervisor education (management training, newly appointed manager training)

◎Postgraduate education program within Japan, ÆON code of conduct education, environmental education and personal information protection education

◎Study seminars for FC owners (twice a year or more)

◎ Exhibition of merchandise & selling floor arrangement◎ Training for new FC owners◎ Education for existing FC owners

Owner education(Education for new and existing FC owners)

◎ Staff education system Introduction of Yellowtail Program (See page 19)

Franchised Stores FC store staff education

Employee education

Headquarters

MINISTOP headquarters takes full responsibility for startup training, follow-up and staff education.You may be a prospective owner attracted to the idea of managing MINISTOP, but unsure if you are up to it. Don’t worry! We

provide detailed educational programs that not only cover training for starting your franchise business but also extend to

follow-up training after you open your store. MINISTOP headquarters will also take the initiative in providing backup for staff

education. In addition, we thoroughly educate our SAs and other MINISTOP employees who support FC owners, so that we

can send personnel with excellent abilities and personal integrity to FC owners.

We emphasize service and cleanliness to maintain stores that are supported and chosen by customers.Today, even convenience stores can no longer survive competition on product lineup alone. We must provide an even higher

quality of service and an environment in which customers can comfortably do their shopping and enjoy their food. Excellent

quality and product lineup are a given. MINISTOP aspires to become the top chain store operator by stressing service and

cleanliness.

QSC+Merchandise assortment

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18 19

FC owners come in all shades and colors, and we support them all cheerfully and unwaveringly.FC Store training

Akira Iwanami Manager, FC Store Training Dept., FC Support Div.

The main goal of FC store training is to provide support to owners so that they can confidently

open their stores and dedicate themselves to their businesses, both leading up to, and after, the

opening. Participants in the training program range from newcomers to the business to experienced

convenience store owners, and to effectively train, we must constantly challenge ourselves to learn

and put ourselves in the owners’ shoes. Above all, we strive to communicate to FC owners that in

business, the customers’ needs take the highest priority.

The market size of the convenience store industry is over 7 trillion yen, and now the convenience

store is one of the major retail formats in Japan. The truth is, there is fierce competition among the upper-ranked chains. We provide

support through training programs so that MINISTOP will become a franchise with a strong base that can stay in the competition.

Training classes for S Staff

S Staff members take charge of the store in the absence of owners or managers. S Staff

members are required to have the communications ability and the self-initiative that is necessary

to act in this capacity. MINISTOP holds S Staff training classes every month, and participants

who successfully complete all four of the training classes set forth below are conferred with a

certification of completion and an YP badge (silver badge). Furthermore, we have also developed

a support system with SAs available on completion of these training classes.

● S Staff 1: Provides instructions on customer service through video recording and discussion (in-store)

● S Staff 2: Engages in role-playing focused on training new staff and responding to specific claims

● S Staff 3: Expiration date management and hygiene management guidance to ensure food safety, importance of fast food sales, and sales plan preparation

● S Staff 4: Prioritization of store tasks, selling floor maintenance, enhancement of understanding of product display logic and techniques

カウンターサービスPost-opening education

Follow-up Seminar (1 day) Enrollment period: 3 to 6 months after store opening

The purpose is to follow up with new FC owners. We look back on events after the opening of the

FC store and ascertain the progress of the management vision. Through the exchange of information

with other FC owners, the seminar leads to goal-setting going forward. The seminar consists of both

lectures conducted by staff from headquarters and group work.

Staff Education

Create attractive stores and realize an environment in which owners can concentrate on

management by turning staff into an effective workforce.To raise the quality of communication with customers and service, it is essential to turn staff into a veritable workforce

through appropriate educational programs. This is also effective in relieving owners from daily business and allowing them to

concentrate on management. MINISTOP does not leave this task to the owners. Our headquarters will offer original know-

how to support owners providing training and education for all staff including part-timers.

The Year after Seminar (2 days) Enrollment period: 12 to 15 months after store opening

Through media presentations on their store’s selling floor, FC owners engage in discussions with

other FC owners. The purpose of this seminar is to look back on the first year of operations and

recognize the strengths and weaknesses of his/her own stores, to identify issues as well as solutions

going forward, and to re-set goals. The seminar consists of lectures on product development,

lectures on creating the ideal selling floor, group work on selling floor arrangement, and setting up

action plans.

Contract Renewal Seminar (3 days) Enrollment period: 9 to 6 months prior to contract renewal

The purpose of this seminar is to exchange opinions with other FC owners, and based on various

types of information, look back on the previous seven years and establish a vision for store

management for the next seven years. The seminar consists of a coaching seminar to improve

in-store communication, analysis of problem areas based on the study of customer data and changes

in the sales data from the previous seven year period, exchanging of opinions with other FC owners,

and presentation of management vision going forward.

Exhibition of merchandise and selling floor arrangement: twice a year (spring & fall)

This is an invaluable study opportunity in which not only FC owners themselves but all of their staff

can also participate. These exhibitions offer information on major products for the spring-summer

and fall-winter seasons and on new products, know-how on display of merchandise for each season,

methods of developing staff into a workforce, and the best practices collected from stores around the

country. They provide a productive opportunity to receive guidance on on anticrime measures and

hygiene management methods and a thorough education on MINISTOP’s environmental initiatives.

MINISTOP expects FC owners to continue striving to raise the quality of their stores and staff even after opening, and

provides various study opportunities for FC owners to ensure their stores will continue to be the customers’ choice.

FC Staff Education Program—Yellowtail Program

MINISTOP follows an original educational

program to enable all employees to remain highly

motivated in their work and steadily improve their

skills. We call it the Yellowtail Program.

The yellowtail is a type of fish commonly

associated with gradual success. We provide a

system in which staff can advance their careers

by learning the required skills in a step-by-step

process and having their progress assessed. This

system nurtures even part-

time staff into an adequate

workforce with abilities and a

sense of management.

Training classes with the

support of headquarters are

conducted in each locale for

staff above the level of S staff.

YP badgeA gold or silver YP badge is

conferred upon staff members

that complete each of the

YP badge training classes,

according to their titles.

B StaffStaff member who is responsible for

executing basic tasks assigned to them(They have completed five days of training)

A StaffStaff member who is responsible for

executing tasks assigned to them

S StaffStaff member who has the responsibility of

running operations smoothly

SS StaffTraining period to become a staff member

with managing responsibilities

Store LeaderStaff member who takes on the responsibilities of the store manager or chief in their absence

Store Manager, ChiefStaff member who takes total

responsibility for store management

Progress

C StaffTraining period to become

a B Staff member(They will attend five days of training)

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20 21

Profile of ÆON Co., Ltd.

Listed simultaneously on Tokyo, Osaka, and Nagoya Exchange second sections in 1974 (listing moved to first section of each exchange in 1976).

ÆON CO., LTD.

Listed on Hong Kong exchange in 1994. A leading general retailer in the Hong Kong district.

AEON Stores(Hong Kong) Co., Ltd. (China)

Registered on the OTC market in 2000. Leading general retailer based in Kyushu area.

ÆON Kyushu Co., Ltd.

Registered on the OTC market in 1996. Simultaneously listed on TSE second section and Sapporo Securities Exchange in 1998 (moved to TSE first section in 2000). General retailer based in Hokkaido area.

ÆON Hokkaido Co., Ltd.

Listed on main board of Kuala Lumpur exchange in 1996. A leading general retailer in Malaysia.

AEON Co. (M) Bhd. (Malaysia)

Listed on TSE second section in 1996 (moved to first section in 1998). Financial services firm with more than 1.29 million members.

ÆON CREDIT SERVICE CO., LTD.

Listed on Hong Kong exchange in 1995. Local subsidiary of AEON Credit Service.

AEON CREDIT SERVICE (ASIA) CO., LTD. (China)

Listed on Thailand exchange in 2001. Local subsidiary of AEON Credit Service.

AEON THANA SINSAP (THAILAND) PLC.

Listed on TSE second section in 1982 (moved to first section in 1984). SM chain based in the Northern Kanto area centered on Ibaraki pref.

KASUMI CO., LTD.

Listed on TSE second section in 1978 (moved to first section in 1984). SM chain centered in the Tama area of western Tokyo with the Kanto region as its base.

Inageya Co., Ltd.Listed on Osaka Securities Exchange second section in 1997. SM chain based in Western Japan.

MaxValu Nishinihon Co., Ltd.

Listed on Nagoya Stock Exchange second section in 1987. SM chain based in Chubu area.

MaxValu Chubu Co., Ltd.

Listed on TSE second section in 2000. Leading SM chain based in Tohoku area.

MaxValu Tohoku Co., Ltd.

Listed on TSE second section in 2004. SM chain based in Chubu and Western Kanto area centered on Shizuoka pref.

MaxValu Tokai Co., Ltd.

Registered on the OTC market in 1995. Leading SM chain based in Hokkaido area.

MaxValu Hokkaido Co., Ltd.

SUNDAY CO., LTD.Registered on the OTC market in 1995. Home center chain in the Tohoku region centered on Aomori pref.

Listed on TSE second section in 1993 (moved to first section in 1996). Convenience store chain combining CVS goods and fast-food services.

MINISTOP CO., LTD.

Belc CO., LTD.Registered on the OTC market in 1994. SM chain based in Saitama and Gunma pref. Became an equity method affiliate company of ÆON on May 2007 at the general meeting of shareholders.

Registered on the OTC market in 1998 Listed on TSE second section in 2001 (move to first section in 2002) .Converted to a stock corporation in November 2005. A drugstore centered on Hokkaido Prefecture.

TSURUHA HOLDINGS INC.Listed on Nagoya Stock Exchange second section in 1988. Listed on TSE second section in 1996 (moved to first section in 1997). Japan’s leading regional chain developing food and drug businesses in the Shizuoka and Kanto area.

CFS Corporation

Established in the Kanto region in March 2006 as a result of the merger between Greencross-Core Co., Ltd. and Iino Co., Ltd.Listed on TSE second section.

WELCIA KANTO CO., LTD.

Listed on the JASDAQ market in 2004. Pharmacy chain in the Chubu and Kinki areas centered on Mie pref.

Medical Ikko Co., Ltd.

Registered on the OTC market in 1998. A drugstore in the Kanto area centered on Ibaraki pref.

Terashima Co., Ltd.

Listed on TSE second section in 2006. A drugstore chain based in four prefectures in the Hokuriku and Joetsu regions centered on Ishikawa Pref.

Kusuri no Aoki Co., Ltd.

Listed on TSE second section in 1977 (moved to first section in 1984). SM chain based in Kanto area.

The Maruetsu, Inc.

Listed on TSE first section in 2002. A specialized SC developer of multi-purpose commercial complexes.

ÆON Mall Co., Ltd.

Listed on the JASDAQ market in 2004. Match-making service that creates happy marriage opportunities.

ZWEI CO., LTD.

Listed on Osaka Securities Exchange second section in 1995. Listed on TSE second section in 1999 (moved to first section in 2000). An enterprise with national reach providing comprehensive maintenance services including facilities management, security and cleaning services.

ÆON DELIGHT CO., LTD.Registered on the OTC market in 2002. Listed on TSE second section in 2003 (moved to first section in 2005). An in-door amusement facilities operator based within Shopping Centers.

ÆON Fantasy Co., Ltd.

Listed on the NASDAQ exchange in 2004. Provider of back office support services.

CERTO Corporation

Registered on the OTC market in 1994. Listed on TSE second section in 2002 (moved to first section in 2004). A leading liquor store.

YAMAYA CORP.

Listed on Nagoya Stock Exchange in 2000. A national shoe store chain.

TSURUYA SHOE STORECo., Ltd.

Registered on the OTC market in 1995. A "young and casual" fashion and household goods chain catering primarily to teens.

BLUE GRASS Co., Ltd.

Listed on NYSE in 1993. Exclusive fashion chain purveying total fashion concepts to U.S. women.

The Talbots, Inc. (USA)

Registered on the OTC market in 1990. A casual fashion chain.

COX CO., LTD.

Registered on the OTC market in 1984. listed in TSE second section in 1986 (moved to first section in 1989), A specialty store chain with the planning and retail sales of men's apparel as its primary business.

TAKA:Q Co., Ltd.

Major Group Companies

ÆON Basic Principles

ÆON is a retail group comprising 169 companies in Japan and abroad, centered on operating holding company ÆON Co., Ltd. In 1989 we changed the Group name from the JUSCO Group to ÆON Group, and on August 21, 2001, changed it further to ÆON. Under our long-term goal of establishing management standards that are global in both word and deed, we will endeavor to build a solid group management structure. While pursuing constant innovation towards that goal, we will also fi rmly uphold the unchanging ÆON principle of “placing the customer at the starting point to seek peace, respect human dignity and contribute to local communities.” Ever mindful of the “ÆON’s Corporate Commitment” that serves as a guideline for action towards the realization of our principle, we will continue to contribute in enriching the lives of our customers.

A universal principle for an ever-changing ÆONUnder our principle of “placing the customer at the starting point in pursuing peace, respecting human

dignity and contributing to the community,” which has remained unchanged since the founding of our

Group, we have consistently practiced “customer first.” Now, as we enter the new era of the 21st

century, and a time of significant changes for the Group, we have adopted the “ÆON’s Corporate

Commitment” as a guideline for actions to be taken to give solid shape to our unchanging principle.

We will create a future of limitless promise—an aeon—by transforming daily life through our open,

dynamic approach. Based on our deep commitment to life and living, the enrichment of life and daily

lifestyles constitutes our most important mission. Together with our customers and together with the

community, we will strive towards our goal of a future of limitless promise—the other meaning to the

Latin word “ÆON,” which signifies “eternity.” To become a true driving force for realizing this dream,

we will mobilize the capabilities of the entire Group in an all-out effort to pursue our principles and

continue with our innovation.

Corporate Profile(As of February 20, 2008)

Name: ÆON Co., Ltd.

Date established: September 1926

Capital: ¥198.7 billion

No. of stores: 402

Consolidated Financial Highlights(As of February 20, 2008)

Revenues

’03

3,546,215

4,195,8434,430,285

4,824,7755,167,366

’04 ’05 ’06 ’07

Gross Profit

’03

132,212

146,777

166,105

189,728

156,040

’04 ’05 ’06 ’07

Ordinary Income

’03

131,354

156,099

175,989188,303

166,326

’04 ’05 ’06 ’07

Total Assets

’03

2,609,2712,752,088

2,928,682

3,534,346 3,591,406

’04 ’05 ’06 ’07

(Millions of yen) (Millions of yen) (Millions of yen) (Millions of yen)

No. of employees: 76,624

Company headquarters: 1-5-1 Nakase, Mihama-ku, Chiba City, Chiba 261-8515

Website address: http://www.aeon.info/

Scope of business: Total retail business

Group DataNo. of

Companies:169

No. of stores:

¡GMS: 606 ¡Supermarkets: 1,182 ¡Super Centers: 27 ¡Home Centers: 116

¡Convenience Stores: 3,082 ¡Specialty Stores: 4,504 ¡Food Services, Services: 1,757

● General Merchandise Stores (GMS)

* ÆON CO., LTD.

* ÆON Hokkaido Corporation

* AEON Stores (Hong Kong) Co., Ltd.

* AEON Co. (M) Bhd.

* ÆON KYUSHU CO., LTD.

ÆON SUPERCENTER CO., LTD

AEON Marché Co., Ltd.

MYCAL CORPORATION

RYUKYU JUSCO CO., LTD.

AEON (China) Co., Ltd.

Beijing AEON Co., Ltd.

Guangdong JUSCO Teem Stores Co., Ltd.

Qingdao AEON Dongtai Co., Ltd.

Shenzhen AEON Friendship Co., Ltd.

Taiwan AEON Stores Co., Ltd.

● Supermarkets

* The Maruetsu, Inc.

* Inageya Co., Ltd.

* KASUMI CO., LTD.

* Maxvalu Chubu Co., Ltd.

* Maxvalu Nishinihon Co., Ltd.

* Maxvalu Tohoku Co., Ltd.

* Maxvalu Tokai Co., Ltd.

* Belc CO., LTD.

* Maxvalu Hokkaido Co., Ltd.

KOHYO Co., Ltd

Maxvalu Kyushu Co., Ltd.

AEON(Thailand)CO., LTD.

● Drugstores

* CFS Corporation

* TSURUHA HOLDINGS INC.

* WELCIA KANTO CO., LTD.

* Kusuri no Aoki Co., Ltd.

* Kraft Holdings Inc.

* Terashima Co., Ltd.

* Medical Ikkou Co., Ltd.

Welpark Co., Ltd.

TAKIYA Co., Ltd.

● Home centers

* SUNDAY CO., LTD.

Joy Co., Ltd.

Homac Corp.

● Convenience stores

* MINISTOP CO., LTD.

● Department stores

Bon Belta Co., Ltd.

● Specialty stores

The Talbots, Inc.

Taka:Q Co., Ltd.

YAMAYA CORP.

TSURUYA SHOE STORE Co., Ltd.

COX CO., LTD.

BLUE GRASS Co., Ltd.

Abilities Jusco Co., Ltd.

ÆON FOREST CO., LTD.

ÆON Bakery Systems Co., Ltd.

ORIGIN TOSHU CO., LTD.

Claire’s Nippon Co., Ltd.

Talbots Japan Co., Ltd.

NUSTEP CO., LTD.

PETCITY CO., LTD.

MYCAL CANTEVOLE Co., Ltd.

MIRAIYA SHOTEN CO., LTD.

Mega Sports Co., Ltd.

MEGA PETRO Co., Ltd.

LAURA ASHLEY JAPAN CO., LTD.

● SC development operations

ÆON Mall Co., Ltd.

LOC DEVELOPMENT CO., LTD.

● Financial services

ÆON CREDIT SERVICE CO., LTD.

AEON CREDIT SERVICE (ASIA) CO., LTD.

AEON THANA SINSAP (THAILAND) PLC.

AEON CREDIT SERVICE (M) BERHAD

AEON BANK, LTD.

A·C·S CREDIT MANAGEMENT CO., LTD.

N·C·S KOSAN CO., LTD.

AEON CREDIT CARD (TAIWAN) CO., LTD.

AEON CREDIT GUARANTEE (CHINA) CO., LTD.

AEON CREDIT SERVICE (TAIWAN) CO., LTD.

AEON INFORMATION SERVICE (SHENZHEN) CO., LTD.

PT.AEON CREDIT SERVICE INDONESIA

● Services

* ÆON DELIGHT CO., LTD.

* ÆON Fantasy Co., Ltd.

* ZWEI CO., LTD.

* CERTO Corporation

ÆON CINEMAS CO., LTD.

ÆON Demonstration Service Inc.

ÆON BODY Co.,Ltd.

JUSVEL CO., LTD.

Research Institute For Quality Living Co., Ltd.

Reform Studio Co., Ltd.

Warner Mycal Corporation

● Food services

ÆON Eaheart Co., LTD.

● Merchandise procurement and Food-processing operations

AIC Inc.

AEON GLOBAL SCM CO., LTD.

AEON GLOBAL MERCHANDISING CO., LTD.

AEON TOPVALU CO., LTD.

Cordon Vert CO., LTD.

DELICA SYOKUHIN CO., LTD.

Food Supply Jusco Co., Ltd.

Tasmania Feedlot Pty. Ltd.

● E-commerce businesses

AEON VISTY CO., LTD.

•ÆON 1% Club

•ÆON Environment Foundation

•The Cultural Foundation of Okada

*enterprises offering public stock (As of April, 2008)

The Customer

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22 23

Corporate Data

8,3457,9258,019

8,3477,782

’07’06’05’04’03

Ordinary Income

(Millions of yen)

282,240268,189

260,193252,708245,730

Sales (Including FC stores)

’07’06’05’04’03

(Millions of yen)

85,16184,15584,11179,174

88,180

’07’06’05’04’03

Total Assets

(Millions of yen)

53,70353,01052,183

48,63545,540

63.163.0

51.6

62.061.4

’07’06’05’04’03

(Millions of yen) (%)

Shareholders’ Equity

Shareholders’ Equity Ratio

Corporate Profile (As of end of February, 2008)

Store Expansion(As of end of February, 2008)

Non-consolidated Financial Highlights

Corporate Timeline

Board of Directors(As of end of May, 2008)

Name: MINISTOP Co., Ltd. Date established: May 21, 1980Capital: ¥7,491,533,000No. of stores: 3,082 (including area FCs)No. of employees: 792

Company headquarters1-1 Kanda-nishikicho, Chiyoda-ku, Tokyo 101-0054

Main business office1-5-1 Nakase, Mihama-ku, Chiba City, Chiba 261-8540

OfficesTokyo District OfficeKanda-bashi Yasuda Building,1-1 Kanda-nishikicho, Chiyoda-ku, Tokyo 101-0054Tokai District Office5-10 Tsubaki-cho, Nakamura-ku, Nagoya City, Aichi 453-0015Tohoku District Office90-2 Higashinanabancho, Miyagino-ku, Sendai City, Miyagi 983-0854Kinki District OfficeAzuchi-cho Building, 2nd floor3-4-10 Azuchi-cho, Chuo-ku, Osaka City, Osaka 541-0052

Scope of businessDevelops MINISTOP, convenience store of ÆON Group, which delivers health, peace of mind, and convenience to the daily life of each customer. Forms franchise contracts with business owners who desire to manage MINISTOP stores, and provides with merchandise information and management know-how. At MINISTOP stores, provides services including retailing of products ranging from fast foods, perishables, processed foods, household goods, magazines, and the collection of public utility fees.

Website address: http://www.ministop.co.jp/

Chairman Hiroshi Yokoo

President and Representative Director Nobuyuki Abe

Senior Managing Director Masayuki Inoue

Managing Director Shigeru Tanaka

Managing Director Akihiko Maeda

Director Hisashi Asano

Director Akihiro Fujimoto

Director Morihiko Konishi

Director Takatoshi Ito

Corporate Auditor Hukunobu Hirashima

Corporate Auditor Hiroyuki Hamasaki

Corporate Auditor Kazunori Umemoto

Corporate Auditor Seiji Fujii

May 1980 MINISTOP was established as a wholly-owned subsidiary of Jusco Co., Ltd. Initially capitalized at ¥30,000,000.

Jul. 1980 MINISTOP Okurayama in Yokohama is the first store to open its doors.

Bar code order books and online ordering from mainframe computers was introduced from this very first opening.

Apr. 1981 Held first public bidding for franchises in the Tokyo metropolitan area.

Nov. 1982 Store development begins in the Tokai area.

May 1985 Store network reached 100 stores.

Mar. 1986 Set up MINISTOP Maintenance Center.

Feb. 1987 Completed installation of first-generation POS system in all stores. Shifted over to EOB terminals and a display screen-based order placement system.

Apr. 1988 Set up Network Service Inc., a wholly-owned subsidiary devoted to the task of strengthening the Company’s physical distribution business.

Feb. 1990 Started collection service for public utility fees.

Jun. 1990 Sealed convenience store business-related Technical License Agreement with Miwon Trading & Shipping Co., Ltd. (currently MINISTOP Korea Co., Ltd.) of South Korea.(First store opened in November.)

Dec. 1991 Set up the MINISTOP Green Environment Promotion Club.

Jul. 1993 Listed on the second section of the Tokyo Stock Exchange. Increased capital to ¥4,157,533,000.

Feb. 1994 Store network reached 500 stores.

Sep. 1994 Increased capital to ¥7,491,533,000.

Jun. 1995 Sealed MINISTOP area franchise agreement for the northern Tohoku district with Nakano Business Group based in Hachinohe City, Aomori Prefecture.

Jan. 1996 Sealed MINISTOP area franchise agreement with Lumax Co., Ltd. of Nagasaki, Nagasaki Pref.

Aug. 1996 Listing moved to the first section of the Tokyo Stock Exchange.

Mar. 1998 Installed dual soft serve ice cream server, paving way for sales of flavors other than vanilla.

Store network reached 1,000 stores.

Mar. 2000 Established MMH-EC Service Inc. as joint venture with Mitsubishi Corp. and Hitachi Transport System Ltd.

Sealed Country Franchise Agreement with Gokongwei Group of the Philippines.

Jun. 2000 Marked 100th volunteer cleanup operation at Ueno Park in Tokyo.

Jul. 2000 Opened online shopping site, “e-ministop.”

Mar. 2001 Improved vanilla flavored soft serve ice cream.

Sep. 2001 Introduced the industry’s first real-time integrated transport and delivery control system.

Dec. 2001 Revised package for master franchise contract.

May 2002 Decided to donate 1% of soft serve ice cream sales to Circle of Flowers program.

Jun. 2002 Opened first on-campus store—Musashino University Store.

Nov. 2002 Opened Kagamiishi Parking Area Store, the first convenience store along the Tohoku Expressway.

Mar. 2003 Merged MINISTOP Kinki Co., Ltd.

Jun. 2003 Turned Daesang Distribution & Services Co. Ltd. (currently MINISTOP Korea Co., Ltd.) of South Korea into a consolidated subsidiary.

Jul. 2003 Held presentation of Belgian Chocolate soft serve ice cream at the Embassy of Belgium.

Sep. 2003 Introduced Soft Serve Ice Cream Meister system.

Feb. 2004 Store network reached 1,500 stores.

Mar. 2004 Launched new CL-type FC package.

Undertook MINI Day campaign in a realization of MINISTOP 21 proposal.

Apr. 2004 Turned JR Shikoku MS Networks Co., Ltd. into a consolidated subsidiary.

Jun. 2004 Participated in “CO2 Reduction—Chain of a Million People” campaign which was sponsored by Ministry of the Environment.

Aug. 2004 Absorbed Shikoku MS Networks Co., Ltd.

Cleaning activities at Ueno Onshi Park (Taito-ku, Tokyo) entered its 15th year.

Dec. 2004 Began selling local specialty products at all stores in Chiba pref.

Feb. 2005 Began accepting online applications for Child Internship Program—an educational working experience for elementary school and junior high school students.

Mar. 2005 Donated a portion of sales from rice balls using Koshihikari rice produced by the Chuetsu region in Niigata Prefecture.

Jun. 2005 Began handling Japan Post’s Yu-Pack.

Debuted in Tokushima Pref. Expanded nationwide into 1 metropolitan area, 2 urban prefectures and 23 prefectures.

Aug. 2005 Entered into the “Agreement for people having difficulty returning to their homes during disasters” with eight metropolitan, city and prefectural governments (Tokyo, Saitama, Chiba, Kanagawa, Yokohama, Kawasaki, Chiba City, Saitama City).

Oct. 2005 Full-scale implementation of the “Safety Station” activity.

Nov. 2005 15-year anniversary of the “Circle of Flowers Program.”

Dec. 2005 Released brews made from scratch, “Kubiki Muroka-namagenshu (Unfiltered Unblended Sake)” and “Kubiki Junmai Ginjo Namagenshu (Junmai Ginjo Unblended Sake).”

Sep. 2006 Began the national expansion for “Go yen no kizukai,” disposable chopsticks made from domestic timber.

Oct. 2006 Transition is made to sixth-generation staff uniforms, the first change in six years.

Nov. 2006 Began expanding of electronic money (selected regions).

Dec. 2006 Received certification for Privacy Mark.

May. 2007 First store in Ehime Prefecture; raised store presence to 24 prefectures. Including area franchises, store count reaches 3000.

Aug. 2007 Release of original “Kubiki” sake, with a portion of sales dedicated to victims of the Niigata Prefecture Chuetsu-oki Earthquake.

Sep. 2007 Charity gift presented to Kashiwazaki City, Niigata, for victims of the Niigata Prefecture Chuetsu-oki Earthquake.

Mar. 2008 Debut of ÆON’s electronic money “WAON” in all MINISTOP stores. Completion of food recycle system—release of lunch boxes using pork from pigs raised on store leftovers.

MINISTOP Co., Ltd.Miyagi・・・・・・・・・・・・・・・83

Fukushima・・・・・・・・・52

Ibaraki・・・・・・・・・・・・・・・85

Tochigi・・・・・・・・・・・・・・25

Gunma・・・・・・・・・・・・・・33

Saitama・・・・・・・・・・・157

Chiba・・・・・・・・・・・・・・175

Tokyo・・・・・・・・・・・・・・307

Kanagawa・・・・・・・・134

Fukui・・・・・・・・・・・・・・・・・11

Gifu・・・・・・・・・・・・・・・・・・89

Shizuoka・・・・・・・・・113

Aichi・・・・・・・・・・・・・・・・192

Mie・・・・・・・・・・・・・・・・・・・81

Shiga・・・・・・・・・・・・・・・・・4

Kyoto・・・・・・・・・・・・・・・・33

Osaka・・・・・・・・・・・・・・・73

Hyogo・・・・・・・・・・・・・・・32

Nara・・・・・・・・・・・・・・・・・・9

Kagawa・・・・・・・・・・・・30

Tokushima・・・・・・・・・・8

Ehime・・・・・・・・・・・・・・・・2

N.B.GMS Network Co., Ltd.Aomori・・・・・・・・・・・・・・43Iwate・・・・・・・・・・・・・・・・・・6

MS Kyushu Co., Ltd.Fukuoka・・・・・・・・・・101Oita・・・・・・・・・・・・・・・・・・・1Saga・・・・・・・・・・・・・・・・16

163

1,56

5

1,728

163

1,52

6

1,689

163

1,47

8

1,641

153

1,41

0

136

1,36

9

1,5631,505

Number of Stores(excluding area FCs)

(As of end of February, 2008)■Company stores■Franchisee

’03 ’04 ’05 ’06 ’07

MINISTOP Korea Co., Ltd.Republic of Korea・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・993

Robinsons Convenience Stores, Inc.Philippines・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・・194

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24

Messages from FC Owners

I was interested in running a convenience store, and chose to become a

MINISTOP franchisee because I was attracted by the possibilities of being able

to prepare fast food in my own store in a real commercial kitchen. In operating

the store there were aspects that made me nervous, but the SAs gave me

appropriate advice and at times shared their “excitement and sympathy.” Now I

do not worry and dedicate myself to managing the business.

Day to day, our number one priority is customer service. In hopes of cultivating

a deeper level of communication with customers, our store began to place

samples of our fast food items in front of the register, so customers were free to try them. We started this with the hope that

it would give customers an opportunity to interact with us, and fortunately many customers have reacted very positively.

Also, to raise our level of customer service, we need competent employees. With respect to employee education, we

always try to communicate with them in the workplace. We also proactively take advantage of the “Yellowtail Program,” the

employee education program sponsored by the headquarters.

Additionally, in July we also took part in the “Child Internship Program.” We

had local junior high school students get hands-on experience at the cash

register, cleaning up and making soft serve ice cream. We received letters of

appreciation from the students, and I am hoping that “more children become

fans of MINISTOP.”

There is a lot of appeal to operating a MINISTOP. In the future, we will

continue to have a positive attitude and always aim to be the best, most

beloved store in the neighborhood.

Mr. Koji Kimishima, Mrs. Mikiko Kimishima Ohtawara fujimi Store (Ohtawara City, Tochigi Pref.)

Numerous Appeals of MINISTOP Management

Before becoming a MINISTOP franchisee, I ran a café-restaurant. MINISTOP

offers fast food and there are also a lot of opportunities to communicate with

customers. In the sense of making the most of my past experience, I thought if I

was going to start a convenience store it should be a MINISTOP.

Right about two years after opening, we upgraded our lease agreement

from an ML to an SL type, and at the same time opened a second store. For

the store manager of the second store in Okazaki Miaicho, I decided to leave

the management up to my son with whom I worked together managing our

first store over the past two years. We also hired two staff members with experience working at other stores who proved

invaluable. Since opening the second store, I discuss everything from hot-selling items to staff supervision matters with my

son in managing the business. I am pleased to say that since the opening, we have been able to steadily increase sales.

Each and everyday I find the experience of managing a MINISTOP interesting.

There is a sports park close to the Okazaki Horacho store. We have customers who drop by every year

during the prefectural and national competitions held there. As a result, there is the special appeal of

being able to have contact with customers from outside the prefecture. On the other hand, the Okazaki

Miaicho store has a school in the vicinity, and in response to requests from local customers, we have

taken steps to offer a better product lineup of school supplies.

In the future, we will continue to make communication with customers our priority, and create a store

that is patronized by everyone in the neighborhood.

Mr. Zenichi Nagata, Mrs. Atsuko Nagata Okazaki Horacho Store (Okazaki City, Aichi Pref.)

Mr. Yoshiki Nagata Okazaki Miaicho Store (Okazaki City, Aichi Pref.)

With Family Effort, a Second Store in Only Two Years

Basic Policy

Under our principle of “placing the customer at the starting point in pursuing peace, respecting human dignity and contributing to the

community,” we are aware of the importance of information capable of identifying individuals (hereafter “personal information”). Through

secure management of personal information, the Company protects the rights and interests of individuals.

Measures for personal information protection

In order to fully carry out the basic policy for personal information protection, the company enforces the following measures:

1. All executives and employees are required to comply with the laws and regulations concerning personal information.

2. Establish and enforce internal regulations and operational rules concerning personal information.

3. Implement security measures to prevent and correct the occurrence of problems relating to personal information such as unauthorized

access, loss, tampering, leakage and corruption.

4. Appoint a person responsible for personal information management to accept responsibility and authority in attending to practices and

operations concerning personal information protection, and engage in the strict supervision of personal information.

5. Appoint a person responsible for auditing personal information and have audits concerning personal information performed.

6. Based on results of such audits, improve the internal regulations and operations of the Company on a continual basis.

7. Require cooperation regarding personal information protection from MINISTOP FC stores, each of the area FC companies, business

partners, and other associated entities.

8. This policy will be maintained, by publication on the Company website and in the corporate profile, in a manner where it is always

available for review.

Treatment of personal information

1. At the time of the collection of personal information, expressly state the purpose of the collection and clearly identify the contact person.

Collect personal information only within the scope to which it is necessary.

2. Make use of the collected personal information within the scope of the purpose for which it was collected, with appropriate oversight.

3. Where disclosure, modification, deletion or suspension of usage is sought, promptly respond to such requests within a reasonable

timeframe and within the appropriate scope.

May 21, 2008

Nobuyuki Abe

President and Representative, Director

Ministop Co., Ltd.

Personal Information Protection Policy

Displaying items on the shelf is part of employee education

Communicating with customers through food samples

Father and son in the middle of deciding product lineup