NPSCY Nippon Steel Corporation (PK)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NIPPON STEEL CORPORATION

Notice of the 95th General Meeting of Shareholders

Nippon Steel Corporation

6-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo 100-8071

June 3, 2019

Dear Shareholders:

Eiji Hashimoto

Representative Director and President

Nippon Steel Corporation (Code Number 5401) (the “Company” or “NIPPON STEEL”)

6-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo, Japan

Notice of the 95th General Meeting of Shareholders

We are pleased to invite you to attend the 95th General Meeting of Shareholders which will be held at 10 a.m., Tuesday, June  25, 2019 , at the banquet room TSURU (Banquet Floor (1st Floor), the Main Building), Hotel New Otani Tokyo, 4-1, Kioi-cho, Chiyoda-ku, Tokyo, Japan , the agenda of which is set forth below.

If you are unable to attend, you can exercise your voting rights after reading the “Reference Documents for Exercising Voting Rights” either by returning the Voting Rights Exercise Form by mail or via the Internet, as explained below. When votes are registered by both methods, the vote registered via the Internet will be treated as the vote of record.

(Voting by mail)

Please indicate your choices on the enclosed Voting Rights Exercise Form and return it so that it will arrive at the Company by 5 p.m., Monday, June 24, 2019 (Tokyo time).

(Voting via the Internet)

Please read the “Exercise of Voting Rights via the Internet” on page 17 and cast your vote by 5 p.m., Monday, June 24, 2019 (Tokyo time). Meanwhile, institutional investors can use the Internet voting rights exercise platform operated by ICJ, Inc.

1

AGENDA

Matters to be reported to the shareholders:

Report on operations for the 94th term (from April 1, 2018 to March 31, 2019), consolidated financial statements and non-consolidated financial statements, and reports of accounting auditors and the Audit & Supervisory Board on consolidated financial statements for the 94th term.

Matters for approval by the shareholders:

2

Reference Documents for Exercising Voting Rights

The Board of Directors proposes that the term-end dividend for the 94th term will be paid according to the “Surplus Distribution Policy” described on page 36 as follows:

Cash

40 yen per share        Total payment:    36,880,946,520 yen

Wednesday, June 26, 2019

(Reference)

For more information on dividends per share and dividend payout ratio on a consolidated basis for the 94th Term as well as those trends, see pages 27 and 28.

3

The term of office of all fourteen (14) current Directors ends at the conclusion of the 95th General Meeting of Shareholders. The Board of Directors proposes that thirteen (13) Directors be elected. The candidates for Directors are set forth below.

Mr. Mutsutake Otsuka, Mr. Ichiro Fujisaki and Ms. Noriko Iki are candidates for Outside Directors.

5

6

7

8

9

10

11

12

13

At the conclusion of the 95th General Meeting of Shareholders, the term of office of Audit & Supervisory Board Member Mr. Yutaka Takeuchi ends, and Mr. Katsunori Nagayasu will resign. The Board of Directors proposes that two (2) Audit & Supervisory Board Members be elected. The candidates for Audit & Supervisory Board Members are set forth below.

The submission of this proposal has been consented to by the Audit & Supervisory Board. Mr. Hiroshi Yoshikawa is a candidate for Outside Audit & Supervisory Board Member.

15

(For reference)

If Items 2 and 3 are approved as proposed herein, Outside Directors and Audit & Supervisory Board Members (Non-executive Members of the Board) who undertake a role of supervising and monitoring Executive Directors will account for one-half (10 out of 20) of the attendees at the Meetings of the Board of Directors of the Company, and Outside Directors and Outside Audit & Supervisory Board Members will account for more than one third (7 out of 20) of the attendees, after this General Meeting of Shareholders. The Company will thus ensure sufficient consideration from diverse perspectives and objective decision-making by the Board of Directors.

Candidate No.

Name

Position

Attendees at the     Meeting of the     Board of     Directors

Directors

Item 2

1

Kosei Shindo

Representative Director and Chairman

2

Eiji Hashimoto

Representative Director and President

3

Shinji Tanimoto

Representative Director and Executive Vice President

4

Shinichi Nakamura

Representative Director and Executive Vice President

5

Akihiko Inoue

Representative Director and Executive Vice President

6

Katsuhiro Miyamoto

Representative Director and Executive Vice President

7

Akio Migita

Representative Director and Executive Vice President

8

Shin Nishiura

Managing Director

9

Atsushi Iijima

Managing Director

10

Yutaka Andoh

Managing Director

11

Mutsutake Otsuka

Non-executive

Outside Director

12

Ichiro Fujisaki

Non-executive

Outside Director

13

Noriko Iki

Non-executive

Outside Director

Audit &   Supervisory   Board   Members

Item 3

1

Masato Matsuno

Non-executive

Senior Audit & Supervisory Board Member

Atsuhiko Yoshie

Non-executive

Senior Audit & Supervisory Board Member

Masato Tsuribe

Non-executive

Audit & Supervisory Board Member

Hiroshi Obayashi

Non-executive

Outside Audit & Supervisory Board Member

Jiro Makino

Non-executive

Outside Audit & Supervisory Board Member

Seiichiro Azuma

Non-executive

Outside Audit & Supervisory Board Member

2

Hiroshi Yoshikawa

Non-executive

Outside Audit & Supervisory Board Member

16

Exercise of Voting Rights via the Internet

Those who are unable to attend the General Meeting of Shareholders can exercise their voting rights via the Internet.

Please exercise your voting rights according to the following instructions.

Internet Voting Website: ( https://www.web54.net )

Please access the website given above and enter your “voting right exercise code” and “password” indicated in the Voting Rights Exercise Form. Please follow the instructions that appear on the display and indicate whether you are for or against each Item.

When you vote more than once via the Internet, the last vote is treated as the vote of record.

The following system environment is required to exercise voting rights via the Internet.

• Inquiries about the operation of personal computers and other issues

For inquiries on how to exercise your voting rights via the Internet, please call:

 0120-652-031 (toll free within Japan) (9 a.m. ~ 9 p.m.)

This is a dedicated line for website support provided by the transfer agent, Sumitomo Mitsui Trust Bank, Limited.

17

Business Report

94th Term: From April 1, 2018 to March 31, 2019

(1) Progress and Results of Business Operations and Tasks Ahead

General Review

The global economy as a whole showed gradual growth during fiscal year 2018, with ongoing economic growth in the United States and a continued stable economic trend in emerging countries in general, while China’s economy showed some signs of a slowdown. The Japanese economy continued its modest recovery, with ongoing improvement in the employment environment and an increase in capital investment.

Domestic demand for steel remained solid in areas such as the automotive industry, and the overall demand for steel overseas increased. The domestic market remained strong in general on the back of solid demand and, the overseas market as a whole also remained firm despite a temporary decline in the third quarter.

In this business environment, the Nippon Steel Corporation (NIPPON STEEL) Group carried out various measures that were devised in its 2020 Mid-Term Management Plan established in March 2018. These measures were in line with the following five initiatives that were identified as activities to be tackled in the medium to long term: delivering materials and solutions responsive to changes in society and industry; strengthening and expanding the global business; continuing to strengthen “manufacturing capabilities” of domestic mother mills; utilizing advanced IT in steelmaking processes; and contributing to the achievement of a sustainable society (SDGs).

Business Segment Review

The NIPPON STEEL Group’s business segments each put forth utmost management effort to generate results while responding to the changing business environment.

The Chemicals segment and New Materials segment were merged to form the Chemicals and Materials segment after Nippon Steel Chemical & Material Co., Ltd. was established in October 2018 following the merger of Nippon Steel & Sumikin Chemical Co., Ltd. and Nippon Steel & Sumikin Materials Co., Ltd.

• Steelmaking and Steel Fabrication

The Steelmaking and Steel Fabrication segment strived to rebuild its “strength in manufacturing” and “strength in sales and marketing” and restore its profit base, with safety as the foremost priority.

In Japan, NIPPON STEEL continued to work on building optimal production frameworks, which included Wakayama Works’ shift to advanced blast furnace and Yawata Works’ construction of new continuous casting facilities. NIPPON STEEL also carried out ongoing initiatives to maintain and increase the soundness of facilities through the introduction of the latest facilities and refurbishing of existing facilities. Relining of a blast furnace at Hokkai Iron & Coke Corporation, which handles the Muroran Works’ upstream processes, and of a coke oven at the Nagoya Works are among these initiatives. The decline in Japan’s working population was also addressed with activities to secure enough workers and to ensure succession to the next generation. They included promotion of diversity in hiring, succession of technical skills from a long-term perspective, personnel development measures, labor-saving measures (use of IT and automation) to cope with the worker shortage caused by the decline in the population, more stable production, and an increase in productivity.

Concerning overseas operations, NIPPON STEEL focused on deploying management resources in markets showing steady growth in demand and fields where it can apply the strengths of its technology and products, seeking to contribute to self-sufficient production in the countries concerned and increasing the profitability of its own overseas businesses at the same time. Since fiscal year 2018, NIPPON STEEL has carried out and still continues proceedings for the joint acquisition of Essar Steel India Limited, an integrated blast furnace steelmaker in India, with ArcelorMittal to secure an integrated steelworks base in the growing Asian market. Upon completion of the acquisition, NIPPON STEEL and AcelorMittal will be able to capitalize on India’s growing steel demand in the medium- to long-term as a steel manufacturer with an integrated steelworks facility in India.

18

Ongoing initiatives were also carried out to strengthen the group’s business structure. Nisshin Steel Co., Ltd. was made a wholly-owned subsidiary in January 2019 and the NIPPON STEEL Group’s stainless steel business was restructured in April by reorganizing and integrating the stainless steel sheet business and the welded stainless steel pipe business, with the aim of further enhancing the competitiveness of these businesses. In the special steel business, Sanyo Special Steel Co., Ltd. became a subsidiary of NIPPON STEEL in March and Ovako AB, a Swedish special steel manufacturer that became a wholly-owned subsidiary of NIPPON STEEL last June, was again made into a wholly-owned subsidiary of Sanyo Special Steel. These changes are intended to enhance the technological strength and cost competitiveness of our bearing steel and other special steel products.

The Steelmaking and Steel Fabrication segment expanded the provision of solutions, such as in material development and processing technology, to address increasingly diversified, advanced changes in society and industries. In addition to the development of advanced materials, NIPPON STEEL has proposed new potentials for steel in a variety of fields. Examples include NSafe ^TM -AutoConcept, a new concept for next-generation vehicle structures that realizes a reduction in automobile body weight and the enhancement in collision safety by combining parts structure with processing technologies; COR-TEN ^TM , a material with four to eight times the weather resistance of conventional steel, which was adopted in the Second Torii Gate of Izumo Taisha Grand Shrine; and SMart BEAM ^TM , a lightweight welded steel H-beam that achieves a significant reduction in the weight of steel materials, adoption of which is increasing in construction of roadside convenience stores.

Concerning the promotion of world-leading technology development, at the 65th Okochi Awards, which recognizes outstanding achievements in fields such as production engineering, NIPPON STEEL won the Okochi Memorial Production Award for its “development of an ultra-high-tensile material for bridge cables that will reduce impact on the environment.” NIPPON STEEL also received two awards at the traditional and prestigious 51st Ichimura Awards, which recognize technical developers who have contributed to progress in science and technology and advancements in industries. Specifically, they were the Ichimura Prize in Industry for Distinguished Achievement for the “development of thick, high-ductility steel plates to improve safety in collisions between boats,” and the Ichimura Prize in Industry against Global Warming for Distinguished Achievement for the “development of high-strength stainless steel for high-pressure hydrogen to accelerate initiatives to achieve a hydrogen society.”

With regard to environmental initiatives, NIPPON STEEL has been contributing to the conservation of energy, the reduction of CO ₂ emissions, and the building of a recycling-oriented society. In fiscal year 2018 NIPPON STEEL achieved a total of three million tons on an accumulated basis of plastic recycling using its method of converting raw chemical materials in coke ovens that was launched in 2000. This has resulted in a reduction of around 9.6 million tons of CO ₂ emissions and prevention of around 12 million cubic meters of waste that would otherwise have been sent to landfills.

Furthermore, NIPPON STEEL also continued to strive to reduce raw material and fuel costs and improve production yield, from the perspective of cost reduction, and to seek the understanding and cooperation of its customers in adjusting steel product prices, given the surge in raw material prices and other factors. The Steelmaking and Steel Fabrication segment recorded revenue of ¥5,454.5 billion and business profit of ¥274.6 billion.

• Engineering and Construction

Nippon Steel & Sumikin Engineering Co., Ltd. (renamed Nippon Steel Engineering Co., Ltd. as of April 1, 2019) builds and operates plants in the steelworks, environmental and energy fields, and provides total engineering technology worldwide in a variety of fields such as large-scale steel structures in buildings, ultra-high-rise buildings and pipelines. In fiscal year 2018, due to a steady stream of orders received in the domestic energy field and the continued solid business environment in the domestic construction and environment-related sectors, the company achieved a high-level of orders similar to that in fiscal year 2017. Strict control of project execution led to steady progress toward project completions. As a result, the Engineering and Construction segment recorded revenue of ¥356.7 billion and business profit of ¥9.4 billion.

• Chemicals and Materials

Nippon Steel Chemical & Material Co., Ltd. was formed through a merger of two group companies in October 2018. The company continued to perform well in both the domestic and overseas markets with its needle coke, the mainstay of its coal tar chemicals business, due to ongoing demand for graphite electrode materials. In the chemicals business, styrene monomer prices fell briefly due to a price decrease and a weaker supply and demand balance for crude oil, but prices are now on a recovery trend. In the functional materials business, some signs of weakness were seen in sales of materials for smartphones and semiconductors, but steady sales were achieved in resists for LCDs, organic EL materials and metal foils. The composite materials business achieved its record-high sales due to a growth in sales of carbon fiber composite materials for the civil engineering and construction fields, primarily in the areas of repairs and reinforcements. The Chemicals and Materials segment posted revenue of ¥247.0 billion and business profit of ¥25.0 billion.

19

• System Solutions

NS Solutions Corporation (renamed Nippon Steel Solutions Co., Ltd. as of April 1, 2019) provides advanced solution services and other comprehensive solutions in the planning, configuration, operation, and maintenance of IT systems for clients in a wide range of business fields. During fiscal year 2018, against the backdrop of robust system investments stemming mainly from customers’ advanced operational needs, the company’s business environment continued to be favorable. In addition to developing safe, protective solutions at factories and other work sites that make use of IoT technology and developing platforms to analyze data based on AI technology, NS Solutions proceeded proactively in making changings to the company’s systems following the corporate name change to Nippon Steel Corporation and the reorganization of the group. The System Solutions segment recorded revenue of ¥267.5 billion and business profit of ¥26.5 billion.

• Revenue and Profit

NIPPON STEEL has prepared consolidated financial statements (consolidated results) for the fiscal year ending March 31, 2019 onwards in accordance with the International Financial Reporting Standards (IFRS) for purposes such as to increase corporate value through enhancement of global business development and improve international comparability of financial information in capital markets.

Consolidated results for fiscal year 2018 were mainly affected by natural disasters such as heavy rains and typhoons, an overall cost increase, stemming from a surge in prices of primary raw materials, rises in costs of commodity materials, other material procurement costs, and distribution costs, and by the negative impact of differences in inventory evaluations by NIPPON STEEL and its group companies. Meanwhile, in addition to corporate-wide efforts to implement measures to stabilize facilities and operations and the steady execution of cost reduction measures, positive factors included an improvement in steel product prices, driven mainly by a rise in overseas markets, especially in the first half of fiscal year 2018, and profit improvement in business segments other than Steelmaking and Steel Fabrication. As a result, NIPPON STEEL posted revenue of ¥6,177.9 billion, business profit of ¥336.9 billion and profit for the year attributable to owners of the parent of ¥251.1 billion.

An overview of the revenue and business profit of each business segment in fiscal year 2018 is as follows:

Non-consolidated financial result for fiscal year 2018 was net sales of 3,562.2 billion yen, operating profit of 25.1 billion yen, ordinary profit of 112.3 billion yen and profit of 145.3 billion yen.

Assets, Liabilities, and Equity

Consolidated total assets as of March 31, 2019 were ¥8,049.5 billion, an increase of ¥293.3 billion as compared to as of March 31, 2018. This increase was primarily due to a rise in trade and other receivables of ¥136.2 billion, the inventories of ¥167.2 billion and property, plant and equipment of ¥122.8 billion mainly resulting from acquisition of Sanyo Special Steel Co., Ltd. and Ovako AB, which offset a decrease in other financial assets (non-current) of ¥194.9 billion caused by a fair value decrease and sales of investment securities.

Consolidated total liabilities as of March 31, 2019 were ¥4,442.1 billion, an increase of ¥210.9 billion as compared to as of March 31, 2018. This increase was primarily due to a rise in interest-bearing liabilities of ¥211.4 billion, from ¥2,157.7 billion as of March 31, 2018 to ¥2,369.2 billion as of March 31, 2019.

20

Consolidated total equity as of March 31, 2019 was ¥3,607.3 billion, an increase of ¥82.4 billion as compared to as of March 31, 2018. This increase was primarily due to profit for the year attributable to owners of the parent of ¥251.1 billion and disposals of treasury stock of 73.3 billion, which offset a decrease in fair value of financial assets measured at fair value through other comprehensive income of ¥86.6 billion, foreign exchange differences on translation of foreign operations of 60.5 billion and dividends of ¥70.7 billion. As a result, total equity attributable to owners of the parent at the end of fiscal 2018 amounted to ¥3,230.7 billion, and the ratio of interest-bearing debt to total equity attributable to owners of the parent (D/E ratio) was 0.73 times.

Dividends

NIPPON STEEL’s basic profit distribution policy is to pay dividends from distributable funds at the end of the first half (interim) and second half (year-end) of the fiscal year, in consideration of the consolidated operating results and such factors as capital requirements for investment and other activities aimed at raising corporate value and performance prospects, while also considering the financial structure of the Company on both consolidated and non-consolidated bases.

The Company has adopted a consolidated annual payout ratio target of around 30% as the benchmark for the “payment of dividends from distributable funds in consideration of the consolidated operating results.”

The level of the first-half dividend is determined based on consideration of interim performance figures and forecasts for the full fiscal year performance.

Concerning dividend distribution, in accordance with the basic profit distribution policy described above, NIPPON STEEL paid a dividend of ¥40 per share for the end of the first half (interim). Regarding the fiscal year-end dividend, following the previously stated policy and as announced at the time of third quarter performance result (February 6, 2019), the Company now proposes to distribute a year-end dividend payment of ¥40 per share (bringing the dividend for the full year to ¥80 per share and representing a consolidated payout ratio of 28.4%).

Tasks Ahead

• Outlook for Operations in Fiscal Year 2019

NIPPON STEEL anticipates that the overall global economy will continue to grow moderately, as the government in China has been focusing on implementing various measures to support its economy and the United States is likely to sustain stable economic conditions. The Japanese economy is also expected to maintain its recovery, supported by further improvements in the employment environments.

In Japan, demand for steel and steel market prices are forecast to remain firm. While overseas steel demand and market conditions remain strong at present, there is a risk of economic downturn depending on the success or failure of economic measures by the Chinese government and the direction taken regarding the US-China trade issues. Developments will require close monitoring.

NIPPON STEEL is unable at this time to establish reasonably accurate earnings estimates for fiscal year 2019. This is due to ongoing initiatives to secure appropriate margins that enable us to sustain business, and the fact that NIPPON STEEL is under negotiation with customers regarding possible improvement of steel product prices, in light of the impacts of increased costs, stemming from a rise in prices of primary raw materials as well as rises in costs of commodity materials, other material procurement, and distribution. We will disclose earnings forecasts when reasonable estimates become possible.

Through the execution of the 2020 Mid-Term Management Plan, the NIPPON STEEL Group will continue to forge manufacturing capabilities in its Japanese mother mills while addressing megatrends sparked by major social and industrial changes such as rapid innovation in IT, automakers’ growing need for lighter and stronger vehicles and a shift to electric and other new energy vehicles. NIPPON STEEL is also striving to advance towards its aim of being “the best steelmaker with world-leading capabilities” by further improving its capabilities through tireless pursuit of three elements — technological innovation, cost competitiveness, and global reach — and by “creating the value of steel.”

21

While NIPPON STEEL achieved a certain level of consolidated results in fiscal year 2018, its non-consolidated results have stayed at a low level in the last few years, and we recognize that we need to rebuild and strengthen our profit base. With many of its steelworks, which began operation during Japan’s postwar high economic growth period, celebrating a 50-year milestone of their operation, and with a generation change under way in its workforce, NIPPON STEEL intends to overcome a major structural reform, which may be described as its second foundation stage, and restore its profit base in order to secure appropriate sales prices to secure appropriate margins that enable us to sustain business.

Specifically, in addition to the steady execution of various measures set out in the Mid-Term Management Plan, which are aimed at rebuilding NIPPON STEEL’s “strength in manufacturing” and enhancing its “strength in marketing and sales,” we will further enhance asset compression measures and raise the efficiency of capital investment to reinforce the plan, while promoting drastic measures to strengthen our profit base.

As approved by shareholders at the General Meeting of Shareholders in the previous year, the Company, effective April 2019, changed its trade name to NIPPON STEEL CORPORATION. Inheriting what biologists call “hybrid vigor,” we will move forward and grow in the world market, as a global steelmaker with origins in Japan.

NIPPON STEEL wishes to take this opportunity to ask its shareholders for their understanding of the aforementioned circumstances and for their continued support.

22

(For reference) Progress of the 2020 Mid-Term Management Plan

In the 2020 Mid-Term Management Plan, the Group designated “Delivering materials and solutions to address changes in society and industry,” “Strengthening and expanding its global business,” “Continuing to strengthen ‘manufacturing capabilities’ of domestic mother mills,” “Utilizing advanced IT in steelmaking processes” and “Contributing to the achievement of a sustainable society (SDGs)” as initiatives to work on, and has been engaged in on various measures.

Legend Done Plan 1. Delivering Materials and Solutions to Address Changes in Society and Industry 2020 Mid-Term Management Plan Theme ~Fiscal 2017 Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021~ Responding to needs for steel of lighter weight and multi-materials Newly created the Automotive Material Planning Department Newly created the Integrated Steel Solution Research Laboratory Established NIPPON STEEL Chemical & Material Co., Ltd. Announcement of NSafe®-AutoConcept Needs for weight reductions, miniaturization, greater reliability and the like are causing the requirements for properties of materials to become more diverse and advanced. Amid such circumstances, NIPPON STEEL is developing materials that address evolving customer needs and expanding its offer of solutions in areas such as application and processing technologies. 2. Global Business Development and Domestic Business Restructuring 2020 Mid-Term Management Plan Action ~Fiscal 2017 Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021~ Joint acquisition of Essar Steel India Limited (Joint acquisition with ArcelorMittal (AM)) Conclusion of basic agreement with AM AM declared as successful applicant Joint acquisition proceedings in progress Making Nisshin Steel Co., Ltd. a wholly owned subsidiary Consolidation as a subsidiary Consolidation as a wholly owned subsidiary of NIPPON STEEL Restructuring and strengthening of stainless steel business Restructuring and strengthening of stainless steel sheet business Established NIPPON STEEL Stainless Steel Corporation Restructuring and strengthening of welded stainless steel pipe & tube business Established NIPPON STEEL Stainless Steel Pipe Co., Ltd. Restructuring and strengthening of special steel business Acquisition of Ovako AB Consolidation as a wholly owned subsidiary of NIPPON STEEL Sanyo Special Steel Co., Ltd. made Ovako its wholly owned subsidiary Consolidation of Sanyo Special Steel Co., Ltd. as a subsidiary Consolidation as a subsidiary of NIPPON STEEL

23

3. Continuing to Strengthen “Manufacturing Capabilities” of Domestic Mother Mills 2020 Mid-Term Management Plan Action ~Fiscal 2017 Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021~ Wakayama Works Blast furnace/steelmaking Introduce advanced blast furnace Ceased operation of No. 5 blast furnace, started operation of new No. 2 blast furnace Cease operation of steelmaking mill of Nippon Steel Structural Shapes Corporation Planned to cease operation Yawata Works * Integrate steelmaking mills Advanced continuous caster (Tobata area) Planned to start operation Cease operations of Kokura No. 2 blast furnace/steelmaking mill (Kokura area) Planned to cease operation Muroran Works Refurbishment of No. 2 blast furnace of Hokkai Iron & Coke Corporation Planned to be completed Coke Kimitsu Works Upgrading of No. 5 coke oven Started operation Muroran Works Upgrading of No. 5 coke oven of Hokkai Iron & Coke Corporation Planned to start operation Nagoya Works Upgrading of No. 3 coke oven Planned to start operation Kimitsu Works (Tokyo area) Pipes & tubes Cease the seamless pipe & tube mill operation Planned to cease operation Transfer production to Wakayama Works (Kainan area) Kashima Works Cease the large-diameter pipe & tube mill operation Planned to cease operation Transfer production to Kimitsu Works 4. Utilizing Advanced IT in Steelmaking Processes 2020 Mid-Term Management Plan Theme ~Fiscal 2017 Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021~ Utilizing advanced IT Newly created the Advanced Application Technology Planning Department NIPPON STEEL is actively deploying advanced IT, including AI and IoT, aiming to create safe and competitive manufacturing frontlines, achieve stability in production stability, improvement in product quality through preventative maintenance, and achieve sophistication in business operations. Newly created the Intelligent Algorithm Center Start of Company-wide Safety Support Project (Smartphone-based safety support for manufacturing frontlines) Introduction of NS-DIG® (Data analysis and AI development platform) 5. Contributing to the Achievement of a Sustainable Society (SDGs) 2020 Mid-Term Management Plan Theme ~Fiscal 2017 Fiscal 2018 Fiscal 2019 Fiscal 2020 Fiscal 2021~ Contributing to the achievement of a sustainable society (SDGs) The NIPPON STEEL Group’s corporate philosophy is “The NIPPON STEEL Group will pursue world-leading technologies and manufacturing capabilities, and contribute to society by providing excellent products and services.” Through its steelmaking, the NIPPON STEEL Group promotes various measures aimed at the achievement of a sustainable society. Creation of video of life cycle assessment (LCA) that examines ecological friendliness through steel lifecycle Selected for stock indices for ESG investment (FTSE 4Good Index Series, FTSE Blossom Japan Index) Recycled a cumulative total of three million tons of plastic Opening of 24 hour in-house nursery in Hirohata Works (Fifth center of its type, following those in Oita, Kimitsu, Yawata, and Nagoya) Trial implementation of teleworking Start of discussion regarding plan to raise mandatory retirement age to 65

24

6. Progress of profit and financial targets and shareholder return

25

(2) Capital Procurement

In fiscal year 2018, there was no significant capital procurement through capital increase or issuance of bonds.

(3) Plant and Equipment Investments

(Note)

The “Renovation and expansion of No. 2 blast furnace and steelmaking equipment (Nippon Steel & Sumikin Koutetsu Wakayama Corporation)” shown in the 93rd term Business Report is shown for this term as equipment of NIPPON STEEL’s Wakayama Plant, since NIPPON STEEL merged Nippon Steel & Sumikin Koutetsu Wakayama Corporation on April 1, 2018.

(4) Transfer of Business

NIPPON STEEL, as the surviving company, merged Nippon Steel & Sumikin Koutetsu Wakayama Corporation, the extinguished company, on April 1, 2018.

NIPPON STEEL made Ovako AB (“Ovako”) its wholly-owned subsidiary on June 1, 2018, by acquiring 100% of the shares of Ovako.

NIPPON STEEL conducted a share exchange effective January 1, 2019, wherein NIPPON STEEL became the wholly-owning parent company of Nisshin Steel Co., Ltd., its wholly-owned subsidiary.

NIPPON STEEL made Sanyo Special Steel Co., Ltd. its subsidiary on March 28, 2019, by means of a capital increase through a third-party allotment of shares conducted by Sanyo Special Steel Co., Ltd. and underwritten by NIPPON STEEL. Additionally, NIPPON STEEL transferred its entire holdings of Ovako shares to Sanyo on the same date. This resulted in Ovako becoming a wholly-owned subsidiary of Sanyo Special Steel Co., Ltd.

26

(5) Changes in Assets and Profits/Losses

Assets and profits/losses for the current and previous fiscal terms in accordance with International Financial Reporting Standards (IFRS)

(Notes)

27

Assets and profits/losses for the previous fiscal terms in accordance with JGAAP

(Notes)

28

(6) Major Business Operations (as of March 31, 2019)

29

(Notes)

30

(8) Employment Data (as of March 31, 2019)

(Notes)

2) NIPPON STEEL

(Note)

Temporary workers are not included. Number of temporary workers (average number of temporary workers employed during fiscal year 2018) is shown in brackets.

31

(9) Principal Subsidiaries and Affiliates (as of March 31, 2019)

32

33

34

(Notes)

35

(10) Major Lenders (as of March 31, 2019)

1) Dividends

NIPPON STEEL’s basic profit distribution policy is to pay dividends from distributable funds at the end of the first half (interim) and second half (year-end) of the fiscal year after taking into account consolidated operating results and such factors as capital requirements for investment and other activities aimed at raising corporate value and performance prospects while also considering the financial structure of NIPPON STEEL on a consolidated and a non-consolidated basis.

NIPPON STEEL aims to achieve a consolidated annual payout ratio target of approximately 30% as benchmark for the payment of dividends from distributable funds in consideration of the consolidated operating results.

The level of the first half dividend is set based on consideration of the interim operating results and full-year earnings forecasts.

As in the past, the year-end dividend payment will be made according to the resolution of the General Meeting of Shareholders, and any other form of distribution and appropriation of surplus (including the interim dividend) will be made according to the resolution of the Meeting of the Board of Directors as provided in Article 36 of the Articles of Incorporation and with the aim of securing flexibility in financial operations.

2) Acquisition of treasury stocks

The Company will acquire treasury stocks according to the resolution of the Meeting of the Board of Directors, as provided by Article 36 of the Articles of Incorporation and with the aim of securing flexibility in financial operations. At the Meeting of the Board of Directors, the acquisition of treasury stocks will be comprehensively determined after examining the needs of flexible financial operations management and after studying the effect of such an acquisition on NIPPON STEEL’s financial structure.

(12) Others

On October 30, 2018, the Supreme Court of Korea dismissed the appeal by NIPPON STEEL (NIPPON STEEL lost the appeal) of a decision concerning a lawsuit originally filed in the Republic of Korea by 4 South Korean plaintiffs claiming damages for their work as draftees for Japan Iron & Steel Co., Ltd. during the Second World War, and handed down a decision (ordering NIPPON STEEL to pay the four plaintiffs a total of 400 million Won (approximately 40 million yen) and accrued interest).

Additionally, in connection with the series of so-called draftee cases in the Republic of Korea including the above lawsuit, the assets of NIPPON STEEL located in the country (a portion of the shares in Posco-Nippon Steel RHF Joint Venture Co., Ltd. owned by NIPPON STEEL) is currently under seizure.

NIPPON STEEL will deal appropriately with this matter, taking into account the status of diplomatic negotiations between the governments of Japan and South Korea and other factors.

36

(1) Overview of Shares (as of March 31, 2019)

(Notes)

(2) Subscription Right for New Shares (as of March 31, 2019)

No matters to be reported during this period.

37

The Company has established a corporate governance system suited to the businesses of the NIPPON STEEL Group in order to achieve the sound and sustainable growth of the NIPPON STEEL Group and increase its corporate value over the medium- to long-term, in response to the mandate delegation of responsibilities by and trust of from all stakeholders, including its shareholders and business partners.

The Company has adopted a company structure with an Audit & Supervisory Board, having determined that this system is effective in ensuring the efficiency and soundness of management. Under this system, the Board of Directors, consisting chiefly of Directors with intimate knowledge of NIPPON STEEL’s businesses (which are mainly steelmaking and steel fabrication), makes decisions not only on basic management policies, but also on the execution of important business matters; and the Audit & Supervisory Board Members, with strong legal authority, attend meetings of the Board of Directors to independently supervise the execution of responsibilities by Directors and officers.

To ensure the soundness of management, Senior Audit & Supervisory Board Members with intimate knowledge of NIPPON STEEL’s businesses and Outside Audit & Supervisory Board Members with a high degree of expertise, collaborate with NIPPON STEEL’s Accounting Auditor, Internal Control and Audit Division, and others and audit, among others, the status of performance of responsibilities by the Board of Directors, the status of NIPPON STEEL’s assets on a day-to-day basis. The Company also appoints several Outside Directors with a deep experience relating to corporate management, etc. in order to make decisions with a diverse range of perspectives and enhance the Board of Directors function of supervising management.

Currently, in addition to eleven (11) Executive Directors, three (3) Outside Directors and seven (7) Audit & Supervisory Board Members (four (4) of which are Outside Audit & Supervisory Board Members) who do not engage in the execution of business, attend meetings of NIPPON STEEL’s Board of Directors to ensure multifaceted and sufficient deliberations, and objective decision-making.

Furthermore, if Items 2 and 3 are approved proposed herein at the 95th General Meeting of Shareholders, the Board of Directors will consist of ten (10) Executive Directors, three (3) Outside Directors, and seven (7) Audit & Supervisory Board Members including four (4) Outside Audit & Supervisory Board Members. (Non-executive Members of the Board will account for one-half (10 out of 20), and Outside Directors and Outside Audit & Supervisory Board Members will account for more than one-third (7 out of 20) of all attendees at the Meetings of the Board of Directors.)

38

39

40

(Notes)

41

42

(Unit: yen)

The above number of recipients includes five (5) Directors who resigned at the conclusion of the 94th General Meeting of Shareholders held on June 26, 2018.

1) Description of policies

The policies regarding decisions on the amount of compensation, etc. for Directors and Audit & Supervisory Board Members of NIPPON STEEL are as detailed in items (i) and (ii), below.

NIPPON STEEL sets the amount of base compensations for individual ranks that are deemed to measure up to each Director’s required skills and responsibilities. These base compensations vary within a certain range based on NIPPON STEEL’s consolidated performance. The Company then allocates monthly compensations for each Director within the limits approved by the General Meeting of Shareholders.

In accordance with the abovementioned policies, the compensation of Directors consists solely of monthly compensation. The amount of compensation is wholly based upon performance of NIPPON STEEL, in order to give incentives for the continuous growth of NIPPON STEEL’s group and improvement of its corporate value. Fluctuations in compensation in response to consolidated performance of NIPPON STEEL are determined based on NIPPON STEEL’s consolidated annual profit/loss and business profit/loss in the steelmaking segment from the previous fiscal year, with consideration also given to their relation to the Mid-Term Management Plan.

NIPPON STEEL allocates monthly compensation for each Audit & Supervisory Board Member, within the limits approved by the General Meeting of Shareholders, taking into consideration the Audit & Supervisory Board Member’s duties depending on the rank and whether the Audit & Supervisory Board Members is full-time or part-time.

NIPPON STEEL abolished its retirement benefits for Directors and Audit & Supervisory Board Members in fiscal year 2006. Furthermore, the policies relating to bonuses was deleted from “the Policies regarding Decisions on the Amount of Compensation for Directors and Audit & Supervisory Board Members” in fiscal year 2013.

43

2) Methods for decision on policies

Policies described in 1) above for Directors are determined by resolution at the Meeting of the Board of Directors, after deliberation by the “Nomination and Compensation Advisory Committee,” which consists of the Chairman, the President and three members designated by the President from among Outside Directors and Outside Audit & Supervisory Board Members, while for Audit & Supervisory Board Members, the policies are determined in consultation with the Audit & Supervisory Board Members.

Meeting participants also engage in broad-ranging debate and deliberations on matters including the validity of the Directors’ compensation systems and compensation levels for individual ranks, based on the results of investigations of the compensation levels of executives in other companies conducted by outside organizations.

3) Procedures for Deciding Amount of Compensation, etc.

The specific amount of compensation of each member of the Board of Directors is determined by resolution of the Board of Directors, after deliberation by the “Nomination and Compensation Advisory Committee.”

The monthly compensation of each the Audit and Supervisory Board Member is determined through discussion by the Audit & Supervisory Board Members.

44

1) Material concurrent positions held by Outside Director/Auditor

Such positions are shown on page 40 through 41.

2) Activities of the Outside Director/Auditor

3) Total amount of compensation, etc.

Total amount of compensation, etc. paid to outside officers is as shown on page 43.

45

KPMG AZSA LLC

The Audit & Supervisory Board, having confirmed the audit plan of the Accounting Auditor, the status of execution of their duties, the data used to calculate the estimated compensation, and other related matters, have determined that the compensation of the Accounting Auditor is reasonable, and have given their consent in accordance with Article 399, Paragraph 1 of the Companies Act.

NIPPON STEEL will dismiss the accounting auditor by unanimous consents of the Audit & Supervisory Board Members upon occurrence of events justifying such dismissal, pursuant to laws and regulations. In addition, the Audit & Supervisory Board shall resolve and submit proposal to dismiss or not to reelect the accounting auditor to the General Meeting of Shareholders if any event materially interferes with continuation of the audit services occurs.

46

(1) Basic policy on internal control system

The resolutions made to ensure appropriateness of its business are as follows.

NIPPON STEEL is aiming at continuous improvement of its corporate value and winning the trust of society under the “Corporate Philosophy of the Nippon Steel Corporation Group.” In addition, NIPPON STEEL will establish and appropriately manage an internal control system as follows to comply with applicable laws and regulations, and ensure integrity of financial reporting, and effectiveness and efficiency of business, and will continue to improve such system in view of further enhancement of corporate governance.

The Board of Directors will make decisions or receive reports on important matters of management in accordance with the Rules of the Board of Directors and other relevant internal rules.

In accordance with the resolution at the Board of Directors, each of the Executive Directors will, in his/her assigned area, perform his/her responsibilities and supervise the performance of responsibilities of employees, and report such supervisory status to the Board of Directors.

NIPPON STEEL will appropriately preserve various information in relation to the performance of responsibilities, including minutes of Meetings of the Board of Directors, by, among others, specifying managers in charge of information preservation and management, and classifying each information by security level, in accordance with the internal rules for information management.

NIPPON STEEL will seek to make timely and accurate disclosure of important corporate information, such as its management plan and financial information, in addition to such disclosure as required by applicable laws and regulations.

The General Manager of each division will identify and evaluate risks associated with business in his/her division, and carry out his/her duties in accordance with the authority and responsibilities set out in internal rules for organization and operation.

With respect to risks related to areas such as safety and health, environment and disaster prevention, information management, intellectual properties, quality control, and integrity of financial reporting, the division in charge of each specific area (each functional division) will establish rules and other systems from a company-wide perspective, inform other divisions of such rules and systems, identify and evaluate the status of risk management at other divisions through monitoring and other methods, and provide guidance and advice to such divisions.

Upon the occurrence of an accident, disaster, compliance issue, or other event which causes a material effect on the management, the Executive Directors will immediately convene “Emergency Control Headquarters” and other meetings, and take necessary actions in order to minimize the damage, impact, and other effects.

The Board of Directors will make decisions on the execution of management plans and business strategies, as well as important business executions such as capital expenditure, and investments and provision of loans, after such matters are deliberated by companywide Committees for relevant areas such as ordinary budget, plant and equipment investment budget, investment and financing, and technology development, and the Corporate Policy Committee.

The business execution under the resolution at the Board of Directors and other corporate organizations is performed promptly by the Executive Directors, Executive Officers, and General Managers.

47

NIPPON STEEL will build and maintain an internal control system based on autonomous internal controls.

Each General Manager will develop an autonomous internal control system in his/her Division, and strive to ensure thorough compliance with applicable laws and regulations and internal rules, and prevent any violation of applicable laws and regulations in business and affairs. NIPPON STEEL will also develop and enhance an employee-education system that includes regular seminars, and the creation and distribution of manuals for the purpose of ensuring compliance with applicable laws and regulations and internal rules. When each General Manager becomes aware of any potentially illegal acts or facts, he or she will immediately report such matters to the General Manager for the Internal Control & the Audit Division.

The General Manager of the Internal Control & Audit Division will confirm the status of developing and operating company-wide internal control systems, and identify and evaluate each Division’s situation of compliance with applicable laws and regulations and internal rules, and take necessary measures such as preventing violations of applicable laws and regulations and internal rules. Moreover, the General Manager will report on such matters to the Risk Management Committee, and further report on important items among such matters to the Corporate Policy Committee and the Board of Directors. The General Manager will also establish and operate a whistleblower system that provides consultations and takes reports regarding risks in the operation of business. Employees are obligated to comply with applicable laws and regulations and internal rules and to appropriately perform their responsibilities.

Employees who violate applicable laws and regulations and internal rules will be subject to disciplinary action under the Rules of Employment.

Under the “Corporate Philosophy of the Nippon Steel Corporation Group,” NIPPON STEEL and each Group company will share business strategy and conduct their business in a unified manner, taking into account each company’s business characteristics, and will familiarize their respective employees with their respective business operation policies and other related matters. With respect to control of the Group companies, NIPPON STEEL will set forth basic rules in the Rules for Control of group companies, and ensure their appropriate application.

Each Group company will build and maintain its internal control system based on autonomous internal controls, and seek to improve measures relating to internal control through, among other measures, information sharing with NIPPON STEEL. Each responsible division of NIPPON STEEL will confirm the status of internal controls at each Group company, and provide assistance in its improvements, where necessary.

The General Manager of the Internal Control & Audit Division will coordinate with each functional division, and identify and evaluate the situation of internal control of the Group companies as a whole, and provide guidance and advice to each responsible division and each Group company.

The specific systems under the views above are as follows.

The responsible divisions of NIPPON STEEL will request that each Group company report on important management matters in relation to NIPPON STEEL’s consolidated management or each Group company’s management, including business plans, significant business policies, and financial results, and give advice and other guidance.

The responsible divisions of NIPPON STEEL will request that each Group company report on the situation of risk management in each Group company, and give advice and other guidance.

48

The responsible divisions of NIPPON STEEL will evaluate the business performance of each Group company, and give support for the management.

The responsible divisions of NIPPON STEEL will request that Group companies report on their respective situation on compliance with applicable laws and regulations, and the development and operation of internal control systems, and give necessary support, advice, and other guidance. Additionally, such divisions will request that each Group company report on any actions and facts in such Group company that may violate applicable laws and regulations, and promptly report to the General Manager of the Internal Control & Audit Division.

The Directors, Executive Officers, General Managers, and other employees of NIPPON STEEL will timely and appropriately report important matters, such as the situation of the performance of responsibilities and facts that cause a material effect on the management, to the Audit & Supervisory Board Members or the Audit & Supervisory Board, directly or through the related divisions such as the Internal Control & Audit Division. They will also report important management matters such as the situation of operation of the internal control system to the Board of Directors, the Corporate Policy Committees and the Risk Management Committees, and other corporate committees, and thereby share such information with Audit & Supervisory Board Members.

The directors, audit & supervisory board members, and employees of each Group company will timely and appropriately report important matters in such Group company, such as the situation of the performance of responsibilities, and facts that cause a material effect on the management, to the Audit & Supervisory Board Members or the Audit & Supervisory Board of NIPPON STEEL, directly or through the related Divisions such as the Internal Control & Audit Division.

NIPPON STEEL will not unfavorably treat a person who has reported as stated above, for reasons of such report, in accordance with the Rules for the Whistleblower System.

The General Manager of the Internal Control & Audit Division will act as a liaison and cooperate with the Audit & Supervisory Board Members by, among others, exchanging opinions on the situation of operations of internal control systems, both regularly and as needed. The General Manager will also report on the situation of operating the Whistleblower Systems to the Audit & Supervisory Board Members.

NIPPON STEEL will establish the Audit & Supervisory Board Members’ Office, and assign dedicated staff members, in order to support the performance of responsibilities by Audit & Supervisory Board - 25 - Members. To ensure independence from the Directors, dedicated staff members necessary for supervisory work will be assigned and will engage in such work under the direction of Audit & Supervisory Board Members. The General Manager of the Human Resources Division will discuss personnel matters relating to such staff members, including transfers and evaluations, with the Audit & Supervisory Board Members.

NIPPON STEEL will budget costs that it deems necessary for Audit & Supervisory Board Members to perform their responsibilities. In addition, NIPPON STEEL will reimburse costs incurred by Audit & Supervisory Board Members after Audit & Supervisory Board Members pay costs in an urgent or temporary situation.

(Note) In conjunction with the change in the trade name of the Company on April 1, 2019, the “Nippon Steel & Sumitomo Metal Corporation Group Corporate Philosophy” has been replaced by the “Nippon Steel Corporation Group Corporate Philosophy.”

49

NIPPON STEEL has established an operational organization for its internal control systems. This organization consists of the Internal Control & Audit Division (14 full-time and 20 concurrently with their other posts), which is responsible for the internal control plan and internal audits, and functional divisions responsible for managing risk in each field (about 700 staffs). NIPPON STEEL has also designated a person in charge of risk management (about 150 for NIPPON STEEL) and a person responsible for risk management (about 550 in group companies) who are engaged in planning and promoting autonomous internal-control activities in each division and Group company.

This organization operates the internal control system as follows.

In March of each year, NIPPON STEEL develops an annual plan on internal control for NIPPON STEEL Group as a whole based on changes in the related laws and the business circumstances. This plan includes a basic policy, separate plans for each function, including safety, environment, plant safety, and quality, an internal audit plan, and an education plan. Each division and Group company creates its own plan for the fiscal year based on such annual plan developed by NIPPON STEEL.

In accordance with the annual plan, each division and Group company autonomously performs internal control activities based on the characteristics of each business and its inherent risks. Specifically, such activities include establishment, education and voluntary inspections of operational rules, manuals and other documentation; third-party monitoring; and improvements to operations based on the results thereof.

Such divisions and Group companies immediately report any accidents, disasters, facts that may violate applicable laws and regulations, etc. to the Internal Control & Audit Division, and coordinate with the relevant divisions to take corrective measures, such as measures to prevent recurrence. The Internal Control & Audit Division compiles case studies of such incidents and shares them within the NIPPON STEEL Group. Each division and Group company then performs inspections for similar risks.

Internal audits confirm the status of internal controls via internal-control checklists and other documents. Additionally, the Internal Control & Audit Division and each functional division monitor each division and group company.

As measures to complement NIPPON STEEL’s internal controls, NIPPON STEEL also operates a hotline for internal reporting and consultations within the company and at external professional organizations, which are open to employees of NIPPON STEEL and group companies and their families, as well as employees of NIPPON STEEL’s suppliers and others. In fiscal year 2018, there were 287 cases of internal reporting and consultations. NIPPON STEEL and its major group companies conduct employee awareness surveys regarding internal controls.

The Internal Control & Audit Division reports the status of operation of the internal control system at the quarterly meeting of the Risk Management Committee. It is also reported at meetings of the Corporate Policy Committee and Board of Directors. Such status is also shared with each division and Group company at the meeting of the persons in charge of risk management and the meeting of the persons responsive for risk management.

The Internal Control & Audit Division also assesses the effectiveness of its internal control system as of the end of each fiscal year, and compiles a report of its assessment based on the status of internal-control activities, internal audits, etc. This assessment is then reported to the Risk Management Committee, Corporate Policy Committee, and Board of Directors.

50

Based on the results of these assessments, NIPPON STEEL establishes measures to improve the effectiveness of its internal control system, and incorporates them into the next fiscal year’s internal control plan.

The Company educates employees and officers of NIPPON STEEL and those of its group companies through sessions on internal controls prepared by NIPPON STEEL. The sessions include position-specific training, and are given to everyone from new hires to executive management. The Company also works actively to raise awareness of its approach to internal controls, establishment of better workplace culture, and other topics through a dialog between the Internal Control & Audit Division, and each division of NIPPON STEEL, and its group companies.

The Internal Control & Audit Division reports the status of internal controls to the Audit and Supervisory Board each quarter. It also reports and discusses the status of internal controls with the Risk Management Committee with the attendance of Audit and Supervisory Board Members. The Internal Control & Audit Division is also committed to sharing information and coordinating, including holding monthly liaison meetings with the Audit & Supervisory Board Members’ Office. It reports and discusses such matters as the results of assessments of internal controls relating to the status of operation of the Risk Management Committee and reporting of financial statements to the Accounting Auditor periodically.

51

Basic Policy on the Composition of Persons to Control Decision-Making over the Financial and Business Policies of NIPPON STEEL

Under the corporate philosophy that the NIPPON STEEL group will pursue world-leading technologies and manufacturing capabilities, and contribute to society by providing excellent products and services, the NIPPON STEEL group aims to improve its corporate value, and further the common interests of its shareholders, by enhancing its competitiveness and profitability through the planning and execution of management strategies.

NIPPON STEEL has decided to take necessary action to prepare for the acquisition of substantial shareholdings in NIPPON STEEL or other related activities that could disturb such corporate philosophy and management strategies and cause damage to NIPPON STEEL’s corporate value by, among other reasons, threatening obstruction of the existence and development of NIPPON STEEL, and which could result in harm to the common interests of NIPPON STEEL’s shareholders.

NIPPON STEEL believes that in the event a third party proposes the acquisition of substantial shareholdings in NIPPON STEEL (a “Takeover Proposal”), the ultimate decision as to whether or not to accept the Takeover Proposal should be made by the then shareholders of NIPPON STEEL. On the other hand, NIPPON STEEL believes that such Takeover Proposals could include those with the potential to cause clear damage to the corporate value of NIPPON STEEL or the common interests of the shareholders of NIPPON STEEL or those with the potential to practically coerce shareholders into selling their shares of NIPPON STEEL.

Consequently, NIPPON STEEL implemented the Fair Rules for the Acquisition of Substantial Shareholders (Takeover Defense Measures) (the “Plan”) because NIPPON STEEL believes it is the Board of Directors’ responsibility to put in place clear and transparent rules in order to prepare for such disadvantages to the shareholders of NIPPON STEEL in the event a Takeover Proposal is made by a third party, and, for the occasions where a Takeover Proposal is actually made, to create an environment in which the shareholders of NIPPON STEEL can make an appropriate informed judgment based on sufficient information and with a reasonable time period to consider the Takeover Proposal.

Outline of Measures to Keep the Control over Decision-Making on Financial and Business Policies out of the Hands of Inappropriate in view of the above Basic Policy

NIPPON STEEL adopted the Plan in order to protect and enhance common interests of the shareholders of NIPPON STEEL by the resolution of the Board of Directors in March 2006. Subsequently in March 2016, after 10 years had passed since the adoption of the Plan, NIPPON STEEL reconsidered the necessity of the Plan, while at the same time determined to change the system to the one in which prior approval of shareholders is required to adopt or renew the Plan in an effort to further enhance its reliability and legal stability. At the 92nd General Meeting of Shareholders held on June 24 of that year, NIPPON STEEL received approval by the shareholders of the Plan that reflects such changes. A summary of the Plan approved by the shareholders is indicated in paragraphs (1) through (3) below.

(1) Provision of the Required Information by the Bidder and examinations at a meeting of the Board of Directors

When the Board of Directors has received all of the information as stipulated in the Plan (the “Required Information”) from any person who has an intention to hold 15% or more of the voting rights ratio of the shares, etc. of NIPPON STEEL (“Bidder”), the Board of Directors shall review as to whether or not the Takeover Proposal made by the Bidder is in the best interests of the corporate value and the common interests of shareholders. (The review period, as a general rule, is 12 weeks.)

(2) Procedures to ascertain shareholders’ will

In order to have shareholders determine whether or not to accept a Takeover Proposal, the Board of Directors, as a general principle, after the review period, holds a shareholders vote to ascertain shareholders’ will (a “Shareholders Vote”) regarding whether or not the issuance of the stock acquisition rights (the “Rights”) by way of a gratis allotment (implementation of measures to a Bidder) will be implemented and the necessity thereof, through a written ballot or at a meeting held to confirm the shareholders’ will.

52

However, after examinations of the Required Information by the Board of Directors, in such case the Board of Directors determines that the Takeover Proposal is in the best interests of the corporate value of NIPPON STEEL and the common interests of shareholders of NIPPON STEEL, a Shareholders Vote will not be held and the issuance of the Rights by way of a gratis allotment will also not be implemented.

(3) In the event the Rights are issued by way of a gratis allotment

The implementation of issuance of the Rights by way of a gratis allotment under the Plan is only limited to such cases in which i) the shareholders of NIPPON STEEL vote in favor of the issuance of the Rights by way of a gratis allotment at the Shareholders Vote, ii) the Bidder fits within one of the four categories including so-called green mailer specified as harmful and abusive according to the judicial precedents, and the Board of Directors determines the Takeover Proposal may cause clear damage to the common interests of the shareholders of NIPPON STEEL and iii) the Board of Directors determines the Bidder failed to comply with the procedures set forth in the Plan.

With respect to judgments regarding ii) and iii) above, NIPPON STEEL will obtain in advance the opinion of the Independent Committee, comprising three of the Outside Directors or Outside Audit & Supervisory Board Members of NIPPON STEEL, in order to enhance the fairness of the judgments of the Board of Directors in connection with the implementation of the Plan, and respects such opinion to the maximum extent possible.

The Plan of NIPPON STEEL has been posted on NIPPON STEEL’s website.

Judgment of the Board of Directors on the Measures above and ground for such Judgment

The Plan sets forth the rules and procedures that enable the shareholders to make a judgment on the necessity of the issuance of the Rights by way of a gratis allotment) based on sufficient information and with reasonable time period of consideration. The Plan is designed to improve NIPPON STEEL’ corporate value as well as to protect and enhance the common interests of the shareholders by leaving ultimate decision as to whether or not to accept the Takeover Proposal to the shareholders of NIPPON STEEL and, therefore, it is not detrimental to the common interests of shareholders of NIPPON STEEL or it is not intended to maintain the status held by the directors of NIPPON STEEL.

In view of the above, the Board of Directors judges that the Plan is in compliant with “Basic Policy on the Composition of Persons to Control Decision-Making over the Financial and Business Policies of NIPPON STEEL” mentioned above.

NIPPON STEEL, at the Board of Directors on May 9, 2019, resolved not to renew the Plan, whose effective term will expire at the conclusion of the 95th General Meeting of Shareholders.

(Note)

With respect to amount of money and number of shares expressed in this Business Report, the amount less than unit are truncated.

53

54

55

(2) Consolidated Statements of Profit or Loss

56

(3) Consolidated Statement of Changes in Equity