This document has been translated from a Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. Sumitomo Mitsui Financial Group, Inc. assumes no responsibility for this translation or for direct, indirect or any other forms of damages arising from the translation.

Documents Attached to the Notice of Convocation of the Ordinary General Meeting of Shareholders

Business Report for the 18th Fiscal Year

April 1, 2019 to March 31, 2020

Sumitomo Mitsui Financial Group, Inc.

(Documents Attached to the Notice of Convocation of the Ordinary General Meeting of Shareholders)

Business Report for the 18th Fiscal Year

(April 1, 2019 to March 31, 2020)

1. Matters Regarding the Current Condition of the Company

  1. Business Progress and Results of the Group

Economic and Financial Environment

During fiscal 2019 (fiscal year ended March 31, 2020), despite signs of a slowdown in the global economy mainly in Western developed countries and China as prolonged trade friction between the U.S. and China became a major obstacle to international trade and corporate capital investment, moderate growth continued overall up until the latter half of the year. However, since the start of the year, economic activity has been severely restricted due to the worldwide spread of the 2019 novel coronavirus disease (COVID-19). On the whole, up until the end of February, the Japanese economy continued its gradual recovery as the employment environment continued to improve and personal consumption remained firm. However, by the end of the fiscal year, the economy became increasingly sluggish due to factors such as the self-restraint of sales activities aimed at preventing the spread of COVID-19.

In the Japanese financial and capital markets, short-term interest rates reached around minus 0.05%, led by the Bank of Japan (BOJ)'s Quantitative and Qualitative Monetary Easing with Yield Curve Control. While long-term interest rates temporarily rose to the 0.1% range in March of this year due to increased demand for funding as a result of the spread of COVID-19, they subsequently fell to around 0%. The exchange rate mainly moved in the range of 105 yen to 110 yen to the U.S. dollar. While the Japanese yen temporarily appreciated to the 101 yen range to the U.S. dollar in March of this year due to the spread of COVID-19 in the U.S. and the sharp drop in crude oil prices, by the end of the fiscal year it was around 107 yen to the U.S. dollar. The Nikkei Stock Average rose to the 24,000 yen range in January 2020 after continuing to move back and forth around the 21,000 yen range in the first half of the fiscal year. However, it remained around 19,000 yen toward the end of fiscal 2019 due to growing concerns over the deterioration of corporate business performance resulting from the lasting effects of COVID-19.

Regarding financial-related laws and regulations, the "Act on Partial Amendments of Payment Services Act, etc., to Address the Diversification of Financial Transactions based on Advances in Information Technology" was passed in May 2019. The act establishes regulations for transactions using crypto assets and adds the service of providing customer information to third parties as a business of financial institutions. In addition, in March 2020, the Group of Central Bank Governors and Heads of Supervision, which oversees the Basel Committee on Banking Supervision, announced that it has deferred the implementation timeline of the outstanding Basel III standards finalized in each country by one year, resulting from the impact of the spread of COVID-19.

Business Progress and Results

Under these economic and financial circumstances, Sumitomo Mitsui Financial Group, Inc. (hereinafter, "the Company") and its subsidiaries (hereinafter, collectively with the Company, "the Group"), conducting mainly commercial banking and other financial services, including leasing, securities, and consumer finance, have worked to implement our Medium-Term Management Plan for the three fiscal years from fiscal 2017 to fiscal 2019, aimed at achieving the following vision: "We will become a global financial group that, by earning the highest trust of our customers, leads the growth of Japan and the Asian region."

During fiscal 2019, the last year of the Medium-Term Management Plan, we set the basic policy as "Realize a strong finish to the final year of the current Medium-Term Management Plan and undertake initiatives that will deliver sustainable growth, with a view to the next Medium-Term Management Plan" and carried out various initiatives based on the three core policies below to become the financial group of choice for our customers.

1

Core Policies

  1. Disciplined business management
  2. Focus on our strengths to generate growth
  3. Integration across the Group and globally to achieve sustainable growth
  1. Disciplined business management
    In order to reinforce our asset management business, with high capital efficiency, we further

strengthened our domestic business structure through a merger between Sumitomo Mitsui Asset Management Company, Limited and Daiwa SB Investments Ltd. Furthermore, we acquired all business operations of U.K.-based TT International. In order to optimize our group structure, we speedily reorganized Sumitomo Mitsui Card Company, Limited, Cedyna Financial Corporation, and SMBC Finance Service Co., Ltd., which lead the Group's cashless payment strategy. We also accelerated implementation of operational automation using RPA (Robotic Process Automation) in each Group company, and in Sumitomo Mitsui Banking Corporation (hereinafter, "SMBC"), the completion of the transformation of all branches to next-generation branches.

(2) Focus on our strengths to generate growth

Based on our core competencies and growth opportunities, we have identified "Seven Core Business Areas" and carried out business accordingly.

[Seven Core Business Areas]

  1. Hold the number one retail banking franchise in Japan
  2. Build on our lead position in the Japanesemedium-sized enterprise market
  3. Increase market share in Corporate & Investment Banking in key global markets
  4. Establish atop-tier position in product lines where we are competitive globally
  5. Accelerate our"Asia-centric" strategy (Note 1)
  6. Strengthen sales and trading capability
  7. Developasset-light businesses: trust banking and asset management

(Note 1) The reinforcement of business in Asia is our most important strategy and we aim to become a leading financial group in Asia by proactively investing resources into the region.

We advanced the following initiatives in the Retail, Wholesale, International, and Global Markets Business Units.

  1. Retail Business Unit
    The Retail Business Unit engages mainly in business aimed at retail customers.

SMBC improved convenience for customers through measures such as digitizing application procedures for consumer loans. In order to meet the diversifying asset management needs of customers, SMBC and SMBC Nikko Securities Inc. continued to collaborate to promote customer-focused wealth management business. As a result, the balances of assets under custody rose steadily. In the payment business segment, Sumitomo Mitsui Card Company, Limited and Cedyna Financial Corporation implemented measures to enrich the services available to customers, such as expanding the functions of smartphone apps, and as a result credit card purchase volumes increased steadily.

(b) Wholesale Business Unit

The Wholesale Business Unit engages in business mainly aimed at large- and medium-sized corporate clients in Japan.

2

For medium-sized corporate clients, the Group provided diverse solutions tailored to the growth stages of individual customers. For large-sized corporate clients, to meet increasingly advanced and complex needs, such as cross-border M&A transactions, the Group further accelerated businesses focused on providing solutions to clients' management issues including providing high value-added proposals through collaboration between Group companies, both in Japan and overseas. As the tide of digitalization continues throughout society, the Group created new businesses, such as SMBC's "Biz-Create," an online business matching service, and the launch of a cloud-based electronic contract service by SMBC CLOUDSIGN, Inc., a joint venture between the Company and Bengo4.com, Inc.

(c) International Business Unit (Note 2)

The International Business Unit engages in business aimed at Japanese and non-Japanese companies and financial institutions operating business overseas, and foreign companies operating inside Japan.

For overseas customers, as a result of the promotion of cross-selling on a global Group basis, the Group expanded the number of bond underwritings as an active book runner (Note 3), carrying on the expansion from the previous year. The Group also continued to work to enhance its business in areas in which the Group possesses particular strengths, such as aircraft leasing. In Asia, we deepened relationships with local blue chip companies and high-growth companies. In Indonesia, our consolidated subsidiary, PT Bank BTPN Tbk expanded its business as a full-line commercial bank that handles both wholesale and retail businesses and established a system capable of providing comprehensive financial services through collaborations with Group companies which engage in securities and leasing businesses.

(Note 2) As of April 1, 2020, the "International Business Unit" has been renamed to the "Global Business Unit."

(Note 3) A securities company that plays a key underwriting role when offering and selling securities.

(d) Global Markets Business Unit

The Global Markets Business Unit carries out ALM operations (Note 4) that comprehensively manage the liquidity risk and interest rate risk, and provides customers with services through marketable products such as foreign currency, derivatives, bonds, and stocks.

SMBC and SMBC Nikko Securities expanded their offerings of marketable products such as stocks, foreign currency, and derivatives, and enhanced collaboration between their sales and product development sections. Through this, they established a solution proposal-based business model that promptly meets customers' diversified investment targets and needs. In order to stabilize its procurement of foreign currency, SMBC continued to issue foreign-denominated covered bonds, which are secured by products such as SMBC's housing loan bonds.

(Note 4) Asset Liability Management: A risk management method that optimizes future asset and liability balance and seeks to maximize revenue.

3

  1. Integration across the Group and globally to achieve sustainable growth
    (a) Governance and management structure to maximize our business potential

The Group enhanced its product and service provision capabilities and met the diverse needs of a broad range of customers on a group-wide and global basis under the business unit system. By controlling personnel and system investment amounts, such as the focused allocation of personnel and system investment in growth fields, on a group-wide and global basis, we optimized resource allocation on a group-wide basis. Based on domestic and foreign regulatory trends, we engaged in risk management and compliance system improvement measures, such as the prevention of money laundering and financing to terrorists. In order to further strengthen our corporate governance system, in June 2019, SMBC and SMBC Nikko Securities Inc. transformed to a company with an Audit and Supervisory Committee, respectively.

(b) Digitalization

With the rapid advancement of digitalization throughout society, Group companies used digital technologies to improve operational efficiency and productivity. Sumitomo Mitsui Card Company, Limited, together with GMO Payment Gateway, Inc. and Visa Worldwide (Japan) Co., Ltd., continued the building of a next-generation payment platform and began offering "stera," a comprehensive payment platform that provides all the functions necessary for cashless payment in a single package. Sumitomo Mitsui Card Company, Limited used its cashless data to begin providing "Custella," a data analysis support service that assists clients with their sales activities.

(c) Enhancement of Corporate Sustainability Management

Group companies collaborated to actively reduce environmental impacts through their operations, such as by providing support for renewable energy projects using wind or solar power. In order to implement the recommendations of the Task Force on Climate-related Financial Disclosures, established by the Financial Stability Board, which is composed of financial authorities in key countries, in April 2019, SMBC became the first G-SIFIs (Note 5) to quantitatively perform tentative calculations of the financial impact of climate change and to disclose its findings. In January 2020, it expanded its analysis scope to also include risks occurring in the process of the transition to low-carbon society, and disclosed its findings regarding the corresponding impact. The Company became a signatory to the Principles for Responsible Banking, issued in September 2019 by the United Nations Environment Programme Finance Initiative, and declared its intent to engage in business activities that contribute to the realization of sustainable society.

(Note 5) Financial institutions certified by the Financial Stability Board as being systematically and globally important.

As a result of these initiatives, the Company recorded consolidated ordinary profit and consolidated profit attributable to owners of parent of 932.0 billion yen and 703.8 billion yen, respectively, in fiscal 2019.

4

[Summary of Performance]

Sumitomo Mitsui Financial Group

FY2018

FY2019

Ordinary profit

1,135.3 billion yen

932.0 billion yen

Profit attributable to owners

726.6 billion yen

703.8 billion yen

of parent

(Note) Amounts less than one hundred million yen have been rounded down.

Sumitomo Mitsui Banking Corporation (For reference)

FY2018

FY2019

Ordinary profit

649.6 billion yen

483.9 billion yen

Net income

477.3 billion yen

317.3 billion yen

(Note) Amounts less than one hundred million yen have been rounded down.

5

Issues to be addressed

In fiscal 2020, we revised our mission and formulated a new Medium-Term Management Plan for the three years up to fiscal 2022.

As we move forward with our new mission and Medium-Term Management Plan, considering the significant impact to our customers and the economy caused by COVID-19, we strive to fulfill our social responsibility through the financial services that our group companies provide as financial infrastructure essential for maintaining social functions and supporting local communities and society.

For consumers in Japan, in order to respond to urgent funding needs, we are extending loans with low interest rates and providing flexibility by reviewing lending procedures. We are also upgrading our online services so that our customers can complete various transactions without coming to our branches. For corporates, we are supporting business continuity by setting up special funds to strengthen their liquidity positions and providing online services at our group companies for payments and other procedures. As for the support for local communities and society, we are making donations to medical research activities as well as the promotion of culture and arts. Furthermore, we are taking measures to prevent the spread of COVID-19 at our branches and encouraging telework to continue our services while ensuring the safety of our customers and employees.

On that basis, we will implement various initiatives to achieve our mission and management goals of our new Medium-Term Management Plan.

We have worked to achieve sustainable growth and enhance corporate value over the medium- to long-term by following our mission focusing on "Customer", "Shareholder" and "Employees" as a universal concept for group management. However, our business environment has undergone major changes including the worsening of environmental and social issues, the momentum to pursue a sustainable society, intensified competition with transcending barriers of industries, changes of organizational culture, and diversification of employees. As a way to pass down unchanging fundamental beliefs while accepting the changes to the environment, we revised our mission for the first time and added "We contribute to a sustainable society by addressing environmental and social issues". At the same time, we set a new medium- to long-term vision of becoming "A trusted global solution provider committed to the growth of our customers and advancement of society" and revised "Five values", which are to be shared by all SMBC Group employees.

In order to realize this vision, we will take steady steps by promoting various initiatives based on the three core policies under the new Medium-Term Management Plan.

6

Three Core Policies

(1) Transformation: Transform existing businesses

Improve profitability and efficiency by engaging in business model transformation and structural cost reform among major business areas while ensuring strategic resource allocation. Specifically, mainly in the domestic business, we will rebuild the business franchise and preform strategic reallocation of resources corresponding to the market potential and pursue the improvement of both our service quality and business productivity through digitalization and streamlining of our business administration. Furthermore, in business areas where there is growth potential, we will aim to enhance our capability of providing high-quality solutions to our customers and strengthen competitiveness of our products and services by restructuring the business model and organizational structure to maximally leverage our group capability.

(2) Growth: Seek new growth opportunities

Explore new growth opportunities including non-financial business fields and generate new added value by making investments for the future to increase our profit base. Specifically, we will (a) strengthen businesses with high asset efficiency such as asset management and payment business in response to the structural change in the financial market, (b) expand our business franchise in Asia where medium- to long term growth is expected, and (c) develop new businesses that provide solutions utilizing data and digital technology to expand our business base for future growth.

Under our business strategy of "Transformation" and "Growth", we have identified "Seven Key Strategies".

Seven Key Strategies

7

(3) Quality: Elevate quality in all aspects

Make a consistent effort to enhance our management system and corporate infrastructure as a global financial institution to realize sustainable growth. Specifically, as a basic management policy, we continue to ensure our customer-oriented approach and at the same time, we will take further actions such as promoting green finance and financial education programs to contribute to a sustainable society. In addition, we will continue to sophisticate human resource management and development to have employees perform at their full potential, and we will develop IT infrastructure in order to achieve both convenience improvement and strong cyber security. Furthermore, we enhance our governance system in a global basis including risk management and compliance areas.

We aim to respond to shareholder expectations by showing steady results regarding the initiatives described above. We look forward to the continued understanding and support of our shareholders.

8

  1. Changes in Financial Position and Results of Operations (Consolidated Basis andNon-Consolidated Basis)
  1. Changes in Financial Position and Results of Operations (Consolidated Basis)

Unit: billions of yen

FY2016

FY2017

FY2018

FY2019

(Fiscal year ended

(Fiscal year ended

(Fiscal year ended

(Fiscal year ended

March 31, 2017)

March 31, 2018)

March 31, 2019)

March 31, 2020)

Ordinary income

5,133.2

5,764.1

5,735.3

5,314.3

Ordinary profit

1,005.8

1,164.1

1,135.3

932.0

Profit attributable to

706.5

734.3

726.6

703.8

owners of parent

Comprehensive income

966.0

984.1

795.1

372.9

Net assets

11,234.2

11,612.8

11,451.6

10,784.9

Total assets

197,791.6

199,049.1

203,659.1

219,863.5

(Notes) 1. Amounts less than one hundred million yen have been rounded down.

2. The Company has 174 consolidated subsidiaries and 101 unconsolidated subsidiaries and related companies accounted for by the equity method as of March 31, 2020.

9

b. Changes in Financial Position and Results of Operations (Non-Consolidated Basis)

Unit: billions of yen

FY2016

FY2017

FY2018

FY2019

(Fiscal year ended

(Fiscal year ended

(Fiscal year ended

(Fiscal year ended

March 31, 2017)

March 31, 2018)

March 31, 2019)

March 31, 2020)

Operating income

502.4

366.3

522.5

833.8

Dividends received

428.8

257.0

371.8

659.4

Dividends

received from

408.4

223.3

325.3

637.7

banking

subsidiaries

Dividends

received from

17.5

31.0

40.2

10.7

other subsidiaries

Net income

(millions of yen)

(millions of yen)

(millions of yen)

(millions of yen)

450,775

229,300

474,196

636,128

Earnings per share

(yen)

(yen)

(yen)

(yen)

319.69

162.57

339.29

462.60

Total assets

10,457.1

12,104.9

12,991.3

14,225.4

Investments in

banking

4,613.8

4,613.8

4,613.7

4,613.7

subsidiaries

Investments in

other

1,489.0

1,489.7

1,265.7

1,533.6

subsidiaries

(Notes) 1. Amounts less than one hundred million yen have been rounded down.

2. "Partial Amendments to Accounting Standard for Tax Effect Accounting" (ASBJ Statement No. 28, February 16, 2018) has been adopted from the fiscal year ended March 31, 2019, whereby deferred tax assets are presented under investments and other assets, while deferred tax liabilities are presented under fixed liabilities. This change has been reflected in fiscal years ended March 31, 2018 and before as well.

10

  1. Employees of the Group

March 31, 2020

Wholesale

Retail

International

Global

Head Office

Markets

Business Unit

Business Unit

Business Unit

Account

Business Unit

Number of

7,463

32,926

29,333

1,299

15,422

employees

March 31, 2019

Wholesale

Retail

International

Global

Head Office

Markets

Business Unit

Business Unit

Business Unit

Account

Business Unit

Number of

7,396

34,055

28,989

1,282

14,937

employees

(Notes) 1. The number of employees is the number of persons engaged in the Group, including local staff overseas, but not

including employees on short-term contracts and temporary employees (14,134 persons as of March 31, 2020;

15,089 persons as of March 31, 2019).

  1. The number of employees is the number of persons engaged in the Company and consolidated subsidiaries.
  2. The businesses handled by each business unit are the following.

Wholesale Business Unit:

Businesses dealing with domestic medium-to-large-sized enterprises

Retail Business Unit:

Businesses dealing with domestic individual and small-to-medium-sized

enterprises

International Business Unit:

Businesses dealing with international (including Japanese) corporate customers

Global Markets Business Unit:

Businesses dealing with financial markets

Head Office account:

Businesses other than those above

11

  1. Principal Offices of the Group

Company name

Reportable segment

Principal office

Number of branches

As of March

As of March

31, 2020

31, 2019

Wholesale Business

Head Office

Unit

Retail Business Unit

Domestic

Tokyo Main Office

865

893

Sumitomo Mitsui

International

Osaka Head Office

Business Unit

Banking Corporation

Global Markets

Kobe Main Office,

Business Unit

etc.

Head Office Account

Overseas

New York Branch,

41

42

etc.

Wholesale Business

Unit

SMBC Trust Bank Ltd.

Retail Business Unit

Head Office, etc.

35

35

International

Business Unit

Wholesale Business

Unit

Retail Business Unit

SMBC Nikko

International

Head Office, etc.

Securities Inc.

Business Unit

Global Markets

Business Unit

Head Office Account

Sumitomo Mitsui Card

Retail Business Unit

Tokyo Head Office

Company, Limited

Osaka Head Office, etc.

Cedyna Financial

Retail Business Unit

Head Office

Corporation

Tokyo Head Office, etc.

SMBC Consumer

Retail Business Unit

Head Office, etc.

Finance Co., Ltd.

The Japan Research

Head Office Account

Tokyo Head Office

Institute, Limited

Osaka Head Office, etc.

Sumitomo Mitsui DS

Asset Management

Head Office Account

Head Office, etc.

Company, Limited

(Note) The businesses handled by each business unit are the following.

Wholesale Business Unit:

Businesses dealing with domestic medium-to-large-sized enterprises

Retail Business Unit:

Businesses dealing with domestic individual and small-to-medium-sized enterprises

International Business Unit:

Businesses dealing with international (including Japanese) corporate customers

Global Markets Business Unit: Businesses dealing with financial markets

Head Office account:

Businesses other than those above

12

  1. Capital Investment of the Groupa. Total Amount of Capital Investment

Unit: millions of yen

Company name

Reportable segment

Amount

Sumitomo Mitsui Financial Group, Inc.

Head Office Account

15,844

Wholesale Business Unit

Sumitomo Mitsui Banking Corporation

Retail Business Unit

International Business Unit

105,833

Global Markets Business Unit

Head Office Account

Wholesale Business Unit

SMBC Trust Bank Ltd.

Retail Business Unit

5,279

International Business Unit

Wholesale Business Unit

Retail Business Unit

SMBC Nikko Securities Inc.

International Business Unit

29,405

Global Markets Business Unit

Head Office Account

Sumitomo Mitsui Card Company, Limited

Retail Business Unit

23,015

Cedyna Financial Corporation

Retail Business Unit

8,204

SMBC Consumer Finance Co., Ltd.

Retail Business Unit

8,334

The Japan Research Institute, Limited

Head Office Account

7,728

Sumitomo Mitsui DS Asset Management Company,

Head Office Account

2,304

Limited

Others

-

26,106

Total

232,055

(Notes)

1. Amounts less than one million yen have been rounded down.

2. The businesses handled by each business unit are the following.

Wholesale Business Unit:

Businesses dealing with domestic medium-to-large-sized enterprises

Retail Business Unit:

Businesses dealing with domestic individual and small-to-medium-sized

enterprises

International Business Unit:

Businesses dealing with international (including Japanese) corporate customers

Global Markets Business Unit: Businesses dealing with financial markets

Head Office account:

Businesses other than those above

b. Establishment of Principal Facilities, etc.

Unit: millions of yen

Company name

Reportable segment

Description

Amount

Sumitomo Mitsui

Head Office Account

Branch facilities, etc.

15,745

Financial Group, Inc.

Wholesale Business Unit

Branch facilities, etc.

19,402

Sumitomo Mitsui

Retail Business Unit

International Business Unit

Banking Corporation

Global Markets Business Unit

Software

59,000

Head Office Account

(Notes)

1. Amounts less than

one million yen have been rounded down.

2. The businesses handled by each business unit are the following.

Wholesale Business Unit:

Businesses dealing with domestic medium-to-large-sized enterprises

Retail Business Unit:

Businesses dealing with domestic individual and small-to-medium-sized

enterprises

International Business Unit:

Businesses dealing with international (including Japanese) corporate customers

Global Markets Business Unit: Businesses dealing with financial markets

Head Office account:

Businesses other than those above

13

  1. Parent Company and Principal Subsidiaries, etc.
  1. Parent Company Not applicable.
  2. Principal Subsidiaries, etc.

Capital

Percentage

Company name

Location

Main business

Date of

of the

(millions of

Company's

Other

establishment

yen)

voting

rights (%)

Sumitomo Mitsui Banking

Chiyoda-ku, Tokyo

Commercial banking

June 6, 1996

1,770,996

100.00

-

Corporation

SMBC Trust Bank Ltd.

Minato-ku, Tokyo

Commercial banking

February 25,

87,550

100.00

-

and trust services

1986

(100.00)

Sumitomo Mitsui Finance

February 4,

and Leasing Company,

Chiyoda-ku, Tokyo

Leasing

15,000

50.00

-

1963

Limited

SMBC Nikko Securities Inc.

Chiyoda-ku, Tokyo

Securities

June 15, 2009

10,000

100.00

-

Sumitomo Mitsui Card

Chuo-ku, Osaka

Credit card

December 26,

34,000

100.00

-

Company, Limited

1967

Cedyna Financial Corporation

Naka-ku, Nagoya

Credit card and

September 11,

82,843

100.00

-

Installment

1950

(100.00)

SMBC Consumer Finance

Chuo-ku, Tokyo

Consumer lending

March 20,

140,737

100.00

-

Co., Ltd.

1962

System

The Japan Research Institute,

development,

Shinagawa-ku, Tokyo

data processing,

November 1,

10,000

100.00

-

Limited

management

2002

consulting, and

economic research

Sumitomo Mitsui DS Asset

Investment advisory

Management Company,

Minato-ku, Tokyo

and investment trust

July 15, 1985

2,000

50.12

-

Limited

management

Sumitomo Mitsui Banking

London, U.K.

Commercial banking

March 5,

348,192

100.00

[USD 3.2

-

Corporation Europe Limited

2003

(100.00)

billion]

Sumitomo Mitsui Banking

Shanghai, People's

Commercial banking

April 27,

153,100

100.00

[RMB 10

-

Corporation (China) Limited

Republic of China

2009

(100.00)

billion]

PT Bank BTPN Tbk

Jakarta, Republic of

Commercial banking

February 5,

1,075

93.52

[IDR 162.9

-

Indonesia

1958

(93.52)

billion]

SMBC Americas Holdings,

Wilmington,

Bank Holding

August 8,

0

100.00

-

Inc.

Delaware, U.S.A.

Company

1990

[USD 2,100]

(100.00)

SMBC Guarantee Co., Ltd.

Minato-ku, Tokyo

Credit guarantee

July 14, 1976

187,720

100.00

-

(100.00)

Sumitomo Mitsui Auto

Shinjuku-ku, Tokyo

Leasing

February 21,

13,636

21.99

-

Service Company, Limited

1981

(Notes) 1. The capital has been rounded down to the nearest unit and the percentage of the Company's voting rights in subsidiaries has been rounded down to the nearest second decimal place.

  1. The capital denominated in foreign currency has been translated into Japanese yen at the exchange rate as of the account closing date.
  2. Figures in parentheses ( ) in the voting rights column indicate voting rights held indirectly.
  3. Daiwa SB Investments Ltd., which was previously stated, has been excluded from the Company's equity method affiliates because this company ceased to exist due to the merger with Sumitomo Mitsui Asset Management Company, Limited on April 1, 2019. In addition, Sumitomo Mitsui Asset Management Company, Limited has changed its name to Sumitomo Mitsui DS Asset Management Company, Limited.

14

(7) Major Borrowings

Balance of borrowings

Investment in the Company

Creditor

Number of shares held

Percentage of voting

(millions of yen)

(100 shares)

rights (%)

Sumitomo Mitsui Banking

1,228,030

-

-

Corporation

(Note) Amounts less than one million yen have been rounded down.

  1. Material Matters regarding Business Transfer, etc.

Date of business transfer, etc.

Status of business transfer, etc.

Sumitomo Mitsui Asset Management Company, Limited and Daiwa SB

April 1, 2019Investments Ltd. merged on April 1, 2019 and the merged company has changed its name to Sumitomo Mitsui DS Asset Management Company, Limited.

15

2. Matters regarding Directors and Corporate Executive Officers

  1. Directors and Corporate Executive Officersa. Directors

(As of March 31, 2020)

Name

Position and responsibility

Significant concurrent positions

Other

Takeshi Kunibe

Chairman of the Board

Director of TAISHO

-

Member of the Nominating

PHARMACEUTICAL HOLDINGS

Committee

Co., Ltd.

Member of the

Director of NEC Corporation

Compensation Committee

Jun Ohta*

Director

-

-

Member of the

Compensation Committee

Makoto Takashima

Director

President of Sumitomo Mitsui

-

Banking Corporation

(Representative Director)

Haruyuki Nagata*

Director

Director of Sumitomo Mitsui Banking

-

Corporation

Toru Nakashima*

Director

Director of Sumitomo Mitsui Banking

-

Corporation

Atsuhiko Inoue

Director

Director of Sumitomo Mitsui Banking

-

Member of the Audit

Corporation

Committee

Toru Mikami

Director

-

-

Member of the Audit

Committee

Tetsuya Kubo

Director

Representative Director, Chairman of

-

the Board of SMBC Nikko Securities

Inc.

Masayuki Matsumoto

Director (outside)

Special Advisor of Central Japan

-

Member of the Nominating

Railway Company

Committee

Member of the Audit

Committee (Chairman)

Arthur M. Mitchell

Director (outside)

Attorney at Law, admitted in New

-

Member of the Nominating

York

Committee

Registered Foreign Attorney in Japan

Member of the

Compensation Committee

Shozo Yamazaki

Director (outside)

Certified Public Accountant

He has

Member of the Audit

Status of other concurrent positions

considerable

Committee

shall be as described in "Concurrent

expertise in

Positions and Other Details on

finance and

Outside Directors" below.

accounting.

16

Name

Position and responsibility

Significant concurrent positions

Other

Masaharu Kohno

Director (outside)

Status of concurrent positions shall be

-

Member of the Nominating

as described in "Concurrent Positions

Committee

and Other Details on Outside

Directors" below.

Yoshinobu Tsutsui

Director (outside)

Chairman of NIPPON LIFE

-

Member of the Nominating

INSURANCE COMPANY

Committee (Chairman)

Status of other concurrent positions

Member of the

shall be as described in "Concurrent

Compensation Committee

Positions and Other Details on

Outside Directors" below.

Katsuyoshi Shinbo

Director (outside)

Attorney at Law

-

Member of the Audit

Status of other concurrent positions

Committee

shall be as described in "Concurrent

Member of the

Positions and Other Details on

Compensation Committee

Outside Directors" below.

(Chairman)

Eriko Sakurai

Director (outside)

Chairman and CEO of Dow Toray

-

Member of the Nominating

Co., Ltd.

Committee

Status of other concurrent positions

Member of the

shall be as described in "Concurrent

Compensation Committee

Positions and Other Details on

Outside Directors" below.

(Notes) 1. Directors Messrs. Masayuki Matsumoto, Arthur M. Mitchell, Shozo Yamazaki, Masaharu Kohno, Yoshinobu Tsutsui, Katsuyoshi Shinbo and Ms. Eriko Sakurai are Outside Directors as provided for in Article 2, Item 15 of the Companies Act.

  1. To ensure audit effectiveness, the Company has elected twonon-executive Directors Messrs. Atsuhiko Inoue and Toru Mikami as full-time members of the Audit Committee.
  2. Directors with an asterisk (*) concurrently serve as Corporate Executive Officers.
  3. The Company has designated Directors Messrs. Masayuki Matsumoto, Arthur M. Mitchell, Shozo Yamazaki, Masaharu Kohno, Yoshinobu Tsutsui, Katsuyoshi Shinbo and Ms. Eriko Sakurai as Independent Directors in accordance with the requirements of the financial instruments exchanges in Japan, such as Tokyo Stock Exchange, Inc.
  4. Change in significant concurrent position as of April 1, 2020:

Director

Tetsuya Kubo

Advisor of SMBC Nikko Securities Inc.

Directors who resigned during the Fiscal Year

Name

Position and responsibility

Significant concurrent positions

Other

Koichi Miyata

Chairman of the Board

Chairman of the Board of Sumitomo

Resigned on

Member of the Nominating

Mitsui Banking Corporation

April 1, 2019

Committee

Director of SONY CORPORATION

Member of the

Corporate Auditor of Isetan

Compensation Committee

Mitsukoshi Holdings Ltd.

Kozo Ogino*

Director

Director of Sumitomo Mitsui Banking

Resigned on

Corporation

April 1, 2019

(Representative Director)

(Notes) 1.

Position and responsibility and significant concurrent positions are reported as of the date of resignation.

2.

The director with an asterisk (*) concurrently served as Corporate Executive Officer.

17

b. Corporate Executive Officers

(As of March 31, 2020)

Name

Position and responsibility

Significant concurrent positions

Other

Jun Ohta*

President

-

-

(Representative Corporate

Executive Officer)

Group CEO

Gotaro Michihiro

Deputy President and

Director of Sumitomo Mitsui

-

Corporate Executive Officer

Banking Corporation

(Representative Corporate

(Representative Director)

Executive Officer)

Co-Head of Wholesale

Business Unit

Masahiko Oshima

Deputy President and

Director of Sumitomo Mitsui

-

Corporate Executive Officer

Banking Corporation

(Representative Corporate

(Representative Director)

Executive Officer)

Head of International Business

Unit

Toshikazu Yaku

Deputy President and

Director of Sumitomo Mitsui

-

Corporate Executive Officer

Banking Corporation

(Representative Corporate

(Representative Director)

Executive Officer)

Group CCO and Group CHRO

Responsible for General

Affairs Dept., Human

Resources Dept., Quality

Management Dept. and

Administrative Services Dept.

Katsunori Tanizaki

Senior Managing Corporate

Senior Managing Executive Officer

-

Executive Officer

of Sumitomo Mitsui Banking

Group CDIO

Corporation

Responsible for IT Innovation

Representative Director, President

Dept.

and CEO of The Japan Research

Institute, Limited

Naoki Tamura

Senior Managing Corporate

Senior Managing Executive Officer

-

Executive Officer

of Sumitomo Mitsui Banking

Head of Retail Business Unit

Corporation

Hiroshi Munemasa

Senior Managing Corporate

Senior Managing Executive Officer

-

Executive Officer

of Sumitomo Mitsui Banking

Head of Global Markets

Corporation

Business Unit

Kimio Matsuura

Senior Managing Corporate

Senior Managing Executive Officer

-

Executive Officer

of Sumitomo Mitsui Banking

Co-Head of Wholesale

Corporation

Business Unit

Haruyuki Nagata*

Senior Managing Corporate

Director of Sumitomo Mitsui

-

Executive Officer

Banking Corporation

Group CRO

Responsible for Corporate

Risk Management Dept. and

Credit & Investment Planning

Dept.

18

Name

Position and responsibility

Significant concurrent positions

Other

Toru Nakashima*

Senior Managing Corporate

Director of Sumitomo Mitsui

-

Executive Officer

Banking Corporation

Group CFO and Group CSO

Responsible for Public

Relations Dept., Corporate

Planning Dept., Financial

Accounting Dept. and

Subsidiaries & Affiliates Dept.

Shoji Masuda

Managing Corporate Executive Director of Sumitomo Mitsui

-

Officer

Banking Corporation

Group CIO

Director of The Japan Research

Responsible for IT Planning

Institute, Limited

Dept., Data Management Dept.

and Operations Planning Dept.

(Notes) 1. Corporate Executive Officers with an asterisk (*) concurrently serve as Directors.

  1. CEO: Chief Executive Officer
    CCO: Chief Compliance Officer
    CHRO: Chief Human Resources Officer
    CDIO: Chief Digital Innovation Officer
    CRO: Chief Risk Officer
    CFO: Chief Financial Officer
    CSO: Chief Strategy Officer
    CIO: Chief Information Officer
  2. Changes in positions and responsibilities and in significant concurrent positions as of April 1, 2020:

Deputy President and Corporate

Masahiko Oshima

Head of Global Business Unit (On April 1, the

Executive Officer (Representative

International Business Unit was renamed to the

Corporate Executive Officer)

Global Business Unit)

Deputy President and Corporate

Toshikazu Yaku

Group CCO and Group CHRO

Executive Officer (Representative

Responsible for General Affairs Dept., Human

Corporate Executive Officer)

Resources Dept., Quality Management Dept.,

Compliance Dept. and Administrative Services

Dept.

Senior Managing Corporate Executive

Katsunori Tanizaki

No longer responsible for IT Innovation Dept.

Officer

Group CDIO

Responsible for Digital Solution Division and

Digital Strategy Dept.

Senior Managing Corporate Executive

Hiroshi Munemasa

Resigned from Senior Managing Corporate

Officer

Executive Officer

Resigned from Senior Managing Executive

Officer of Sumitomo Mitsui Banking Corporation

Senior Managing Corporate Executive

Haruyuki Nagata

Group CRO

Officer

Responsible for Corporate Risk Management

Dept., Risk Management Dept., Americas

Division and Credit & Investment Planning Dept.

Senior Managing Corporate Executive

Toru Nakashima

No longer responsible for Subsidiaries &

Officer

Affiliates Dept.

Group CFO and Group CSO

Responsible for Public Relations Dept., Corporate

Planning Dept., Business Development Dept. and

Financial Accounting Dept.

Managing Corporate Executive Officer

Shoji Masuda

Senior Managing Corporate Executive Officer

Group CIO

Responsible for IT Planning Dept., System

Security Planning Dept., Data Management Dept.

and Operations Planning Dept.

Assumption of Corporate Executive Officers as of April 1, 2020:

Fumiharu Kozuka

Senior Managing Corporate Executive Officer

Group CAE (Chief Audit Executive)

Responsible for Audit Dept.

Masamichi Koike

Senior Managing Corporate Executive Officer

Head of Global Markets Business Unit

Senior Managing Executive Officer of Sumitomo

Mitsui Banking Corporation

19

Changes in responsibilities as of May 1, 2020:

Deputy President and Corporate

Toshikazu Yaku

Discharged from Group CCO

Executive Officer

No longer responsible for Compliance Dept.

(Representative Corporate Executive

Officer)

Assumption of Corporate Executive Officers as of May 1, 2020:

Tetsuro Imaeda

Senior Managing Corporate Executive Officer

Group CCO

Responsible for Compliance Dept.

Director of Sumitomo Mitsui Banking

Corporation

Corporate Executive Officers who resigned during the Fiscal Year

Name

Position and responsibility

Significant concurrent positions

Other

Takeshi Kunibe*

President

Director of NEC Corporation

Resigned on April

(Representative Corporate

1, 2019

Executive Officer)

Group CEO

Kozo Ogino*

Deputy President and

Director of Sumitomo Mitsui

Resigned on April

Corporate Executive Officer

Banking Corporation

1, 2019

Group CRO

(Representative Director)

Responsible for Corporate

Risk Management Dept. and

Credit & Investment

Planning Dept.

Manabu Narita

Deputy President and

Director of Sumitomo Mitsui

Resigned on April

Corporate Executive Officer

Banking Corporation

1, 2019

Head of Wholesale Business

(Representative Director)

Unit

(Notes) 1.

Position and responsibility and significant concurrent positions are reported as of the date of resignation.

2.

Corporate Executive Officers with an asterisk (*) concurrently served as Directors.

20

  1. Compensation, etc. for Directors and Corporate Executive Officers

Unit: millions of yen

Classification

Persons paid

Compensation, etc.

Directors

13

353

Corporate Executive

11

542

Officers

Total

24

896

(Notes) 1. Amounts less than one million yen have been rounded down.

  1. Corporate Executive Officers do not receive an employee salary nor do they receive consideration for the performance of other duties.
  2. Compensation, etc. paid to Directors concurrently serving as Corporate Executive Officers is included in the amount for Corporate Executive Officers.
  3. Theabove-written amounts of compensation, etc. include expenses of 174 million yen (35 million yen for Directors and 138 million yen for Corporate Executive Officers) related to the payment of bonuses to Directors and Corporate Executive Officers.
  4. Theabove-written amounts include "Compensation, etc. for Outside Directors" as mentioned below.

Policy for Individual Compensation for Directors and Corporate Executive Officers

The Company hereby establishes the Executive Compensation Policy (the "Policy") in order to provide guiding principles to determine individual remuneration for its directors, corporate executive officers and executive officers (the "Executives").

The Policy's aim is that executive compensation pursuant to it shall provide the appropriate incentives for the Executives to pursue the Group's Mission and medium- to long-term vision.

Sumitomo Mitsui Banking Corporation, one of the Company's main subsidiaries, shall determine its executive compensations in accordance with this Policy.

1. Core Principles

Our executive compensation shall be determined in accordance with the core principles below:

  1. The executive compensation aims at providing appropriate incentives toward the realization of the Group's Mission and Vision.
  2. The Company's executive compensation shall reflect the changing business environment and theshort-, medium- and long-term performance of the SMBC Group, and shall account for contributions to shareholder value and customer satisfaction as well as the realization of a sustainable society.
  3. Individual remuneration shall reflect the assigned roles and responsibilities as well as the performance of the each Executive.
  4. The Company shall research and review market practices, including the use ofthird-party surveys, in order to provide its Executives with a competitive remuneration package.
  5. The Company's executive compensation shall discourage excessiverisk-taking and foster a prudent risk culture expected of a financial institution.
  6. Both external and internal regulations/guidelines on executive compensation shall be observed and respected.
  7. The Company shall establish appropriate governance and controls of the compensation process, and shall regularly review to update its executive compensation practices according to changing market practices and/or business environment.

2. Compensation Programme

  1. The Company's executive compensation programme (the "Programme") shall have three components: base salary, cash bonus, and stock compensation.
    However, compensation for Outside Directors and Members of the Audit Committee is composed of base salary only, in light of their roles to oversee the execution of duties of executive officers, etc.
  2. In order to hold the Executives accountable and provide them with appropriate incentives for the performance of the Group, the Programme targets the variable compensation component of total remuneration at 40%, if paid at standard levels. Corresponding with performance and the business environment, the variable component could range from 0% to 150% of the standard levels, which shall be determined by performance of the Executives.

21

  1. In order to enhance shareholding of the Executives and align their interests with shareholders, the Programme targets itsstock-based compensation components at 25% of total remuneration, if paid at standard levels.
  2. The above target levels shall be appropriately set in accordance with the roles, responsibilities, etc. of each Executive.
  3. Base salary shall be paid in cash and shall be, in principle, determined by the corporate titles of each Executive, reflecting the roles, responsibilities, etc.
  4. Annual incentives shall be determined based on the annual performance of the Group, the group company and the business unit each Executive is accountable for, as well as on the performance of the each Executive reviewed both fromshort-term and medium-/long-term perspectives. 70% of the determined amount shall be paid as cash bonus and the remaining 30% shall be paid under Stock Compensation Plan II (annual performance share plan).
  5. Stock compensation plans consist of Stock Compensation Plan I (the "Plan I"), under which the remuneration of the Executives shall be determined based on the Group'smedium-term performance, etc., Stock Compensation Plan II (the "Plan II"), determined based on the Group's annual performance, etc. and Stock Compensation Plan III (the "Plan III"), determined based on corporate titles, etc.
    1. Under the stock compensation plans, the Executives shall receive remuneration via shares of the Company common stock. The transfer of such stock shall be restricted for appropriately defined periods.
    2. Remuneration under Plan I shall be determined based on the Group's performance against theMedium-term Management Plan, performance of the Company shares, and the results of customer satisfaction surveys, etc.
    3. Remunerations under Plan II shall be determined based on the annual performance of the Group, the group company, and the business unit each Executive is accountable for, as well as on the performance of each Executive reviewed both from ashort-term and medium-/long-term perspectives. Remuneration paid by restricted shares, they shall effectively act as deferred compensation.
    4. Remuneration under Plan III shall be determined based on corporate titles, roles, and responsibilities, etc.
  6. In the event of material amendments to the financial statements or material reputational damages caused by the Executives, remunerations under the Plans could be reduced or fully forfeit.
  7. Notwithstanding the above, executive compensation for the Executives hired locally overseas and the Executives domiciled outside Japan shall be individually designed and determined not only in accordance with the above Core Principles, but also with consideration to local regulations and taxes, guidelines, and other local market practices, whilst ensuring the compensation should not incentivize excessiverisk-taking.

3. Governance and Control of the Compensation Processes

  1. The Company, as a Company with Three Committees, has established a Compensation Committee to resolve the following:
    • The Policy, the Programme, and relevant regulations.
    • Individual remunerations for the Company's directors and corporate executive officers.
  2. In addition to the above, the Company Compensation Committee shall review and discuss the below:
    • The individual remuneration for the Company's other executive officers.
    • Executive compensation programmes/practices of group companies of the Company, etc.

4. Amendments to and Abolition of the Policy

Amendments to and abolition of the Policy shall be resolved at the Compensation Committee.

22

  1. Liability Limitation Agreement

Name

Summary of Liability Limitation Agreement

Masayuki Matsumoto

Arthur M. Mitchell

In accordance with the provisions provided for in Article 427, Paragraph 1 of the

Shozo Yamazaki

Companies Act (the "Act"), the Company has entered into agreements with the

Masaharu Kohno

Outside Directors stated in the left column to limit the liability provided for in

Article 423, Paragraph 1 of the Act to the higher of either (i) 10 million yen or (ii)

Yoshinobu Tsutsui

the minimum amount provided for in Article 427, Paragraph 1 of the Act.

Katsuyoshi Shinbo

Eriko Sakurai

23

3. Matters regarding Outside Directors

  1. Concurrent Positions and Other Details on Outside Directors

(As of March 31, 2020)

Name

Concurrent positions and other details

Masayuki Matsumoto

Special Advisor of Central Japan Railway Company

Shozo Yamazaki

Director of EBARA CORPORATION (outside)

Masaharu Kohno

Director of DOUTORNICHIRES Holdings Co., Ltd. (outside)

Yoshinobu Tsutsui

Chairman of NIPPON LIFE INSURANCE COMPANY

Director of Imperial Hotel, Ltd. (outside)

Director of Panasonic Corporation (outside)

Audit & Supervisory Board Member of West Japan Railway Company (outside)

Katsuyoshi Shinbo

Corporate Auditor of Mitsui Chemicals, Inc. (outside)

Eriko Sakurai

Chairman and CEO of Dow Toray Co., Ltd.

Executor, Dow Switzerland Holding GmbH, which is a Representative Partner of

Dow Silicones Holding Japan G.K.

Director of SONY CORPORATION (outside)

(Note) There is no other relationship to be disclosed between the Company and the companies or entities in which the Outside Directors of the Company concurrently serve.

24

  1. Major Activities of Outside Directors

Name

Term of

Attendance of the Board of

Opinions issued at the Board of

Directors meeting, etc. and other

Office

Directors meeting, etc.

activities

Masayuki Matsumoto

2 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Nominating Committee

4/5

comments based on his considerable

meetings

experience as a chief executive and high

Audit Committee meetings

15/15

level of insight.

Arthur M. Mitchell

4 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Nominating Committee

5/5

comments based on his considerable

meetings

experience as an attorney at law and high

Compensation Committee

6/6

level of insight.

meetings

Shozo Yamazaki

2 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Audit Committee meetings

15/15

comments based on his considerable

experience as a Certified Public

Accountant and high level of insight.

Masaharu Kohno

4 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Nominating Committee

5/5

comments based on his considerable

meetings

experience as a diplomat and high level of

insight.

Yoshinobu Tsutsui

2 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Nominating Committee

5/5

comments based on his considerable

meetings

experience as a chief executive and high

Compensation Committee

5/6

level of insight.

meetings

Katsuyoshi Shinbo

2 years and

Board of Directors meetings

12/12

He mainly provides suggestions and

9 months

Audit Committee meetings

15/15

comments based on his considerable

Compensation Committee

6/6

experience as an attorney at law and high

meetings

level of insight.

Eriko Sakurai

4 years and

Board of Directors meetings

12/12

She mainly provides suggestions and

9 months

Nominating Committee

5/5

comments based on her considerable

meetings

experience as a chief executive and high

Compensation Committee

6/6

level of insight.

meetings

(Note) Periods of service of the Directors above of less than one month have been rounded down.

25

  1. Compensation, etc. for Outside Directors

Unit: millions of yen

Persons paid

Compensation, etc. paid by

Compensation, etc. paid by

parent company, etc. of the

the Company

Company

Total amount of

7

114

-

compensation, etc.

(Notes) 1. Amounts less than one million yen have been rounded down.

2. No expenses have been incurred in connection with the payment of bonuses to Outside Directors.

26

4. Matters regarding Shares of the Company

(1) Number of Shares

(Number of shares)

Total number of shares authorized to be issued

Common stock

3,000,000,000

Preferred stock (Type 5)

167,000

Preferred stock (Type 7)

167,000

Preferred stock (Type 8)

115,000

Preferred stock (Type 9)

115,000

Total number of shares issued

Common stock

1,373,171,556

  1. Number of Shareholders as of March 31, 2019

(Number of shareholders)

Common stock

327,658

(3) Major Shareholders

Common Stock

Name of shareholder

Number of shares held and percentage of shares held

Number of shares held

Percentage of shares held

(100 shares)

(%)

The Master Trust Bank of Japan, Ltd. (Trust

971,566

7.09

Account)

Japan Trustee Services Bank, Ltd. (Trust

783,326

5.71

Account)

Japan Trustee Services Bank, Ltd. (Trust

403,326

2.94

Account 9)

Japan Trustee Services Bank, Ltd. (Trust

293,202

2.14

Account 7)

NATSCUMCO

281,213

2.05

Japan Trustee Services Bank, Ltd. (Trust

277,859

2.02

Account 5)

JP MORGAN CHASE BANK 385151

263,874

1.92

SSBTC CLIENT OMNIBUS ACCOUNT

254,092

1.85

STATE STREET BANK WEST CLIENT -

193,533

1.41

TREATY 505234

Barclays Securities Japan Limited

184,841

1.34

(Notes) 1. Listed here are the top ten shareholders in terms of their respective ratio of stock holding against the total number

of outstanding shares (excluding treasury shares).

2. Numbers of shares less than one hundred have been rounded down and the percentage of shares held has been rounded down to the nearest second decimal place.

27

5. Matters regarding the Accounting Auditor

(1) Accounting Auditor

Name

Compensation, etc. for the fiscal year

Other

KPMG AZSA LLC

Compensation, etc. pertaining to the

1. The Audit Committee confirmed

and discussed the details of the

Toshihiro Otsuka

activities specified in Article 2,

audit plan, the status of

Paragraph 1 of the Certified Public

performance of duties, and the

Designated Limited Liability

Accountants Act: 1,810 million yen

basis for calculation of the

Partner

estimate of compensation of the

Noriaki Habuto

Accounting Auditor. As a result,

the Audit Committee gave

Designated Limited Liability

approval set forth in Article 399,

Partner

Paragraphs 1 and 4 of the

Kazuhide Niki

Companies Act for the

compensation, etc. of the

Designated Limited Liability

Accounting Auditor.

Partner

Of the above, compensation, etc.

2. The Company paid the

Accounting Auditor for general

as Accounting Auditor: 282 million

training for employees of

yen

internal audit departments, etc.,

which fell outside the scope of

the activities specified in Article

2, Paragraph 1 of the Certified

Public Accountants Act.

(Notes) 1. Amounts less than one million yen have been rounded down.

    1. The audit agreement between the Company and the Accounting Auditor does not and cannot practically distinguish between compensation, etc. for audits stipulated by the Companies Act and those stipulated by the Financial Instruments and Exchange Act. For this reason, "Of the above, compensation, etc. as Accounting Auditor" above includes the compensation, etc. amount for audits based on the Financial Instruments and Exchange Act.
    2. Total amount of moneys and other financial benefits payable by the Company and subsidiaries (excluding unconsolidated subsidiaries) to the Accounting Auditor is 3,951 million yen. This total includes fund auditing compensation.
  1. Liability Limitation AgreementNot applicable.
  2. Other Matters regarding the Accounting Auditor
  1. Policy for Decisions on Dismissal or Nonreappointment of Accounting Auditor
    The Audit Committee discusses whether to dismiss the Accounting Auditor where they fall under any of the grounds set forth in each item of Paragraph 1 of Article 340 of the Companies Act. In addition to that, when it is determined to be difficult for the Accounting Auditor to appropriately execute his or her duty, the Audit Committee discusses whether to forward a proposal for the dismissal or nonreappointment of the Accounting Auditor to the general meeting of shareholders in accordance with Article 404, Paragraph 2, Item 2 of the Companies Act.
  2. From among the Company's significant subsidiaries, Sumitomo Mitsui Banking Corporation Europe Limited, Sumitomo Mitsui Banking Corporation (China) Limited, PT Bank BTPN Tbk and SMBC Americas Holdings, Inc. were audited by an Accounting Auditor other than the Company's (or by person(s) with equivalent qualifications in foreign countries).

28

6. Matters regarding Specified Wholly Owned Subsidiary

Total book value

Total assets of the

Company Name

Address

Company

(millions of yen)

(millions of yen)

Sumitomo Mitsui

1-2, Marunouchi

1-chome,Chiyoda-ku,

4,613,790

14,225,470

Banking Corporation

Tokyo, Japan

(Note) Amounts less than one million yen have been rounded down.

7. Others

Policy Regarding the Exercise of Authority Given to the Board of Directors under the Articles of Incorporation pursuant to paragraph 1, Article 459 of the Companies Act

The Company stipulated in Article 8 of its Articles of Incorporation that except as otherwise provided by applicable law, the Company may, by resolution of its Board of Directors, acquire for value its own shares with agreement of shareholders pursuant to Item 1, paragraph 1 of Article 459 of the Companies Act. For acquisition of its own shares, the Company will appropriately act after comprehensively assessing the status of its capital, investment opportunities for future growth and other factors.

29

Consolidated Balance Sheet

(As of March 31, 2020)

Unit: millions of yen

Account

Amount

Account

Amount

(Assets)

(Liabilities)

Cash and due from banks

61,768,573

Deposits

127,042,217

Call loans and bills bought

896,739

Negotiable certificates of deposit

10,180,435

Receivables under resale agreements

8,753,816

Call money and bills sold

3,740,539

Receivables under securities borrowing

5,005,103

Payables under repurchase agreements

13,237,913

transactions

Payables under securities lending

Monetary claims bought

4,559,429

2,385,607

transactions

Trading assets

7,361,253

Commercial paper

1,409,249

Money held in trust

353

Trading liabilities

6,084,528

Securities

27,128,751

Borrowed money

15,210,894

Loans and bills discounted

82,517,609

Foreign exchanges

1,461,308

Foreign exchanges

2,063,284

Short-term bonds

379,000

Lease receivables and investment assets

219,733

Bonds

9,235,639

Other assets

8,298,393

Due to trust account

1,811,355

Tangible fixed assets

1,450,323

Other liabilities

7,011,967

Assets for rent

506,755

Reserve for employee bonuses

73,868

Buildings

341,505

Reserve for executive bonuses

3,362

Land

423,346

Net defined benefit liability

35,777

Lease assets

28,933

Reserve for executive retirement benefits

1,270

Construction in progress

46,138

Reserve for point service program

26,576

Other tangible fixed assets

103,645

Reserve for reimbursement of deposits

4,687

Intangible fixed assets

753,579

Reserve for losses on interest repayment

142,890

Software

440,407

Reserves under the special laws

3,145

Goodwill

194,289

Deferred tax liabilities

257,384

Lease assets

986

Deferred tax liabilities for land

30,111

revaluation

Other intangible fixed assets

117,896

Acceptances and guarantees

9,308,882

Net defined benefit asset

230,573

Total liabilities

209,078,615

Deferred tax assets

26,314

(Net assets)

Customers' liabilities for acceptances

9,308,882

Capital stock

2,339,964

and guarantees

(479,197)

Reserve for possible loan losses

Capital surplus

692,003

Retained earnings

6,336,311

Treasury stock

(13,983)

Total stockholders' equity

9,354,296

Net unrealized gains (losses) on other

1,371,407

securities

Net deferred gains (losses) on hedges

82,257

Land revaluation excess

36,878

Foreign currency translation adjustments

(32,839)

Accumulated remeasurements of defined

(92,030)

benefit plans

Total accumulated other comprehensive

1,365,673

income

Stock acquisition rights

2,064

Non-controlling interests

62,869

Total net assets

10,784,903

Total assets

219,863,518

Total liabilities and net assets

219,863,518

30

Consolidated Statement of Income

(From April 1, 2019 to March 31, 2020)

Unit: millions of yen

Account

Amount

Ordinary income

2,456,364

5,314,313

Interest income

Interest on loans and discounts

1,693,016

Interest and dividends on securities

346,822

Interest on call loans and bills bought

15,890

Interest on receivables under resale agreements

31,449

Interest on receivables under securities borrowing transactions

21,247

Interest on deposits with banks

80,924

Interest on lease transactions

7,307

Other interest income

259,705

Trust fees

4,701

Fees and commissions

1,287,538

Trading income

262,826

Other operating income

1,050,065

Lease-related income

39,123

Installment-related income

752,775

Other

258,166

Other income

252,816

Recoveries of written-off claims

12,414

Other

240,401

Ordinary expenses

1,179,770

4,382,249

Interest expenses

Interest on deposits

441,477

Interest on negotiable certificates of deposit

131,849

Interest on call money and bills sold

10,284

Interest on payables under repurchase agreements

131,320

Interest on payables under securities lending transactions

1,111

Interest on commercial paper

31,525

Interest on borrowed money

57,632

Interest on short-term bonds

29

Interest on bonds

220,874

Other interest expenses

153,666

Fees and commissions payments

204,188

Other operating expenses

908,951

Lease-related expenses

26,514

Installment-related expenses

722,440

Other

159,997

General and administrative expenses

1,739,603

Other expenses

349,734

Provision for reserve for possible loan losses

70,571

Other

279,163

Ordinary profit

932,064

Extraordinary gains

1,855

23,896

Gains on disposal of fixed assets

Other extraordinary gains

22,040

Extraordinary losses

1,910

67,314

Losses on disposal of fixed assets

Losses on impairment of fixed assets

65,106

Provision for reserve for eventual future operating losses from

297

financial instruments transactions

Income before income taxes

213,526

888,646

Income taxes-current

Income taxes-deferred

(45,842)

Income taxes

167,684

Profit

720,962

Profit attributable to non-controlling interests

17,078

Profit attributable to owners of parent

703,883

31

Consolidated Statement of Changes in Net Assets

(From April 1, 2019 to March 31, 2020)

Unit: millions of yen

Stockholders' equity

Capital stock

Capital surplus

Retained earnings

Treasury stock

Total stockholders' equity

Balance at April 1, 2019

2,339,443

739,047

5,992,247

(16,302)

9,054,436

Changes in the year

Issuance of new stock

521

521

1,043

Cash dividends

(255,834)

(255,834)

Profit attributable to owners of parent

703,883

703,883

Purchase of treasury stock

(100,088)

(100,088)

Disposal of treasury stock

(250)

733

483

Cancellation of treasury stock

(101,673)

101,673

-

Changes in shareholders' interest due to

transaction with non-controlling

(47,565)

(47,565)

interests

Decrease due to decrease in subsidiaries

(945)

(945)

Decrease due to decrease in affiliates

(679)

(679)

accounted for by the equity method

Reversal of land revaluation excess

(435)

(435)

Transfer from retained earnings to

101,923

(101,923)

-

capital surplus

Net changes in items other than

stockholders' equity in the year

Net changes in the year

521

(47,044)

344,064

2,318

299,860

Balance at March 31, 2020

2,339,964

692,003

6,336,311

(13,983)

9,354,296

Accumulated other comprehensive income

Net

Foreign

Accumulated

Total

Stock

Non-

Total net

unrealized

Net deferred

Land

remeasure-

accumulated

currency

acquisition

controlling

gains (losses)

gains (losses)

revaluation

ments of

other

assets

translation

rights

interests

on other

on hedges

excess

defined benefit

comprehen-

adjustments

securities

plans

sive income

Balance at April 1, 2019

1,688,852

(54,650)

36,547

50,379

(7,244)

1,713,884

4,750

678,540

11,451,611

Changes in the year

Issuance of new stock

1,043

Cash dividends

(255,834)

Profit attributable to owners of parent

703,883

Purchase of treasury stock

(100,088)

Disposal of treasury stock

483

Cancellation of treasury stock

-

Changes in shareholders' interest due to

transaction with non-controlling

(47,565)

interests

Decrease due to decrease in subsidiaries

(945)

Decrease due to decrease in affiliates

(679)

accounted for by the equity method

Reversal of land revaluation excess

(435)

Transfer from retained earnings to

-

capital surplus

Net changes in items other than

(317,445)

136,907

331

(83,219)

(84,785)

(348,211)

(2,685)

(615,671)

(966,568)

stockholders' equity in the year

Net changes in the year

(317,445)

136,907

331

(83,219)

(84,785)

(348,211)

(2,685)

(615,671)

(666,708)

Balance at March 31, 2020

1,371,407

82,257

36,878

(32,839)

(92,030)

1,365,673

2,064

62,869

10,784,903

32

Non-Consolidated Balance Sheet

(As of March 31, 2020)

Unit: millions of yen

Account

Amount

Account

Amount

(Assets)

(Liabilities)

Current assets

680,051

Current liabilities

1,586,051

Cash and due from banks

174,641

Short-term borrowings

1,228,030

Prepaid expenses

413

Accounts payable

39,682

Accrued income

45,660

Accrued expenses

44,409

Accrued income tax refunds

127,541

Income taxes payable

12

Current portion of long-term loans

receivable from subsidiaries and

272,025

Business office taxes payable

39

affiliates

Other current assets

59,769

Reserve for employee bonuses

769

Reserve for executive bonuses

410

Current portion of bonds payable

272,025

Other current liabilities

673

Fixed assets

13,545,418

Fixed liabilities

6,673,150

Tangible fixed assets

29,557

Bonds

6,441,874

Buildings

80

Long-term borrowings

231,275

Equipment

12

Total liabilities

8,259,202

Construction in progress

29,464

(Net assets)

Intangible fixed assets

270

Stockholders' equity

5,964,203

Software

270

Capital stock

2,339,964

Investments and other assets

13,515,590

Capital surplus

1,561,442

Investment securities

645

Capital reserve

1,561,442

Investments in subsidiaries and

6,341,210

Retained earnings

2,076,780

affiliates

Long-term loans receivable from

7,173,150

Other retained earnings

2,076,780

subsidiaries and affiliates

Long-term prepaid expenses

104

Voluntary reserve

30,420

Deferred tax assets

476

Retained earnings brought

2,046,360

forward

Other

3

Treasury stock

(13,983)

Stock acquisition rights

2,064

Total net assets

5,966,267

Total assets

14,225,470

Total liabilities and net assets

14,225,470

33

Non-Consolidated Statement of Income

(From April 1, 2019 to March 31, 2020)

Unit: millions of yen

Account

Amount

Operating income

833,835

Dividends on investments in subsidiaries and

659,428

affiliates

Fees and commissions received from subsidiaries

9,087

and affiliates

Interest on loans receivable from subsidiaries and

165,319

affiliates

Operating expenses

194,525

General and administrative expenses

26,146

Interest on bonds

161,535

Interest on long-term borrowings

6,843

Operating profit

639,310

Non-operating income

202

Interest income on deposits

70

Fees and commissions income

1

Other non-operating income

130

Non-operating expenses

10,249

Interest on short-term borrowings

4,312

Fees and commissions payments

120

Amortization of bond issuance cost

5,816

Ordinary profit

629,263

Income before income taxes

629,263

Income taxes-current

(6,803)

Income taxes-deferred

(62)

Total income taxes

(6,865)

Net income

636,128

34

Non-Consolidated Statement of Changes in Net Assets

(From April 1, 2019 to March 31, 2020)

Unit: millions of yen

Stockholders' equity

Capital stock

Capital surplus

Capital reserve

Other capital surplus

Total capital surplus

Balance at April 1, 2019

2,339,443

1,560,921

-

1,560,921

Changes in the year

Issuance of new stock

521

521

521

Cash dividends

Net income

Purchase of treasury stock

Disposal of treasury stock

(250)

(250)

Cancellation of treasury stock

(101,673)

(101,673)

Transfer from retained earnings to

101,923

101,923

capital surplus

Net changes in items other than

stockholders' equity in the year

Net changes in the year

521

521

-

521

Balance at March 31, 2020

2,339,964

1,561,442

-

1,561,442

Stockholders' equity

Retained earnings

Total

Stock

Total net

Other retained earnings

Treasury

acquisition

Total retained

stockholders'

assets

stock

rights

Voluntary reserve

Retained earnings

earnings

equity

brought forward

Balance at April 1, 2019

30,420

1,767,989

1,798,409

(16,302)

5,682,471

2,539

5,685,011

Changes in the year

Issuance of new stock

1,043

1,043

Cash dividends

(255,834)

(255,834)

(255,834)

(255,834)

Net income

636,128

636,128

636,128

636,128

Purchase of treasury stock

(100,088)

(100,088)

(100,088)

Disposal of treasury stock

733

483

483

Cancellation of treasury stock

101,673

-

-

Transfer from retained earnings to

(101,923)

(101,923)

-

-

capital surplus

Net changes in items other than

(475)

(475)

stockholders' equity in the year

Net changes in the year

-

278,370

278,370

2,318

281,732

(475)

281,256

Balance at March 31, 2020

30,420

2,046,360

2,076,780

(13,983)

5,964,203

2,064

5,966,267

35

[The Independent Auditor's Report herein is the English translation of the Independent Auditor's Report (issued in the Japanese language) as required by the Companies Act.]

Independent Auditor's Report

The Board of Directors

Sumitomo Mitsui Financial Group, Inc.

Opinion

May 11, 2020

KPMG AZSA LLC

Tokyo Office

Toshihiro Otsuka (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

Noriaki Habuto (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

Kazuhide Niki (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

We have audited the consolidated financial statements, which comprise the consolidated balance sheet, the consolidated statement of income, the consolidated statement of changes in net assets, basis of presentation, significant accounting policies and the related notes, of Sumitomo Mitsui Financial Group, Inc., ("the Company") and its consolidated subsidiaries (collectively referred to as "the Group"), as at March 31, 2020 and for the year from April 1, 2019 to March 31, 2020 in accordance with Article 444-4 of the Companies Act.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position and the results of operations of the Group for the period, for which the consolidated financial statements were prepared, in accordance with accounting principles generally accepted in Japan.

Basis for the Opinion

We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Japan, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Responsibilities of Management and the Audit Committee for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in Japan, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern in accordance with accounting principles generally accepted in Japan.

The audit committee are responsible for overseeing the directors' performance of their duties including the design, implementation and maintenance of the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of our audit in accordance with auditing standards generally accepted in Japan, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is

36

sufficient and appropriate to provide a basis for our opinion. The selection and application of audit procedures depends on the auditor's judgment.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, while the objective of the audit is not to express an opinion on the effectiveness of the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate whether the presentation and disclosures in the consolidated financial statements are in accordance with accounting standards generally accepted in Japan, the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the audit committee regarding, among other matters, the planned scope and timing of the audit, significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Interest required to be disclosed by the Certified Public Accountants Act of Japan

We do not have any interest in the Group which is required to be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

37

[The Independent Auditor's Report herein is the English translation of the Independent Auditor's Report (issued in the Japanese language) as required by the Companies Act.]

Independent Auditor's Report

The Board of Directors

Sumitomo Mitsui Financial Group, Inc.

Opinion

May 11, 2020

KPMG AZSA LLC

Tokyo Office

Toshihiro Otsuka (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

Noriaki Habuto (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

Kazuhide Niki (Seal)

Designated Limited Liability Partner

Engagement Partner

Certified Public Accountant

We have audited the financial statements, which comprise the balance sheet, the statement of income, the statement of changes in net assets, basis of presentation, significant accounting policies and the related notes, and the supplementary schedules of Sumitomo Mitsui Financial Group, Inc. ("the Company") as at March 31, 2020 and for the year from April 1, 2019 to March 31, 2020 in accordance with Article 436-2-1 of the Companies Act.

In our opinion, the financial statements and the supplementary schedules referred to above present fairly, in all material respects, the financial position and the results of operations of the Company for the period, for which the financial statements and the supplementary schedules were prepared, in accordance with accounting principles generally accepted in Japan.

Basis for the Opinion

We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements and Others section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Japan, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Responsibilities of Management and The audit committee for the Financial Statements and Others Management is responsible for the preparation and fair presentation of the financial statements and the supplementary schedules in accordance with accounting principles generally accepted in Japan, and for such internal control as management determines is necessary to enable the preparation of financial statements and the supplementary schedules that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements and the supplementary schedules, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern in accordance with accounting principles generally accepted in Japan.

The audit committee are responsible for overseeing the directors' performance of their duties including the design, implementation and maintenance of the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements and Others

Our objectives are to obtain reasonable assurance about whether the financial statements and the supplementary schedules as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements and the supplementary schedules.

As part of our audit in accordance with auditing standards generally accepted in Japan, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial statements and the supplementary schedules, whether due to fraud or error, design and perform audit procedures responsive to those risks, and

38

obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The selection and application of audit procedures depends on the auditor's judgment

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, while the objective of the audit is not to express an opinion on the effectiveness of the Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements and the supplementary schedules or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate whether the presentation and disclosures in the financial statements and the supplementary schedules are in accordance with accounting standards generally accepted in Japan, the overall presentation, structure and content of the financial statements and the supplementary schedules, including the disclosures, and whether the financial statements and the supplementary schedules represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the audit committee regarding, among other matters, the planned scope and timing of the audit, significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Interest required to be disclosed by the Certified Public Accountants Act of Japan

We do not have any interest in the Company which is required to be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

39

[English Translation of the Audit Committee's report Originally Issued in the Japanese Language]

Audit Report

The Audit Committee has audited the execution of duties by Directors and Corporate Executive Officers of the Company for the 18th fiscal year from April 1, 2019 to March 31, 2020, and hereby reports the method and the results of the audit as follows:

1. Auditing Method and Details Thereof

The Audit Committee periodically received reports from the Directors, Corporate Executive Officers and other relevant personnel with respect to the content of resolutions made by the Board of Directors regarding matters prescribed by Article 416, Paragraph 1, Item 1 (b) and (e) of the Companies Act of Japan, and with respect to the status of establishment and operations of the systems that have been developed in compliance with such resolutions (internal control systems), sought their explanations as necessary, and expressed an opinion. In addition, the Audit Committee conducted audits based on the following methods.

  1. In accordance with the auditing policies, including allocation of duties established by the Audit Committee, the Audit Committee attended important meetings, received reports from the Directors, Corporate Executive Officers and other relevant personnel on matters regarding the execution of their duties, sought explanations as necessary, inspected importantinternal-approval documents, and examined the operations and financial position of the Company, by deploying the department in charge of internal audits and in cooperation with the internal control departments of the Company. As for the subsidiaries of the Company, the Audit Committee shared information with the Directors and the Corporate Auditors and other related persons of the subsidiaries and, when necessary, received reports from the subsidiaries regarding their businesses. In regard to the Company's internal control over financial reporting, the Audit Committee received reports on the assessment of such internal control from the Directors, Corporate Executive Officers and other relevant personnel and reports on the status of audit thereof from KPMG AZSA LLC, and also sought their explanations as necessary.
  2. The Audit Committee monitored and examined whether the Accounting Auditor maintained its independence and implemented appropriate audits, as well as received reports from the Accounting Auditor regarding the execution of its duties and sought explanations as necessary. The Audit Committee also received notification from the Accounting Auditor that the "System for ensuring appropriate execution of the duties of the Accounting Auditor" (as enumerated in each Item of Article 131 of the Company Accounting Regulation Ordinance) has been prepared in accordance with the "Quality Control Standards for Auditing" (issued by the Business Accounting Council on October 28, 2005) and other relevant standards, and sought explanations as necessary.

Based on the foregoing method, the Audit Committee reviewed the business report and the supplementary schedules, the consolidated financial statements for this fiscal year (consolidated balance sheet, consolidated statement of income, and consolidated statement of changes in net assets) as well as the non-consolidated financial statements for this fiscal year (non-consolidated balance sheet, non-consolidated statement of income, and non-consolidated statement of changes in net assets) and supplementary schedules thereto.

40

2. Audit Results

  1. Audit Results on the Business Report, etc.
  1. In our opinion, the business report and the supplementary schedules fairly represent the Company's condition in conformity with the applicable laws and regulations as well as the Articles of Incorporation of the Company.
  2. We have found no evidence of misconduct or material facts in violation of the applicable laws and regulations, nor of any violation with respect to the Articles of Incorporation of the Company, related to performance of duties by the Directors and Corporate Executive Officers.
  3. In our opinion, the content of the resolutions of the Board of Directors regarding the internal control systems is appropriate. In addition, we have found no matters on which to remark in regard to the content of the Business Report and the execution of duties by the Directors and Corporate Executive Officers regarding the internal control systems including the internal control over financial reporting.
  1. Results of Audit of the Consolidated Financial statements
    In our opinion, the method and the results of the audit used and conducted by KPMG AZSA LLC, the Accounting Auditor, are appropriate.
  2. Results of Audit of theNon-Consolidated Financial statements and Supplementary Schedules
    In our opinion, the method and the results of the audit used and conducted by KPMG AZSA LLC, the Accounting Auditor, are appropriate.

May 12, 2020

The Audit Committee of Sumitomo Mitsui Financial Group, Inc.

Audit Committee Member

Masayuki Matsumoto (Seal)

Audit Committee Member

Shozo Yamazaki (Seal)

Audit Committee Member

Katsuyoshi Shinbo (Seal)

Audit Committee Member

Atsuhiko Inoue (Seal)

Audit Committee Member

Toru Mikami (Seal)

(Note) Messrs. Masayuki Matsumoto, Shozo Yamazaki and Katsuyoshi Shinbo are Outside Directors pursuant to Article 2, Item 15 and Article 400, Paragraph 3 of the Companies Act of Japan.

41

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Sumitomo Mitsui Financial Group Inc. published this content on 27 May 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 May 2020 07:22:09 UTC