annualreport2011 en

annualreport2011 en
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Profile
From the wealth of knowledge and experience of developing new technologies from our foundation,
Sanyo Denki provides products and technologies to six business area.
Information
A wide business area ranging from
computers and communications
equipment, including its peripheral
hardware, to information industries
and communication services.
Industry
Business areas related
to the automation of
industrial machinery
in general, including
machine tools and
robots.
Medical
Business area manufacturing
medical and nursing related
equipment to contribute to
human health.
Cooling
Systems
Power
Systems
Servo
Systems
Environment
Business area promoting
environmental protection
and manufacturing
equipment to preserve
the global environment.
Energy
Business areas aiming to
produce and convert electric
power, save energy, and use
new energy sources.
Home
Business area manufacturing
equipment for homeautomation
and better living.
Contents
Financial Highlights (Consolidated)......... 01
Research & Development.......................... 10
History.......................................................... 38
To Our Shareholders.................................. 02
Environmental Actions.............................. 12
Board of Directors/Organization.............. 39
New Products Highlight............................ 04
Corporate Governance.............................. 14
Corporate Data/Network........................... 40
Review of Operations................................ 06
Financial Section........................................ 16
Investor Information.................................. 41
Disclaimer Regarding Forecasts and Projections
This Annual Report includes forecasts, projections and other predictive statements that represent Sanyo Denki’s assumptions and expectations
in light of currently available information. These forecasts, etc., are based on industry trends, circumstances involving clients and other factors,
and involve risks, variables and uncertainties. The Sanyo Denki Group’s actual performance results may differ from those projected in this
Annual Report. Consequently, no guarantee is presented or implied as to the accuracy of specific forecasts, projections or predictive statements
contained herein.
Financial Highlights (Consolidated)
SANYO DENKI CO., LTD. and consolidated subsidiaries
2010
2011
Years ended March 31, 2011 and 2010
2011
Thousands of
U.S. Dollars
Millions of Yen
For the Year
Net Sales
¥70,295
¥42,505
$845,410
Selling, General and Administrative Expenses
9,333
7,803
112,249
Operating Income (Loss)
5,685
(2,217)
68,377
Net Income (Loss)
4,518
(4,142)
54,338
Total Assets
74,395
66,614
894,720
Total Net Assets
35,609
32,444
428,254
At Year-End
Per Share Amounts
Yen
Net Income (Loss)
U.S. Dollars
¥72.70
¥(66.71)
$0.87
12.00
8.00
0.14
Cash Dividends Note: U.S. dollar amounts have been converted for convenience only at the rate of ¥83.15=US$1, the rate of exchange on 31 March, 2011.
Net Sales & Ratio of Operating
Income to Net Sales
(Millions of Yen / %)
65,749
Net Income
Total Net Assets & ROE
Total Assets & ROA
(Millions of Yen)
(Millions of Yen / %)
(Millions of Yen / %)
4,518
70,295
67,386
74,395
39,515
37,797
37,214
35,609
32,444
49,089
3,046
6.4
13.5
42,505
8.1
7.1
65,385
66,614
63,838
59,675
2,342
4.8
6.5
8.5
3.6
6.2
2.7
07
08
09
10
(2,217)
11
Net Sales
Ratio of Operating Income
to Net Sales
07
08
09
(0.3)
(0.5)
(193)
(5.2)
10
(6.6)
(12.1)
11
07
08
09
Total Net Assets
ROE
10
11
07
08
09
10
11
Total Assets
ROA
01
To Our Shareholders
First of all, thank you for your continued support.
Allow me to take the opportunity of the publication of our annual
report for the fiscal year ended March 31, 2011 to say a few words
to you.
Although the Japanese economy plunged into an unprecedented
economic slump three years ago, demand for the Company’s
products recovered in the second half of the fiscal year ended
March 31, 2010 and we enjoyed brisk demand in Japan and abroad
in the fiscal year under review.
Amid such business environments, Sanyo Denki commenced the
Sixth Mid-Term Management Plan in April 2010 to improve the
functions, quality and reliability of our products, as well as the
quality of our corporate activities, thereby establishing the Company
as the top brand in the industry. To achieve this goal, we initiated
efforts to improve the quality of all business activities at the Sanyo
Denki Group companies.
In the area of new product development, we successfully completed
the development of new products that are among the best in the
industry in terms of function, quality and energy-saving, as planned.
In manufacturing activities, the Company achieved higher manufacturing efficiency and better quality by producing manufacturing
machines in-house using Sanyo’s servo systems and through
02
in-house development of work and test guidance systems.
On the sales front, the establishment of a sales office for the
Hokuriku region in Kanazawa City helped us explore a new market in
the region. Bolstered sales capabilities in Shenzhen, China also
yielded positive results in terms of new market exploration in China.
We successfully entered new markets both in Japan and abroad. In
addition, we placed priority in providing assistance to our corporate
clients in their efforts to recover from the devastating earthquake
and tsunami that hit northeastern Japan on March 11, 2011.
With regard to materials procurement, the Company increasingly
sourced materials from overseas, especially those that were in short
supply or whose prices increased.
Consequently, we are pleased to report our business results during
the fiscal year under review as described in the following pages of
this annual report. For the fiscal year under review, the Company
has decided to set the year-end dividend at ¥7.00 per share.
We intend to steadily implement various measures including
expansion of overseas bases as planned.
In all our activities, we ask sincerely for your continued support.
Shigeo Yamamoto
President & CEO
03
New Product Highlights
"San Ace" is Sanyo Denki’s brand name for the cooling system products, such as
cooling fans and cooling fan units, manufactured by Sanyo Denki. These are used
mainly in servers, power supply equipment, communication equipment and FA
equipment.
San Ace Low Power Consumption Cooling Fan
●San Ace
60
This product is low power consumption fan sized 60 × 60 × 20mm with large air flow and high static
pressure. It achieves the energy saving and the environmental preservation of customer's equipment.
San Ace Splash Proof Fan
●San Ace
92W
This product is splash proof fan sized 92 × 92 × 38mm that
maintains safe operation even in harsh environments. It
achieves IP55 water and dust resistant performance, and
industry's top large flow.
"SANUPS" is the brand name for power supply equipment, including power
conditioners for photovoltaic generation systems, uninterruptible power supply
(UPS) systems, inverters and engine generators. These are used primarily in
communication systems, financial terminals, FA systems, medical care systems and
photovoltaic generation systems.
SANUPS PV Inverter
●SANUPS
P61A
This product achieves industry's top level maximum efficiency of 96%. There are 3kW and 5kW
under lineup, which are to be introduced in South East and East Asian, Oceania and European
markets. It has achieved IP65 level of protection, and is superior in waterproof/dustproof
performance. It’s safely used outside as well.
●SANUPS
P83D
This product achieves industry's top level maximum efficiency of
97%. It is 250kW PV inverter to be introduced in Asia and European
markets.
SANUPS Power Conditioner for Photovoltaic Generation System
●SANUPS
P73H
This product is 10kW power conditioner for Japanese use that achieves industry's top conversion
efficiency of 94.5%. It reaches IP65 level of protection to be used safety outside due to the
superior in waterproof/dustproof performance.
04
SANUPS Peak Cut Device
●SANUPS
K33A
Large servo press machines and conveyor systems require a large instantaneous electric power to drive motors. By releasing the stored energy for that
purpose, this product reduces the capacity of the power distribution system in
the factor y and thus keep the capacity of the distribution system to the
minimum necessary.
"SANMOTION" is the brand name for servo systems, such as servo
motors, servo amplifiers, stepping motors, stepping drivers, motion
controllers and encoders. These are used mainly in robots, machine
tools, manufacturing equipment for semiconductors or injection
molding machines.
SANMOTION AC Servo Amplifier
●SANMOTION
R ADVANCED MODEL DC48V Input Model
This product is a high performance servo amplifier with an input power of DC48V. In seeking to make the
servo amplifier both smaller and lighter, this product achieves a downsizing by approximately 30% while
maintaining the high performance equivalent to our conventional AC power input servo amplifier.
SANMOTION Controller
●SANMOTION
C High-Speed Field-Bus EtherCAT
Interface Model
This controller is equipped with a high-speed field-bus
EtherCAT interface and increases CPU processing capabilities. The size has become compact by reducing volume by
33% comparing with the existing product.
SANMOTION Linear Actuator Stepping Motor
●SANMOTION
F5
This 5-phase stepping motor incorporates a ball screw inside the stepping motor. This product achieves
a maximum thrust of 450N and a stroke of 80mm.
05
Review of Operations
Cooling Systems Division
The Cooling Systems Division develops, manufactures,
and promotes DC cooling fans, cooling fan units, AC
cooling fans, blowers and CPU cooling fans. The
products are manufactured in Japan and the
Philippines, and are sold worldwide through our
network of sales offices.
Net Sales (Millions of Yen)
Net Sales (Millions of Yen)
Major Use
● Server
● Power
Net Sa
Net Sa
16,866
16,866
8,906
8,906
11
11
09
09
supply
● Communication
equipment
12,379
12,379
● Controller
16,394
16,394
“San Ace,” Sanyo Denki's brand name for cooling system products, enjoyed brisk demand for use in new
applications, such as photovoltaic generation systems,
fuel cells, electric vehicle chargers and display devices.
Demand from the server industry and the factory
09
09
10
10
automation industry, traditionally large-volume clients,
was also strong both in Japan and abroad.
In contrast, demand from the communications
Percentage of 2011 Net Sales
Percentage of 2011 Net Sales
Percentag
Percentage
equipment industr y stagnated both in Japan and
abroad, as the industry was in transition to a next-generation communication network.
As a result, net sales increased 36.2% year on year,
to ¥16,866 million. The amount of orders received rose
32.0%, to ¥17,401 million, while the order backlog
expanded 31.9%, to ¥2,212 million.
06
24.0%
24.0%
1
12
Power Systems Division
The Power Systems Division develops, manufactures, and promotes uninterruptible power supply
(UPS) systems, power conditioner for photovoltaic
generation system, DC/AC inverter, and static transfer switch. The products are manufactured in Japan
and the Philippines, and are sold worldwide through
our network sales offices.
Net Sales (Millions of Yen)
Net Sales (Millions of Yen)
Major Use
● Communication
● Financial
● Factory
● Medical
16,866
16,866
systems
Net Sales (Millions of Yen)
Net Sales (Millions of Yen)
7,643
7,643
automation systems
12,379
12,379
care systems
● Photovoltaic
8,950
8,950
8,906
8,906
systems
Net S
Net Sa
23,788
23,788
power systems
16,394
16,394
“SANUPS,” Sanyo Denki's brand name for power supply
equipment, saw buoyant demand for power conditioners
for use in photovoltaic power generation systems for
installation at public facilities.
09
09
10
10
11
11
Although demand for uninterruptible power supply
(UPS) systems from the telecommunications and semiPercentage
2011 Net Sales
conductor sectors was firm, some
capitalofofinvestment
Percentage
2011 Net Sales
plans were postponed.
09
09
10
10
11
11
Percentage of 2011 Net Sales
Percentage of 2011 Net Sales
09
09
Percentag
Percentage
Engine generators benefited from strong demand
from government agencies and public bodies.
As a result, net sales increased 17.1% year on year, to
24.0%
24.0%
¥8,950 million. The amount of orders received rose
13.7%, to ¥9,201 million, and the order backlog expand-
12.8%
12.8%
55
ed 13.4%, to ¥2,122 million.
07
Review of Operations
Servo Systems Division
The Servo Systems Division develops, manufactures,
and promotes AC servo system, DC servo system,
motion controller, linear servo system, stepping system
and encoder. These products are manufactured in
Japan, the Philippines and China, and are sold
worldwide through our network of sales offices.
Net Sales (Millions of Yen)
Major
Net Sales
(Millions of Yen)Use
16,866
● Industrial
16,866
●Machine
tool
●Injection
Net Sales (Millions of Yen)
Net Sales (Millions of Yen)
35,864
35,864
8,950
8,950
8,906
8,906
robot
●Semiconductor
12,379
12,379
Net Sales (Millions of Yen)
Net Sales (Millions of Yen)
7,643
7,643
Net Sales
Net Sales (M
manufacturing equipment
23,788
23,788
machine
5,3
5,34
15,685
15,685
16,394
16,394
“SANMOTION,” Sanyo's brand name for servo system
products, enjoyed robust demand from machine tool,
robot and injection molding machine industries in China.
from new customers, such
09 10Demand
11
09 as
10 medical
11
09
10
11
09
10
11
equipment, testing equipment and food-related sectors,
was also firm.
Percentage of 2011
Sales
Percentage
of 2011
Net Sales
AsNet
aNet
result,
128.6%ofyear
Percentage of 2011
Sales net sales increased
Percentage
2011on
Netyear,
Sales
to ¥35,864 million. The amount of orders received rose
09
09
10
10
11
11
Percentage of 2011 Net Sales
Percentage of 2011 Net Sales
09
09
1
10
Percentage of
Percentage of 20
98.4%, to ¥37,861 million. The order backlog expanded
43.8%, to ¥6,552 million.
24.0%
24.0%
08
12.8%
12.8%
51.0%
51.0%
9.6
9.6%
of Yen)
950
11
7,643
Net Sales (Millions of Yen)
23,788
6,769
,864
11
Net Sales
5,345
15,685
Electrical Equipment Sales Division (Sales of products other than those of SANYO DENKI CO., LTD.)
Net Sales (Millions of Yen)
Electrical Equipment Sales offers an abundant variety of electrical and electronics products from the world's
09
10
11
09
10
11
09
10
11
leading manufacturers.
35,864
Sales
of industrial
electrical
equipment, controlPercentage
Net
(Millions
of Yen)
Percentage
of 2011
Net Sales
of Sales
2011 Net
Sales
equipment and 23,788
electric materials showed
steady growth due to the expansion of sales
and UPS systems, in addition to photovoltaic
Net Sales (Millions of Yen)
generation and medical equipment sectors.
12.8%
(Millions of Yen)
Percentage of Net
2011Sales
Net Sales
P
1,845
6,769
areas including in light-emitting
diodes (LEDs)
15,685
1,451
5,345
51.0%
9.6%
As a result, net sales
35,864 amounted to ¥6,769
million. The amount of orders received totaled
¥4,743 million, and09the order
backlog
stood at
10
11
09 of Yen)
10
Net Sales (Millions
¥1,997 million.
23,788
Net Sales
of Yen)
35,864
8,950
8,906
Percentage of 2011 Net Sales
15,685
11
09 of Yen)
10
Net Sales (Millions
11
1,845
6,769
Percentage of 2011 Net Sales
Percentage
of 2011 Net Sales
1,451
9.6%
2.6%
5,345
Electrical Works Contracting Division
51.0%
Electrical Works Contracting Division offers planning, design, construction and maintenance works for industrial
09
10
11
09
10
11
09
10
11
control system.
Demand
related
to photovoltaic
generation,
a
Net
(Millions
of Yen)
(Millions of Yen)
Percentage
of Sales
2011
Net
Sales
Percentage
of Net
2011Sales
Net Sales
new business area for the Company, was firm.
1,845
On the other hand, demand
was slow to
6,769
1,451
recover in the main
5,345lines of this business,
including steel mill related equipment, power
51.0%
generation and substation equipment, and
Percentage of 2011 Net Sales
9.6%
2.6%
electrical equipment.
As a result, net sales totaled ¥1,845
million. The amount
of orders
09
10
11 received totaled
09
10
11
¥1,636 million, while the order backlog stood
at ¥273 million.
Percentage of 2011 Net Sales
9.6%
Percentage of 2011 Net Sales
2.6%
09
Research & Development
R&D/Ratio of R&D Costs to Net Sales
(Millions of Yen / %)
4.6
2,105
2,162
1,957
4.3
1,770
1,345
3.1
2.6
2.0
07
08
09
10
11
R&D Costs
Ratio of R&D Costs to Net Sales
Technology Center
During the fiscal year under review, the Group imple-
Cooling Systems Division
mented research and development activities under the
We developed the following products for the “San Ace” cooling
leadership of Sanyo Denki, while teaming up the sales
system series.
section with the design/development section of the
research institute, based on the fundamental concept of
static pressure, a challenge with cooling fans used in electronic
developing products with which customers can create
new values.
Three of our business divisions actively carry out
In addition to improving the performance in air capacity and
devices for the telecommunications industry, storage systems
and computer devices including servers is to design devices
with better energy-saving performance. Demand is also rising
for cooling fans for the market related to natural energy sources,
R&D activities, aiming to contribute to the development
such as photovoltaic generators and wind power generation,
of technologies for protecting the global environment,
chargers for electronic vehicles and fuel cells. Such items require
protecting the health and safety of individuals, utilizing
environmental durability that can be adapted to different environ-
new energy sources, and conserving energy.
ments and conditions of use.
We adopt a unique design/development group sys-
tem for our R&D system, built around the Company’s
Technology Center, so that we can easily form new
To meet the needs of these markets and the demands of
clients, Sanyo Denki has been focusing its efforts on technological capabilities in fans and motors, such as designs for air
power, motors, circuits and structures, and developing new
teams for each product issue, which helps us anticipate
products by drawing on these capabilities. We have expanded
market needs and better respond to customer needs.
our product line for a series of low-power-consumption fans to
Research and development costs during the fiscal
satisfy the demand for fans with higher performance and lower
year ended March 2011, on a consolidated basis,
power consumption. We have also added new products to our
amounted to ¥2,162 million.
line of waterproof fans for use in outdoor telecommunications
equipment, including base stations, and energy-related outdoor
equipment, such as PV inverters and power conditioners.
During the fiscal year under review, research and develop-
ment costs for this division amounted to ¥434 million.
10
Large Laboratory
Design Room (Bottom)
Power Systems Division
Servo Systems Division
We developed the following products for the “SANUPS”
We developed the following products for the “SANMOTION”
power system series.
servo system series.
In uninterruptible power supply (UPS) systems, we have
For stepping motors, we have commercialized the
expanded our product line by developing the “C33A” series
“SANMOTION F2” protection grade IP65 stepping motor to
with larger instantaneous voltage restore capacity thanks to
meet the demand from the area of FA.
highly efficient parallel processing inverter technology. Demand
for power conditioners for photovoltaic power systems is
the well-received “SANMOTION R” AC servo motors and
accelerating both in Japan and abroad, as a result of increasing
developed a 180º-angle AC servo motor that is used exten-
awareness of the need to preserve the global environment and
sively in injection molding. With EtherCAT communication
growing use of natural energy. Against this background, we
based on the industrial Ethernet garnering much attention as
have developed the 250kW PB inverter “P83D” for overseas
an industrial high-speed network, we have developed a two-
use and the “P61A” 3kW and 5kW PV inverters, expanding the
axis integrated driver “SANMOTION Model No. PB,” which
product line of photovoltaic products. In addition, we have
uses the EtherCAT network.
developed the 10kW power conditioner “P73H” with high
conversion efficiency and environmental durability.
that can be used for a range of applications, we have devel-
Applying the same technology to a new use, we have
oped a teaching pendant with 32 input and output modules,
begun an initiative to employ natural energy sources such as
which is some 80% smaller and about 65% lighter than
solar and wind power, to prevent the system voltage from fluc-
existing products.
tuating due to a surge or drop in power caused by FA devices,
and to use the regenerative energy from motor devices effec-
costs for this division totaled ¥1,124 million.
For servo motors, we have expanded the product line of
As a peripheral device of the “SANMOTION C” controllers
In the fiscal year under review, research and development
tively. We have developed the peak cut device “K33A” and the
power regenerator “K23A.”
Research and development costs for this division
amounted to ¥604 million in the fiscal year under review.
11
Environmental Actions
Environmental Policy
Basic Philosophy
SANYO DENKI CO., LTD. will implement business management strategies to contribute to the conservation of the
global environment and human prosperity through its activities
for society and the environment.
Basic Policy
Recognizing its responsibilities as a company engaged in the
development, design and sales of cooling fans, uninterruptible
power supply (UPS) systems, power conditioners for
photovoltaic generation systems, engine generators, servo
systems, stepping systems, controller and encoders, every
member of Sanyo Denki (at the Kangawa Works, Shioda
Works, Fujiyama Works, the Technology Center and the Head
Office) will adopt the following policy and promote activities
that are environmentally friendly, with the aim of contributing
to the conservation of a healthy global environment.
1. We improve the environmental management system continuously and work for prevention of pollution and
reduction of environmental impact.
2.We assess the environmental impact from our corporate
activities and work toward determined environmental
objectives and targets. We also deal with the followings as
the high-priority theme of environmental management:
1)Develop, design, manufacture and sell eco-friendly products
2)Control and reduction in the use of hazardous chemical
substances
3)Implementation of business improvement activities and
reduction in the environmental impact at business activities
(energy consumption, photocopy paper, waste, etc.)
4)Contribution to the regional society
3.Implementation of business improvement activities and
reduction in the environmental impact at business activities (energy consumption, photocopy paper, waste, etc.)
4. We document, carry out and maintain our environmental
principles, make them known to all employees and provide
environmental education to increase their ecological awareness.
We also make these principles known to our suppliers and ask
them to cooperate, and reflect them on our environmental
management.
5. We periodically review our environmental management system.
6. The environmental principles are widely publicized to
parties in and outside the company.
Systems
It has been 11 years since the Environmental Committee was
established in April 2000.The committee has been working to
maintain a level of energy saving and waste reduction in factories since fiscal 2004. In addition to reducing environmental
burdens, the committee is also striving to reduce the volume
of hazardous chemical substances and develop eco-products
to achieve its major environmental management goals.
Main Tasks of the Environmental Committee
• Formulation of policies on environmental conservation activities, and reporting and instructions on the same
• Formulation and enforcement of company rules and procedures (including company-wide environmental manuals)
concerning environmental conservation activities
• Promotion of environmental conservation activities at the
head office, factories and branch offices through those in
charge of environmental management
• External contacts concerning company-wide environmental
conservation activities
• Surveys on social situations relating to environmental conservation activities
We continue our efforts to improve our environmental preservation activities, and work toward the goal of a sustainable
society through formulation of voluntary standards and
establishment of concrete targets. A notable achievement in
this regard was our initiation of the sale of cooling fans and
stepping motors in correspondence with the RoHS Directive
for reducing hazardous chemical substances.
Scheme of Environmental Management System
Plan
Setting goals and targets and
making plans based on
environmental policies
Action
Improving deficiencies
and reviewing the system
Continuous
improvement
Check
Checking and recording results
based on accurate measurements, and
checking the system operation
through monitoring
12
Do
Implementing the plans in
accordance with rules
and procedures
Reduction of CO2 Emissions
We recognize the crucial importance of energy saving activities
aimed at reducing CO2 emissions as a measure to prevent global
warming, and are working to promote energy saving activities by
improving energy consumption efficiency and using clean energy.
The amount of electricity usage and A-type heavy oil increased in
fiscal 2010 compared with last year and CO2 emissions also
increased due to the expansion of production by the recovery of
market and the effects of hot weather in summer. However,
there was a decrease in energy consumption per production unit.
survey is being conducted on hazardous chemicals contained
in products.
• Our company guidelines concerning China RoHS are being
presented to adopt appropriate measures for customers.
• Analysis of six RoHS substances contained in materials is being
conducted using an X-ray fluorescent (XRF) analysis system.
• Measures for REACH; the surveys are being conducted on
PFOS contained in the product as well as SVHC (46
Substances of Very High Concern) as defined in REACH.
*R
oHS Directive: The Directive on the Restriction of the Use of Certain
Hazardous Substances in Electrical and Electronic Equipment adopted
by the European Parliament and the European Council.
* RoHS six substances: lead, hexavalent chromium, cadmium, mercury,
and specified brominated flame retardants (PBB and PBDE)
* REACH (Registration, Evaluation, Authorisation and Restriction of
Chemicals): The regulation in Europe to totally administer the registration,
evaluation, authorisation, and restriction of chemical substances.
Reduction in Hazardous Chemical Substances
The Hazardous Chemical Reduction Working Group,
a subgroup of the Chemical Substance Emission Reduction
Subcommittee, is working together with design sections of
manufacturing divisions to achieve the goal of eliminating
substances strictly prohibited by the RoHS Directive.
• The installation of equipment required to meet the RoHS standards for cooling fans has been completed.
• The installation of equipment required to meet the RoHS standards for stepping motors has been completed.
• Measures required to meet the RoHS standards for applicable
servo motors, servo amplifiers, and stepping motor drivers are
being implemented and expanded.
• Measures required to meet the RoHS standards for power system
products are being implemented and expanded.
• Preparations are currently underway to conduct a survey on
hazardous substances designated by the JGPSSI and other
organizations.
• Based on the Chemical Substance Management Guidelines, a
Zero Emissions
Sanyo Denki is working as a member of the Zero-emission
Promotion Committee and the Zero-emission Promotion
Workshop (formed in April 2003) of the Nagano Techno
Foundation Asama Technopolis Region Center to promote environmental conservation activities in collaboration with
companies in the surrounding areas.
The Zero-emission Promotion Workshop holds sessions for
activity reports and makes inspection visits to member companies to see how waste is sorted by type and processed, and
carefully examines how to improve waste disposal methods.
Since the last fiscal year, the Workshop has deployed
seven subpanels to study the cooperative collecting and disposing of waste.
Changes in the Amount of Waste Discharged
(tons)
40
(tons)
7,500
10,000
12,967
26
1,034
1,611
27
26
1,039
10,322
5,000
1,987
701
1,806
8,679
880
1,408
9,024
12,499
20
1,210
597
9,811
10,161
7,217
6,391
30
0
10
0
06
07
Electricity
A-type heavy oil
Other
Unit energy consumption
08
09
10
(FY)
Amount of waste discharged per year
CO2
15,000
CO2 emissions per worth of production
100 million yen
34
13,006
29
6,000
(tons)
10
9.5
8.7
8.5
7.9
8
6.7
4,384
4,500
3,304
3,000
3,595
16
2,904
11
2,348
3,583
3,288
1,500
12
2,894
6
16
4
4,368
11
2
2,337
0
Amount of waste discharged per worth of
production 100 million yen
Energy Consumption Measured in Terms of the Amount of CO2
(tons)
20,000
0
06
07
08
09
10
(FY)
Recycled
Incinerated or buried
Amount of discharge per production unit
13
Corporate Governance
Basic Corporate Governance Philosophies
General Meeting of Shareholders
Election/
dismissal
Election/
dismissal
Board of Directors
Directors (5)
Operational
audits
Outside Directors (2)
Corporate Governance System
Details of Corporate Organization and Improvement of the
Internal Control System
Overview of corporate organization
(a) The Board of Directors always ensures that the operations of
directors and employees comply with laws, regulations and the
Articles of Incorporation of the Company, and it receives reports
from the heads of responsible divisions at regular Board of
Directors meetings, or when needed. It also makes decisions,
gives instructions and offers guidance, when necessary.
(b) The Board of Directors appoints the necessary number of
executive officers to realize systematic, appropriate and speedy
execution of operations, gives individuals the responsibility and
authority they need for their duties, oversees operations,
receives reports from the executive officers at Board of
Directors meetings, and when needed. It also makes decisions, gives instructions and offers guidance, when necessary.
(c) Corporate Auditors audit the operations of the directors, and
check whether executive officers, and the divisions under
their control, are executing operations appropriately pursuant
to laws, regulations, the Articles of Incorporation and inhouse rules.
(d) The Auditing Department, under direct control of the
Representative Directors, performs audits to check whether
operations in all the organizations are being conducted
appropriately according to laws, regulations, the Articles of
Incorporation and in-house rules. It also offers guidance if it
believes a practice needs to be improved.
(e) The Committee of Business Conduct, appointed by the
Directors, provides employees of the Company and affiliated
group companies with thorough education and training on
compliance with laws and regulations and the corporate
code of conduct.
Strengthening of the risk management system
The Company’s Crisis Management Committee fully recognizes the risks that influence corporate management and
strives to improve the “Crisis Management Manual.” During
times of normality, the committee formulates measures to
prevent risks from occurring. The Company has also established a system to prepare for any unforeseen situation that
might seriously affect corporate management.
14
Corporate Auditors (4)
Outside Corporate
Auditors (2)
Election/
supervision
Representative Directors/
President/
Executive Officers
(10: Including 3 serving
concurrently as Directors)
Board of Corporate
Auditors
Accounting
audits
Election/dismissal
The Company has established an internal control system,
through which we will strive to achieve corporate principles
through fair and reasonable management, and have every
employee fully understand the corporate principles in daily business operations. We will revise the system when necessary.
Diagram of organizations within the Company and the
internal control system
Auditing Firm
Internal Audits and Audits by Corporate Auditors
(a) As a tool of internal auditing, the Auditing Department was
established with three Corporate Auditors to prevent illegal
corporate activities before happen and improve the quality of
management.
(b)For the purpose of auditing by auditors, Corporate Auditors
attend all Board of Directors meetings and the Executive
Board meeting, which is held twice a month, to fully oversee
the management’s business conduct.
(c)The Auditing Department, Corporate Auditors and the
accounting auditor are enhancing their mutual cooperation
by exchanging information at various opportunities, including
the regular meeting to discuss the annual schedule, earnings
reports, and other data.
Outside Directors and Outside Auditors
(a)We appoint one lawyer and one certified public accountant
(CPA) as outside Directors and three persons as outside
Corporate Auditors, but there are no conflicts of interests
between the Company and these personnel.
(b)The Company’s management has much to gain from the
specialized experience and knowledge of the directors, Mr.
Yuichiro Miyake and Mr. Toru Suzuki, an attorney and a chartered tax accountant, respectively.
(c) Having served as an executive in another corporation for many
years, Mr. Hisayuki Ogura, corporate auditor, brings knowledge
and experience to the Company’s auditing team. Similarly, the
team also benefits in its auditing practices from the specialized
knowledge and experience of Mr. Takeshi Yamamoto,
corporate auditor and a former director of operations and sales
divisions of a company in the communications network sector.
(d) Two outside Directors attend Board of Directors meetings
and share their opinions as appropriate when deliberating
resolutions.
(e) Three outside Corporate Auditors attend Board of Directors
meetings and pose questions to clarify issues. They also
discuss key issues related to auditing of the Board of
Corporate Auditors.
(f) A high level of lateral coordination is maintained among the
outside Directors with the role of supervision, outside
Corporate Auditors with its role of auditing, the internal
audits, the audits by Corporate Auditors, and the accounting
audits. The Internal Control Division also cooperates
intimately with the outside Directors and the outside
Corporate Auditors by sharing appropriate information
whenever necessary.
Compensation Paid to Executives
Total compensation by officer title, total compensation by
type and number of applicable executives of the Company
Officer title
Total compensation by type (millions of yen)
Total
Number of
compensation
Basic
Stock
Retirement applicable
(millions of yen) compensation options
officers
Bonus
benefits
Directors
(excluding
outside
Directors)
81
81
—
—
—
3
Auditors
(excluding
outside
Auditors)
26
26
—
—
—
2
Outside
officers
33
33
—
—
—
4
Consolidated compensation by officer title of the Company
Not listed, as no total consolidated compensation exceeded
¥100 million.
Policy for determining compensations for executives
Not applicable.
Limit on the Number of Directors
It is established within the Articles of Incorporation that there
shall be no more than 10 Directors.
Resolutions to Appoint Directors
It is established within the Articles of Incorporation that resolutions concerning appointment of Directors shall be adopted when
shareholders having one-third of the total voting rights of shareholders entitled to exercise voting rights are present, and when
approved by a majority of the votes of the shareholders present.
General Meeting of Shareholders Resolution Items
Established in the Articles of Incorporation as Items to
Be Resolved by the Board of Directors
Acquisition of treasury stock
With regard to acquisition of treasury stock, it is established
within the Articles of Incorporation that in accordance with
Article 165, Paragraph 2 of the Companies Act, treasury stock
may be acquired in accordance with resolutions by the Board of
Directors. The aim of this is the execution of flexible capital
policies in response to the business environment.
Interim dividends
With regard to the distribution of retained earnings, it is established within the Articles of Incorporation that in accordance
with Article 454, Paragraph 5 of the Companies Act, interim
dividends may be paid upon the resolution of the Board of
Directors on September 30 of each year as a base date, except
as otherwise provided by law. The aim of this is the flexible
distribution of profits to shareholders by authorizing the Board of
Directors to decide on the distribution of retained earnings.
Exemption from Liabilities of Directors and Auditors
It is established within the Articles of Incorporation that in
accordance with Article 426, Paragraph 1 of the Companies
Act, upon the resolution of the Board of Directors, Directors
and Auditors may be exempt from their liabilities provided for
in Article 423, Paragraph 1 of the Companies Act within the
limits stipulated by law. The aim of this is the fulfillment of
roles expected for Directors and Auditors in the execution of
their responsibilities.
General Meeting of Shareholders Special Resolution
Requirements
With regard to general meeting of shareholders special
resolution requirements stipulated in Article 309, Paragraph 2
of the Companies Act, it is established within the Articles of
Incorporation that resolutions shall be adopted when shareholders having one-third of the total voting rights of
shareholders entitled to exercise voting rights are present, and
when approved by two-thirds of the votes of the shareholders
present. The aim of this is the smooth running of the general
meeting of shareholders.
15
Financial Section
– Consolidated –
Contents
Six-Year Summary.....................................................16
Financial Review (Consolidated)...............................17
Consolidated Balance Sheets.................................. 20
Consolidated Statements of Income...................... 22
Consolidated Statements of
Comprehensive Income......................................... 22
Consolidated Statements of
Changes in Net Assets........................................... 23
Consolidated Statements of Cash Flows................ 25
Notes to Consolidated
Financial Statements.............................................. 26
Report of Independent Auditors ............................. 37
Six-Year Summary
SANYO DENKI CO., LTD. and consolidated subsidiaries
Years ended March 31
Millions of Yen
2011
2010
¥70,295
¥42,505
2009
2008
2007
2006
¥49,089
¥67,386
¥65,749
¥64,527
For the Year:
Net Sales
Cost of Sales
55,276
36,918
39,698
54,751
52,868
53,601
Selling, General and Administrative Expenses
9,333
7,803
8,068
8,286
8,224
7,022
Operating Income (Loss)
5,685
(2,217)
1,322
4,348
4,656
3,902
Net Income (Loss)
4,518
(4,142)
(193)
2,342
3,046
2,719
Net Income (Loss) per Share (Yen)
72.70
(66.71)
(3.13)
38.88
50.67
44.21
Cash Dividends per Share (Yen)
12.00
8.00
9.00
10.00
11.00
10.00
Total Assets
74,395
66,614
59,675
63,838
65,385
61,702
Total Net Assets*
35,609
32,444
37,214
39,515
37,797
35,404
Current Assets
48,017
38,525
31,787
39,022
41,592
38,879
Current Liabilities
31,959
26,298
16,204
22,749
25,141
23,550
Return on Equity (%)
13.5
(12.1)
(0.5)
6.2
8.5
8.2
Return on Assets (%)
6.4
(6.6)
(0.3)
3.6
4.8
4.6
Dividend Payout Ratio (%)
16.5
—
—
25.7
21.7
22.6
Interest Coverage Ratio
21.7
3.6
16.4
32.7
26.0
54.3
* Total Net Assets = total shareholders’ equity + valuation and translation adjustments + minority interests (from 2006).
16
Financial Review (Consolidated)
SANYO DENKI CO., LTD. and consolidated subsidiaries
OVERVIEW
demand from the communications equipment industry
stagnated both in Japan and abroad, as the industry was in
transition to a next-generation communication network.
In the Power Systems Division, we saw buoyant
demand for power conditioners for use in photovoltaic
power generation systems for installation at public facilities.
Although demand for uninterruptible power supply (UPS)
systems from the telecommunications and semiconductor
sectors was firm, some capital investment plans were
postponed. Engine generators benefited from strong
demand from government agencies and public bodies.
In the Ser vo Systems Division, we enjoyed robust
demand from machine tool, robot and injection molding
machine industries in China. Demand from new customers,
such as medical equipment, testing equipment and food-related sectors, was also firm.
In the Electrical Equipment Sales Division, sales of
industrial electrical equipment, control equipment and
electric materials showed steady growth due to the
expansion of sales areas including in light-emitting diodes
(LEDs) and UPS systems, in addition to photovoltaic generation and medical equipment sectors.
In the Electrical Works Contracting Division, demand
related to photovoltaic generation, a new business area for
the Company, was firm. On the other hand, demand was
slow to recover in the main lines of this business, including
steel mill related equipment, power generation and
substation equipment, and electrical equipment.
For more discussion of sales by reportable segment,
please go to "Review of Operations" (pages 6 through 9).
In the consolidated fiscal year under review, the Japanese
economy remained stagnant in the fall of 2010, affected by a
slowdown in exports due to the yen’s appreciation against
the U.S. dollar and weaker consumer spending, despite
recover y in demand in some markets. Although the
Japanese economy showed signs of recovery after the turn
of the year, economic activities plummeted sharply toward
the end of the fiscal year, following the Great East Japan
Earthquake on March 11, 2011.
Against this background, the Sanyo Denki Group saw
recovery in demand for machine tools, robots and manufacturing equipment for semiconductors, the primary client
sectors for the Group.
As a result, consolidated sales totaled ¥70,295 million in
the consolidated fiscal year under review, up 65.4% from
the previous year. Consolidated operating income amounted
to ¥5,685 million, while net income came to ¥4,518 million,
reflecting extraordinary income of compensation received
and an extraordinary loss recorded in expenses for environmental remediation measures. Order intake totaled ¥70,844
million, while outstanding orders amounted to ¥13,158 million.
ANALYSIS OF OPERATING RESULTS
Net Sales
For the fiscal year ended March 31, 2011, we recorded
consolidated net sales of ¥70,295 million, up 65.4% from
the previous year.
In the Cooling Systems Division, we enjoyed brisk
demand for use in new applications, such as photovoltaic
generation systems, fuel cells, electric vehicle chargers and
display devices. Demand from the server industry and the
factory automation industry, traditionally large-volume clients,
was also strong both in Japan and abroad. In contrast,
SG&A Expenses to
Net Sales Ratio
Operating Income (Expenses)
The cost of sales rose 49.7% from the previous year, to
¥55,276 million, while the cost of sales ratio increased by 8.3
percentage points to 78.6%, from 86.9% the previous year.
Net Income per Share &
Cash Flow per Share
Fixed Ratio & Current Ratio
(%)
(%)
18.4
(Yen)
196.2
16.4
165.1 165.4
88.0
171.5
72.7
66.7
12.5
10.9
13.3
12.3
62.3
146.5 150.2
86.6
64.5 62.9 62.8
44.2
50.7
52.6
47.5
38.9
74.1
74.9
10.9
(3.1)
06
07
08
09
10
11
06
07
08
09
Current Ratio
Fixed Ratio
10
11
06
07
08
(66.7)
09
10
11
Net Income per Share
Cash Flow per Share
17
Capital Expenditure
Depreciation
Inventory Turnover
(Millions of Yen)
(Millions of Yen)
(Times)
Selling, general and administrative expenses amounted
to ¥9,333 million, up 19.6%. As a result of the above, the
operating income amounted to ¥5,685 million.
Other Deductions
In the category of other income and expenses, we recorded
net other expenses of ¥978 million, compared to net other
expenses of ¥1,612 million in the previous year. A major
contributor to the decrease was the extraordinary income of
¥506 million due to compensation received.
Europe
The Company has consolidated subsidiaries SANYO DENKI
EUROPE S.A. and SANYO DENKI GERMANY GmbH in
Europe. Sales to external customers amounted to ¥3,051
million, up 62.9%, and intersegment transactions were ¥32
million, down 1.5%, for total sales of ¥3,084 million, up
61.8% from the previous year. The operating income
amounted to ¥152 million.
Eastern Asia
The Company’s consolidated subsidiaries operating in East
Asia consist of SANYO DENKI SHANGHAI CO., LTD., SANYO
DENKI (H.K.) CO., LIMITED, SANYO DENKI TAIWAN CO.,
As a result, the net income for the fiscal year under review
LTD., SANYO DENKI KOREA CO. as well as SANYO DENKI
totaled ¥4,518 million, compared to the net loss of ¥4,142
Techno Service (Shenzhen) CO., LTD. which is a subsidiary of
million in the previous year.
SANYO
LTD.,
and SANYO
DENKI
NetCO.,
Income
per Share
&
SG&A Expenses to
Fixed Ratio & Current
RatioDENKI Techno Service
Cash Flow per Share
Net Sales Ratio
(%) (Shenzhen) CO., LTD., which is a subsidiary of SANYO DENKI
SEGMENT OPERATING
RESULTS BY
(Yen)
(%)
(H.K.) CO., LIMITED. Sales to external customers amounted
GEOGRAPHICAL AREA
to ¥7,008 million, up 89.9%, and intersegment transactions
18.4
196.2
88.0
Japan
were ¥2,187 million, up 39.2%, for total sales of ¥9,196
171.5
Operating in Japan are
16.4the Company and its consolidated
165.1 165.4
million, up 74.8% from the previous year. Operating
income
72.7
subsidiaries SANYO KOGYO CO., LTD. and SANYO DENKI
66.7
jumped 319.0%, to ¥587 million.
62.3
Techno Ser vice
12.5 CO., LTD. Sales to external customers
146.5 150.2
13.3
increased 61.7%
from12.3the previous
year, to ¥53,235 million,
52.6
10.9
Southeastern Asia 44.2 50.7
47.5
and intersegment transactions rose 53.2%, to ¥19,230
86.6Company’s consolidated subsidiaries
The
operating in
38.9
million, for total sales of ¥72,465 million, up 59.3%. The
74.1
Southeast Asia consist of SANYO DENKI PHILIPPINES, INC.,
operating income amounted to ¥4,381 million.
74.9
SANYO DENKI SINGAPORE PTE. LTD. and SANYO DENKI
64.5 62.9 62.8
Techno Service (Singapore) CO., LTD., which is a subsidiary of
10.9
North America
SANYO DENKI Techno Service CO., LTD. Sales to external
The Company has a consolidated subsidiar y in North
customers amounted to ¥649 million, up 83.5%, and
America: SANYO DENKI AMERICA, INC. Sales to external
intersegment transactions were ¥9,521(3.1)million,
(66.7) up 31.9%, for
customers amounted to ¥6,352 million, up 73.6%, and
06 07 08 09 10 11
06 07 08 09
10 sales
11 of ¥10,170 million,
06 up
07 34.3%
08 09 from
10 the
11 previous
total
intersegment transactions were ¥44 million, up 60.1%,
forRatio
Current
Net
Income
per
Share
year. Operating income increased
33.4%, to ¥358 million.
Cash Flow per Share
Fixed Ratio
total sales of ¥6,396 million, up 73.5% from the previous
term. The operating income amounted to ¥190 million.
Net Income
Capital Expenditure
Depreciation
Inventory Turnover
(Millions of Yen)
(Millions of Yen)
(Times)
2,795 2,753
7,465
2,524
2,658
5.4
5.0
5.6
5.2
4.2
2,035
3.7
1,780
3,340
3,694
2,728
2,088 1,963
06
07
08
09
10
11
06
07
08
09
10
11
18
Interest-bearing Debt &
Interest Coverage
(Millions of Yen / Times)
Free Cash Flow & Cash Flow
(Millions of Yen)
06
07
08
09
10
11
SG&A Expenses to
Net Sales Ratio
Fixed Ratio & Current Ratio
(%)
(%)
18.4
(Yen)
196.2
16.4
165.1 165.4
ANALYSIS OF CAPITAL
12.5 RESOURCES
13.3
AND LIQUIDITY 10.9
12.3
Cash Flows
Cash and cash equivalents (hereafter "cash") at the end of
the consolidated fiscal year under review amount to ¥8,822
million, up ¥2,894 million over the previous year.
Net cash provided by operating activities amounted to
¥3,869 million, up ¥3,192 million from the previous year.
This was mainly due to the difference between inflows from
income before income taxes and minority interests of
06 07 08 09 10 11
¥4,706 million, depreciation of ¥2,658 million, a decrease of
¥3,025 million in trade notes and accounts payable and
outflows from increases of ¥5,725 million in trade notes and
accounts receivable and ¥2,760 million in inventories.
Net cash used in investing activities amounted to ¥1,259
million, up ¥1,175 million from theCapital
previous
year. The change
Expenditure
of Yen)
was due primarily to expenditures (Millions
consisting
of ¥1,281
million incurred in the purchase of property, plant and
equipment, which was partially offset by a decrease in time
7,465from sales of
deposits of ¥239 million and proceeds
investment securities of ¥255 million.
Net cash provided by financing activities rose to ¥947
million, up ¥819 million from the previous year. The primary
source of cash was increases in short-term debt of ¥2,378
3,694 debt, which was
million and ¥500 million in long-term
3,340
exceeded repayments of long-term
debt of ¥1,117 million,
2,728
2,088 1,963
and ¥556 million in dividends paid.
Financial Position
Total assets increased ¥7,781 million from the previous
term-end. Significant contributing components in the total
06 07 08of 09
10 million
11
current assets section were increases
¥2,861
in
cash and bank deposits, ¥5,212 million in trade notes and
Interest-bearing Debt &
Interest Coverage
Net Income per Share &
Cash Flow per Share
88.0
171.5
72.7
66.7
accounts receivable and ¥2,228 million in inventories.
In the
62.3
146.5 150.2 plant and equipment, net and
fixed assets section, property,
52.6
50.7
investments, and investment and other assets decreased
47.5
44.2
86.6 million, respectively, while38.9
¥1,251 million and ¥458
intan74.1
gible fixed assets increased ¥214 million.
74.9
Total
liabilities increased ¥4,617 million. Major compo64.5 62.9 62.8
nents contributing to this increase were trade notes and
10.9
accounts payable, which rose ¥2,219 million, and short-term
debt, which increased ¥2,072 million. In the long-term liabil(3.1) (66.7)
ities section, long-term debt and lease obligations
06 07
09 10and11¥1,025 million, respectively.
06 07 08 09 10 11
decreased
¥43308million
Current Ratio
Net compoIncome per Share
Total net
assets increased ¥3,165 million. Major
Cash Flow per Share
Fixed Ratio
nents contributing to this increase were an increase of
¥3,959 million in retained earnings.
Outlook for the Current Fiscal Year Ending
Depreciation
Inventory Turnover
March 2012
(Millions of Yen)
(Times)
For the current fiscal year, we expect corporate clients to
carry out production adjustment, and anticipate difficulty in
2,795 2,753
securing materials for
components
from suppliers in the
5.6
2,658
5.4
2,524
5.2
wake of the Great East Japan Earthquake. Currently,
5.0 we are
unable to quantify the extent to which these will affect the
4.2
2,035
Company’s business performance. The Sanyo Denki Group 3.7
1,780
seeks to continue to manufacture and sell products that are
both highly functional and reliable, in order to achieve
business results similar to those achieved in the fiscal year
under review.
For the fiscal year ending March 31, 2012, we forecast
consolidated sales of ¥70,300 million, up 0.01% from the
previous year, consolidated operating income of ¥5,500
million, down 3.3% and consolidated net income of ¥3,900
million,06a year-on-year
07 08 09 decline
10 11 of 13.7%.
06 07 08 09 10 11
Free Cash Flow & Cash Flow
(Millions of Yen)
(Millions of Yen / Times)
16,785
15,145
5,303
12,545
4,013
54.3
3,162
8,700
7,698 7,303
32.7
26.0
3,869
21.7
16.4
2,936
2,609
1,633
3.6
372
592 677
443
(4,529)
06
07
08
09
Interest-bearing Debt
Interest Coverage
10
11
06
07
08
09
10
11
Free Cash Flow
Cash Flow
19
Consolidated Balance Sheets
SANYO DENKI CO., LTD. and consolidated subsidiaries
As of March 31, 2011 and 2010
Thousands of
U.S. Dollars
(Note 2)
Millions of Yen
ASSETS
2010
2011
2011
Current Assets:
Cash and bank deposits (Notes 5 & 15)............................................................................ ¥ 9,083 ¥ 6,222
$109,244
Notes and accounts receivable—trade (Note 15)..............................................................
23,128
17,916
278,150
189
Securities (Note 6).............................................................................................................
Inventories........................................................................................................................
13,629
11,401
163,919
Other receivables..............................................................................................................
726
565
8,733
Deferred tax assets (Note 11)...........................................................................................
914
508
11,001
377
Others...............................................................................................................................
1,939
4,536
Less: Allowance for doubtful accounts.............................................................................
(31)
(32)
—
2,283
(387)
48,017
38,525
577,480
Property, Plant and Equipment, net (Notes 7 & 12)
Land..................................................................................................................................
6,368
6,369
Buildings and structures....................................................................................................
9,121
9,969
109,703
Machinery, equipment and vehicles..................................................................................
3,131
3,614
Construction in progress...................................................................................................
597
495
7,185
Others...............................................................................................................................
634
657
7,636
Total current assets..............................................................................................
Total property, plant and equipment, net..............................................................
76,593
37,664
19,854
21,106
238,782
4,581
Investments and Other Assets:
Investments in securities (Notes 6 & 15)..........................................................................
3,955
Deferred tax assets (Note 11)...........................................................................................
1
—
12
2,595
Others...............................................................................................................................
2,434
31,217
Less: Allowance for doubtful accounts.............................................................................
(34)
6,981
Total investments and other assets......................................................................
Total Assets.........................................................................................................
See Notes to Consolidated Financial Statements.
20
(28)
6,523
¥74,395
¥66,614
47,571
(346)
78,456
$894,720
Thousands of
U.S. Dollars
(Note 2)
Millions of Yen
Liabilities and Net Assets
2010
2011
2011
Current Liabilities:
Short-term debt (Notes 8 & 15).........................................................................................
¥12,790
¥10,718
$153,826
Notes and accounts payable—trade (Note 15)..................................................................
14,146
11,927
170,133
Accrued income taxes (Note 11).......................................................................................
337
140
Deferred tax liabilities (Note 11)........................................................................................
0
—
7
Reserve for bonuses to directors and corporate auditors.................................................
60
—
721
Provision for environmental remediation measures . .......................................................
636
—
7,650
Other current liabilities......................................................................................................
3,988
3,512
47,963
Total current liabilities...........................................................................................
31,959
26,298
4,062
384,365
Long-term Liabilities:
Long-term debt (Notes 8 & 15).........................................................................................
3,994
4,427
48,037
Lease obligations (Note 15)...............................................................................................
42
1,067
505
Deferred tax liabilities (Note 11)........................................................................................
272
359
3,281
Deferred tax liabilities—revaluation (Notes 7 & 11)...........................................................
1,119
1,119
13,457
Reserve for retirement benefits (Note 9)..........................................................................
555
533
6,685
Negative goodwill..............................................................................................................
68
343
825
Other long-term liabilities..................................................................................................
773
20
9,306
Total non-current liabilities....................................................................................
6,826
7,870
82,100
Total liabilities.......................................................................................................
38,786
34,169
466,465
9,926
119,385
Net Assets:
Shareholders' Equity (Note 10):
Common stock, no par value
Authorized: 250,000,000 shares in 2011 and 2010
Issued: 64,860,935 shares in 2011 and 2010..............................................................
9,926
Capital surplus...................................................................................................................
11,460
11,460
137,826
Retained earnings.............................................................................................................
11,202
182,338
Treasury stock, at cost
15,161
Common stock (2,721 thousand shares and 2,709 thousand shares
in 2011 and 2010, respectively)..............................................................................
Total shareholders' equity....................................................................................
(893)
35,654
(888)
(10,748)
31,701
428,802
Accumulated Other Comprehensive Income
Revaluation reserve for land, net of tax (Note 7)...............................................................
657
657
7,909
Net unrealized holding gain on securities (Note 6)............................................................
191
299
2,300
Foreign currency translation adjustments.........................................................................
(16,960)
(1,410)
(783)
Total accumulated other comprehensive income.................................................
(561)
173
(6,750)
Minority Interests..................................................................................................................
515
569
6,202
Total Net Assets...................................................................................................
35,609
32,444
428,254
Liabilities and Net Assets..................................................................................
¥74,395
¥66,614
$894,720
21
Consolidated Statements of Income
SANYO DENKI CO., LTD. and consolidated subsidiaries
Years ended March 31, 2011 and 2010
Thousands of
U.S. Dollars
(Note 2)
Millions of Yen
2011
2010
Net Sales................................................................................................................................
¥70,295
¥42,505
$845,410
Cost of Sales (Note 13)......................................................................................................... 55,276
36,918
664,783
Gross Profit............................................................................................................................
15,019
5,586
180,627
Selling, General and Administrative Expenses (Note 13)..................................................
Operating income (loss)....................................................................................................
9,333
5,685
7,803
(2,217)
112,249
68,377
Other Income (Expenses)
Interest income and dividend received.............................................................................
Subsidy income.................................................................................................................
Amortization of negative goodwill.....................................................................................
Gain on sales of securities, net (Note 6)...........................................................................
Compensation received....................................................................................................
Foreign currency translation loss.......................................................................................
Interest expense...............................................................................................................
Loss on sales and disposal of fixed assets (Note 14)........................................................
Unrealized loss on securities.............................................................................................
Directors' retirement benefits...........................................................................................
Loss on valuation of membership.....................................................................................
Claim handling expenses..................................................................................................
Environmental remediation expenses...............................................................................
Other, net..........................................................................................................................
Total............................................................................................................................
Income (Loss) before Income Taxes and Minority Interests...............................................
110
15
274
0
506
(483)
(156)
(22)
(29)
—
(21)
(349)
(817)
(6)
(978)
4,706
102
327
205
1
—
(45)
(168)
(293)
(0)
(42)
(4)
(1,843)
—
147
(1,612)
(3,830)
1,324
189
3,300
3
6,088
(5,812)
(1,876)
(269)
(355)
—
(258)
(4,197)
(9,831)
(74)
(11,769)
56,608
Income Taxes (Note 11)
Current..............................................................................................................................
Deferred............................................................................................................................
Total income taxes......................................................................................................
511
(385)
126
93
239
332
6,151
(4,635)
1,516
Income before Minority Interests.........................................................................................
4,580
(4,162)
55,091
Minority Interests..................................................................................................................
62
753
Net Income (Loss)..................................................................................................................
¥ 4,518
Per Share Data (Note 17)
Net income (loss)........................................................................................................
Cash dividends for the year........................................................................................
(20)
2011
¥ (4,142)
$ 54,338
¥ (66.71)
8.00
$
Yen
¥ 72.70
12.00
U.S. Dollars
0.87
0.14
See Notes to Consolidated Financial Statements.
Consolidated Statement of Comprehensive Income
SANYO DENKI CO., LTD. and consolidated subsidiaries
Year ended March 31, 2011
Thousands of
U.S. Dollars
(Note 2)
Millions of Yen
2011
Income before minority interests.........................................................................................
Other comprehensive income
Unrealized holding gain (loss) on available-for-sale securities.............................................
Foreign currency translation adjustments...........................................................................
Total other comprehensive income.....................................................................................
Total comprehensive income for the year (Note 21)..........................................................
Total comprehensive income attributable to:
Shareholders of Sanyo Denki Co., LTD...........................................................................
Minority interests...............................................................................................................
See Notes to Consolidated Financial Statements.
22
2011
¥4,580
$55,091
(108)
(694)
—
(803)
¥3,777
(1,304)
(8,355)
—
(9,659)
45,432
45,497
(65)
¥3,783
(5)
Consolidated Statements of Changes in Net Assets
SANYO DENKI CO., LTD. and consolidated subsidiaries
Years ended March 31, 2011 and 2010
Millions of Yen
Shareholders’ equity
Number of
shares of
common stock
Retained
earnings
Common stock Capital surplus
Treasury stock,
at cost
Total
shareholders’
equity
BALANCE—APRIL 1, 2009.......................................................
Net loss................................................................................
Cash dividends.....................................................................
Acquisition of treasury stock................................................
Disposal of treasury stock....................................................
Transfer to other capital surplus from negative balance.......
Change of scope of consolidation........................................
Other, net..............................................................................
BALANCE—MARCH 31, 2010..................................................
64,860,935
—
—
—
—
—
—
—
64,860,935
¥9,926 —
—
—
—
—
—
—
¥9,926 ¥11,460 —
—
—
(200)
200
—
—
¥11,460 ¥16,047 (4,142)
(502)
—
—
(200)
0
—
¥11,202 ¥(911)
—
—
(661)
684
—
—
—
¥(888)
¥36,523
(4,142)
(502)
(661)
483
—
0
—
¥31,701
Net Income...........................................................................
Cash dividends.....................................................................
Acquisition of treasury stock................................................
Disposal of treasury stock....................................................
Gains and losses on disposal of treasury stock....................
Other, net..............................................................................
BALANCE—MARCH 31, 2011.................................................
—
—
—
—
—
—
64,860,935 —
—
—
—
—
—
¥9,926 —
—
—
—
0
—
¥11,460 4,518
(559)
—
—
—
—
¥15,161 —
—
(5)
0
—
—
¥(893)
4,518
(559)
(5)
0
0
—
¥35,654
Millions of Yen
Accumulated other comprehensive income
Revaluation
reserve
for land,
net of tax
Net unrealized
Foreign
holding gain (loss)
currency
on available-fortranslation
sale securities
adjustments
Total accumulated
other
comprehensive
income
Minority
interests
Total net
assets
BALANCE—APRIL 1, 2009.......................................................
Net loss................................................................................
Cash dividends.....................................................................
Acquisition of treasury stock................................................
Disposal of treasury stock....................................................
Transfer to other capital surplus from negative balance.......
Change of scope of consolidation........................................
Other, net..............................................................................
BALANCE—MARCH 31, 2010..................................................
¥1,062 —
—
—
—
—
—
(404)
¥ 657 ¥ (86) —
—
—
—
—
—
386
¥ 299
¥ (864) —
—
—
—
—
—
81
¥ (783)
¥ 110 —
—
—
—
—
—
62
¥ 173 ¥580 —
—
—
—
—
—
(10)
¥569 ¥37,214
(4,142)
(502)
(661)
483
—
0
52
¥32,444
Net income...........................................................................
Cash dividends.....................................................................
Acquisition of treasury stock................................................
Disposal of treasury stock....................................................
Gains and losses on disposal of treasury stock....................
Other, net..............................................................................
BALANCE—MARCH 31, 2011.................................................
—
—
—
—
—
—
¥ 657 —
—
—
—
—
(108)
¥ 191 —
—
—
—
—
(626)
¥(1,410)
—
—
—
—
—
(735)
¥(561) —
—
—
—
—
(53)
¥515 4,518
(559)
(5)
0
0
(789)
¥35,609
See Notes to Consolidated Financial Statements.
23
Thousands of U.S. Dollars
Shareholders’ equity
Retained
earnings
Common stock Capital surplus
Treasury stock,
at cost
Total
shareholders’
equity
BALANCE—March 31, 2010........................................................................... $119,385
Net income.................................................................................................... —
Cash dividends.............................................................................................. —
Acquisition of treasury stock......................................................................... —
Disposal of treasury stock............................................................................. —
Gains and losses on disposal of treasury stock............................................. —
Other, net....................................................................................................... —
$137,825
—
—
—
—
1
—
$134,726
54,338
(6,726)
—
—
—
—
$(10,683) $381,254
—
54,338
—
(6,726)
(67)
(67)
2
2
—
1
—
—
BALANCE—MARCH 31, 2011.......................................................................... $119,385
$137,826
$182,338 $(10,748) $428,802
Thousands of U.S. Dollars
Accumulated other comprehensive income
Revaluation
reserve
for land,
net of tax
Total accumulated
other
comprehensive
income
Minority
interests
Total net
assets
BALANCE—March 31, 2010................................................. Net income.......................................................................... Cash dividends.................................................................... Acquisition of treasury stock............................................... Disposal of treasury stock................................................... Gains and losses on disposal of treasury stock..................... Other, net............................................................................. $7,909
—
—
—
—
—
—
$ 3,602
—
—
—
—
—
(1,302)
$ (9,421)
—
—
—
—
—
(7,538)
$ 2,090
—
—
—
—
—
(8,841)
$6,851 $390,196
—
54,338
—
(6,726)
—
(67)
—
2
—
1
(648)
(9,489)
BALANCE—MARCH 31, 2011................................................ $7,909
$ 2,300
$(16,960)
$(6,750)
$6,202
See Notes to Consolidated Financial Statements.
24
Net unrealized
Foreign
holding gain (loss)
currency
on available-fortranslation
sale securities
adjustments
$428,254
Consolidated Statements of Cash Flows
SANYO DENKI CO., LTD. and consolidated subsidiaries
Years ended March 31, 2011 and 2010
Thousands of
U.S. Dollars
(Note 2)
Millions of Yen
Cash Flows from Operating Activities:
Income (loss) before income taxes and minority interests...............................................
Adjustments for:
Depreciation................................................................................................................
Amortization of negative goodwill..............................................................................
Increase in reserve for retirement benefits................................................................
Decrease in allowance for doubtful accounts.............................................................
Increase in reserve for bonuses to directors and corporate auditors.........................
Interest income and dividend received.......................................................................
Net gain on sales of securities....................................................................................
Unrealized loss on securities......................................................................................
Loss on valuation of membership...............................................................................
Interest expenses.......................................................................................................
Foreign exchange loss................................................................................................
Net loss on sale or disposal of fixed assets................................................................
(Increase) in notes and accounts receivable—trade...................................................
(Increase) decrease in inventories..............................................................................
(Increase) decrease in other receivables....................................................................
Decrease in notes and accounts payable—trade........................................................
Others .......................................................................................................................
Subtotal................................................................................................................
Interest and dividend received....................................................................................
Interest paid................................................................................................................
Income taxes paid.......................................................................................................
Net cash provided by operating activities.............................................................
Cash Flows from Investing Activities
Increase in time deposits............................................................................................
Decrease in time deposits..........................................................................................
Purchase of property, plant and equipment................................................................
Proceeds from sales of property, plant and equipment..............................................
Purchase of intangible assets.....................................................................................
Purchase of securities.................................................................................................
Proceeds from sales of investment securities............................................................
Payment of loans........................................................................................................
Proceeds from loans...................................................................................................
Proceeds from purchase of investments in subsidiaries resulting in change in scope of consolidation....
Others .......................................................................................................................
Net cash used in investing activities....................................................................
Cash Flows from Financing Activities
Increase in short-term debt........................................................................................
Proceeds from long-term debt....................................................................................
Repayments of long-term debt...................................................................................
Purchase of treasury stock.........................................................................................
Proceeds from sales of treasury stock.......................................................................
Dividends paid............................................................................................................
Dividends paid to minority shareholders.....................................................................
Others .......................................................................................................................
Net cash provided by financing activities.............................................................
Cash and Cash Equivalents Translation Difference.............................................................
Net Increase in Cash and Cash Equivalents........................................................................
Cash and Cash Equivalents at Beginning of Year................................................................
Cash and Cash Equivalents at End of Year (Note 5)............................................................
2011
2010
¥ 4,706
¥(3,830)
2,658
(274)
23
(0)
60
(110)
(0)
29
21
156
166
22
(5,725)
(2,760)
(219)
3,025
2,498
4,276
109
(178)
(338)
3,869
(90)
239
(1,281)
45
(131)
(196)
255
(0)
33
—
(131)
(1,259)
2,378
500
(1,117)
(5)
—
(556)
(29)
(222)
947
(663)
2,893
5,928
¥ 8,822
2,753
(205)
166
(2)
—
(102)
(0)
0
4
168
75
293
(2,958)
255
265
4,230
(560)
552
100
(186)
210
677
(61)
56
(1,299)
880
(33)
(693)
111
(8)
25
846
90
(84)
2,100
—
(1,202)
(109)
0
(499)
(7)
(153)
128
(19)
701
5,227
¥ 5,928
2011
$ 56,608
31,969
(3,300)
280
(8)
721
(1,324)
(7)
355
258
1,876
1,998
269
(68,860)
(33,197)
(2,643)
36,391
30,043
51,429
1,321
(2,148)
(4,070)
46,531
(1,092)
2,875
(15,410)
552
(1,581)
(2,368)
3,069
(10)
397
—
(1,578)
(15,147)
28,599
6,013
(13,444)
(67)
3
(6,687)
(350)
(2,672)
11,394
(7,977)
34,800
71,302
$106,102
See Notes to Consolidated Financial Statements.
25
Notes to Consolidated Financial Statements
SANYO DENKI CO., LTD. and consolidated subsidiaries
1. BASIS OF PRESENTING CONSOLIDATED FINANCIAL
STATEMENTS
The accompanying consolidated financial statements of SANYO DENKI
CO., LTD. (the “Company”) and consolidated subsidiaries have been
prepared in accordance with the provisions set forth in the Japanese
Financial Instruments and Exchange Law and its related accounting
regulations, and in conformity with accounting principles generally
accepted in Japan (“Japanese GAAP”), which are different in certain
respects as to application and disclosure requirements of International
Financial Reporting Standards.
The accounts of overseas subsidiaries are based on their accounting
records maintained in conformity with generally accepted accounting principles prevailing in their respective countries of domicile. The
accompanying consolidated financial statements have been adapted and
translated into English (with some expanded descriptions) from the
Company’s financial statements prepared in accordance with Japanese
GAAP and filed with the appropriate Local Finance Bureau of the Ministry
of Finance as required by the Japanese Financial Instruments and
Exchange Law.
As permitted by the Financial Instruments and Exchange Law,
amounts of less than one million yen have been omitted. Consequently,
the totals shown in the accompanying consolidated financial statements
do not necessarily agree with the sums of the individual amounts.
Some supplementary information included in the statutory Japanese
consolidated financial statements, but not required for fair presentation, is
not presented in the accompanying consolidated financial statements.
2. U.S. DOLLAR AMOUNTS
The accounts of consolidated financial statements presented herein are
originally expressed in Japanese yen. The U.S. dollar amounts shown in
the accompanying consolidated financial statements and notes thereto
have been translated from Japanese yen into U.S. dollars solely for the
convenience of the readers, on the basis of ¥83.15 to U.S. $1, the rate of
exchange prevailing at March 31, 2011 and then rounded down to the
nearest thousand.
These U.S. dollar amounts are not intended to imply that the
Japanese yen amounts have been or could be converted, realized or
settled in U.S. dollars at this or any other rate.
3. USE OF ESTIMATES
The preparation of the consolidated financial statements in conformity
with Japanese GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities. Actual results could differ
from those estimates.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(1) Principles of Consolidation
(a) Scope of Consolidation
The Company had 14 subsidiaries as at March 31, 2011. The accompanying consolidated financial statements for the years ended March
31, 2011 and 2010 include the accounts of the Company and all
subsidiaries. All intercompany balances and transactions are eliminated on consolidation.
26
(b) Fiscal Year-ends of the Subsidiaries
The fiscal year-end of 12 subsidiaries out of 14 consolidated subsidiaries is December 31. Consolidation of these subsidiaries is therefore
performed by using their financial statements as at December 31,
and certain adjustments are made to reflect any significant transactions having occurred during the period from January 1 to March 31.
SANYO KOGYO CO., LTD. and SANYO DENKI Techno Service CO.,
LTD. have the same fiscal year-end as the Company of March 31.
(c) Valuation of Assets and Liabilities of the Subsidiaries
The Company adopts the “full fair value method” with the full
portion of the assets and liabilities of the subsidiaries measured at
fair value as of the acquisition of the control.
(d) Application of Equity Method
There were no affiliates accounted for by the equity method at
March 31, 2011 and 2010.
(e) Unification of Accounting Policies Applied to Foreign Subsidiaries for
the Consolidated Financial Statements
Effective the year ended March 31, 2009, the Company adopted
Accounting Standards Board of Japan (ASBJ) Practical Issues Task
Force (PITF) No.18, “Practical Solution on Unification of Accounting
Policies Applied to Foreign Subsidiaries for the Consolidated
Financial Statements” issued by the ASBJ on May 17, 2006 and
made necessary adjustments to the financial statements prepared
by the foreign consolidated subsidiaries in the consolidation process.
(2) Translation of Foreign Currencies
Monetary assets and liabilities denominated in currencies other than
Japanese yen are translated into Japanese yen at the exchange rates
prevailing at the balance sheet date.
Resulting gains and losses are charged or credited to income for
the period.
Assets and liabilities of foreign subsidiaries are translated into
Japanese yen at the exchange rates prevailing at the balance sheet
date of each subsidiary. Income and expenses of foreign subsidiaries
are translated into Japanese yen using the average exchange rates of
the fiscal year of each subsidiary. The translation differences in
Japanese yen amounts arising from the use of different rates are recognized as cumulative translation adjustments in the balance sheets. A
portion of the cumulative translation adjustments is allocated to
“Minority interests in consolidated subsidiaries” and the Company’s
portion is presented as a separate component of accumulated other
comprehensive income under net assets in the balance sheets.
(3) Valuation of Securities
Securities owned by the Company and its consolidated subsidiaries
(the “Group”) classified as available-for-sale securities are stated as
follows:
(a) Available-for-sale securities with fair value
Securities with fair value are stated at the prevailing market price as
at the balance sheet date. Net unrealized gains or losses on these
securities are reported at net of taxes as a component of accumulated
other comprehensive income in net assets in the consolidated
balance sheets. The cost of securities sold is determined based on
the moving average cost at the time of sale.
(b) Available-for-sale securities without fair value
Securities without fair value are stated at cost by the moving
average method.
(4) Valuation of Inventories
Inventories including merchandise, finished products, raw materials,
work in process, costs on uncompleted construction contracts and
supplies, are stated at the lower of cost, or net realizable value, cost
being determined principally by the identified cost method and the
moving average method.
(5) Depreciation of Fixed Assets
Property, plant and equipment, except for leased assets depreciated
over the respective lease periods by the straight-line method without
residual values, are depreciated by the declining balance method, while
the straight-line method is applied to buildings acquired on and after
April 1, 1998.
Major useful lives are as follows:
Buildings and structures
3-50 years
Machinery, equipment and vehicles 2-15 years
Others
2-15 years
The residual values of the property, plant and equipment acquired
on or before March 31, 2007 are depreciated equally over five years
starting from the following year after they have been depreciated up to
their depreciable limit (5% of the acquisition cost).
Intangible fixed assets are amortized by the straight-line method.
Software for in-house use is amortized by the straight-line method
based on the estimated useful lives of 5 years.
(6) Impairment of Fixed Assets
Fixed assets are periodically reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount of an
asset or asset group may not be recoverable. An impairment loss shall
be recognized by reducing the carrying amount of impaired assets to
the recoverable amount, to be measured as the greater of the net
selling price or the present value of the future cash flows expected to
be derived from the fixed assets.
(7) Allowance for Doubtful Accounts
Allowance for doubtful accounts are provided based on the amount
calculated at the actual ratio of bad debt for ordinary receivables, and an
amount recognized for uncollectible accounts based on an assessment
of the financial position for specific doubtful receivables.
(8) Reserve for Bonuses to Directors and Corporate Auditors
Reserve for bonuses to directors and corporate auditors are computed
based on the estimated amount of bonus payments.
(9) Reserve for Retirement Benefits
The Company and its domestic consolidated subsidiaries record a
reserve for retirement benefits to provide for the future payments of
employees’ retirement benefits based on the projected benefit obligation and the estimated fair value of the pension plan assets. Prior
service cost is amortized on a straight line basis over a certain period
(15 years) not exceeding the average remaining service period of the
employees. Actuarial gain or loss is amortized from the following year
on a straight line basis over a certain period (15 years) not exceeding
the average remaining service period of employees.
(10) Provision for Environmental Remediation Measures
To provide for expenditures related to environment protection activities,
the estimated amount is recorded at the end of the fiscal year.
(11) Consumption Taxes
The consumption taxes withheld and consumption taxes paid are
excluded from revenues and expenses in the accompanying financial
statements.
(12) Cash and Cash Equivalents
Cash and cash equivalents in the consolidated statements of cash
flows consists of cash on hand, bank deposits payable on demand
and short-term investments which are highly liquid and readily
convertible into cash, due within three months from acquisition with
little value fluctuation risk.
(13) Income Taxes
Income taxes of the Company and its subsidiaries consist of
corporate income taxes, local inhabitant taxes and enterprise taxes.
The Company and its subsidiaries adopt the deferred tax accounting
in accordance with the regulations for preparation of consolidated
financial statements in Japan. Deferred income taxes are determined
using the assets and liability approach, whereby deferred tax assets
and liabilities are recognized in respect of temporary differences
between the tax basis of assets and liabilities and those as reported
in the financial statements.
(14) Cash Dividends per Share
Cash dividends per share presented in the consolidated statements
of income are dividends applicable to the respective years including
dividends to be paid after the end of the year.
(15) Amortization of Goodwill and Negative Goodwill
Negative goodwill arising from transactions that occurred on or before
March 31, 2010 is equally amortized over 2 years.
( Accounting Changes)
(1) Asset Retirement Obligations
Effective the year ended March 31, 2011, the Company adopted the
“Accounting Standard for Asset Retirement Obligations” (ASBJ
Statement No. 18, March 31, 2008) and “Guidance on Accounting
Standard for Asset Retirement Obligations” (ASBJ Guidance No. 21,
March 31, 2008). The adoption of this new standard had no effect on the
consolidated financial statements for the year ended March 31, 2011.
(2) Presentation of Comprehensive Income
Effective the year ended March 31, 2011, the Company adopted the
“Accounting Standard for Presentation of Comprehensive Income”
(ASBJ Statement No. 25, June 30, 2010). In accordance with this new
standard, the consolidated statement of comprehensive income for the
year ended March 31, 2010 is not presented. Comparative information
for the year ended March 31, 2010 is disclosed in Note 21.
27
5. CASH AND CASH EQUIVALENTS
1.The reconciliation between cash and bank deposits in the accompanying
consolidated balance sheets and cash and cash equivalents in the
accompanying consolidated statements of cash flows for the years
ended March 31, 2011and 2010 is as follows:
Millions of Yen
Cash and bank deposits
Securities
Short-term investments
Time deposits maturing over
3 months
Cash and cash equivalents
2011
¥9,083
189
—
(451)
¥8,822
2010
¥6,222
—
212
Thousands of
U.S. Dollars
2011
$109,244
2,283
—
(506)
(5,425)
¥5,928 $106,102
2. Significant non-cash transactions
The leased assets and liabilities under finance lease accounting
amounted to ¥45 million (US$552 thousands) as of March 31, 2011.
6. SECURITIES
(1) Available-for-sale securities with fair value
(a) Available-for-sale securities whose carrying amount is exceeds
acquisition cost
Millions of Yen
Acquisition cost:
Stocks
Others
Total
Difference:
Stocks
Others
Total
28
Thousands of
U.S. Dollars
2010
2011
¥2,119
—
2,119
¥2,730
188
2,919
$25,496
—
25,496
1,416
—
1,416
1,800
102
1,903
17,038
—
17,038
703
—
¥ 703
930
85
¥1,016
8,457
—
$ 8,457
2011
Millions of Yen
At March 31
Carrying amount:
Stocks
Others
Total
Acquisition cost:
Stocks
Others
Total
Difference:
Stocks
Others
Total
Thousands of
U.S. Dollars
2010
2011
¥1,474
385
1,859
¥1,034
423
1,458
$17,730
4,632
22,362
1,857
385
2,242
1,294
502
1,797
22,340
4,633
26,973
(383)
(0)
¥ (383)
(260)
(79)
¥ (339)
(4,609).
(1)
$ (4,610)
2011
(2) Sales of available-for-sale securities
The following tables summarize acquisition costs and carrying amounts
of securities with fair value at March 31, 2011 and 2010:
At March 31
Carrying amount:
Stocks
Others
Total
(b) Available-for-sale securities whose carrying amount does not exceed
acquisition cost
The following table summarizes the total sales of securities for the years
ended March 31, 2011 and 2010:
Millions of Yen
For the year ended March 31
2010
2011
Stocks
Sales proceeds
¥ —
¥ 33
Total gain on sales
—
—
Total loss on sales
—
0
Bonds
Sales proceeds
¥114
¥ 3
Total gain on sales
—
—
Total loss on sales
0
0
Other
Sales proceeds
¥387
¥458 Total gain on sales
0
1
Total loss on sales
—
0
Thousands of
U.S. Dollars
2011
$
—
—
—
$1,374
—
0
$4,657.
3
—
7. PROPERTY, PLANT AND EQUIPMENT
9. RETIREMENT BENEFITS
The following amounts of accumulated depreciation are deducted from the
acquisition costs of property, plant and equipment in the accompanying
consolidated balance sheets at March 31, 2011 and 2010:
The Company and its domestic consolidated subsidiaries have adopted
lump-sum retirement payment plans and defined benefit corporate pension
plans based on the Japanese Defined Benefit Corporate Pension Law.
Millions of Yen
Total accumulated depreciation
2011
2010
¥39,389
¥38,654
Thousands of
U.S. Dollars
2011
$473,710
The Company revalued its land for business use on March 31, 2002 in
accordance with the “Law Concerning Revaluation of Land” (Law No. 34
enforced on March 31, 1998) and the “Law to Partially Modify the Law
Concerning Revaluation of Land” (Law No. 24 enforced on March 31,
1999), and included amounts in “Accumulated other comprehensive
income” under net assets as the “Revaluation reserve for land” in the
amount of the revaluation difference minus the revaluation related deferred
income taxes. The revalued amount is based on assessed values for
property taxes with appropriate adjustments as specified by Clause 3,
Article 2 of the “Enforcement Regulations of the Law Concerning
Revaluation of Land” (Ordinance No. 119 enforced on March 31, 1998).
The fair value of the revalued land for business use at March 31, 2011
and 2010 is less than the carrying value by ¥1,956 million ($23,525
thousand) and ¥1,857 million, respectively.
8. SHORT-TERM DEBT AND LONG-TERM DEBT
Short-term debt and long-term debt at March 31, 2011 and 2010 consisted
of the following:
Millions of Yen
2010
2011
Short-term debt (weighted average
interest rate of 0.6%)
¥11,870
Current portion of long-term debt
(weighted average interest rate of 1.6%)
920 Long-term debt due after one year
(average interest rate of 1.6%)
3,994
Total
¥16,785 Thousands of
U.S. Dollars
2011
¥ 9,613
$142,757
1,105 11,069
(1) Matters concerning the funded status of the entire plans
Millions of Yen
As of March 31, 2010
Toshiba Business Partner Pension Fund
Amount of pension assets
¥10,637
Amount of benefit obligations for the
purpose of pension finance calculations (11,560)
Difference
(922)
Millions of Yen
¥955
990
842
805
Thousands of
U.S. Dollars
$11,490
11,911
10,137
9,686
Thousands of
U.S. Dollars
$ 127,934
(139,026)
(11,092)
(2) Share of the pension fund contribution by the Company as a
percentage of the total plan.
As of March 31, 2010
Toshiba Business Partner Pension Fund
3.972%
(3) Supplemental explanation
The main factors related to the difference in the Toshiba Business
Partner Pension Fund mentioned in Section (1) above are the
outstanding amount of prior service cost of ¥501 million (US$6,031
thousand) (calculated for the purpose of pension finance) and the
carried forward shortfall of ¥420 million (US$5,060 thousand).
In addition, since the amount of the special pension fund contribution is obtained by multiplying the standard salary amount at the
time of contribution by the predetermined pension premium rate, the
share in Section (2) does not agree with the actual share of the obligation owed by Company.
2. The liabilities for employees’ retirement benefits at March 31, 2011 and
2010 consisted of the following:
4,427
48,037
¥15,145 $201,864
The aggregate annual maturities of long-term debt subsequent to
March 31, 2011 were as follows:
Year ending March 31
2013
2014
2015
2016
1. Matters concerning the multiple-employer plan in which the amounts
required to be contributed are recorded as retirement benefit expenses.
Millions of Yen
Projected benefit obligations
Unrecognized prior service cost
Unrecognized actuarial differences
Plan assets
Reserve for retirement benefits
Thousands of
U.S. Dollars
2010
2011
2011
¥(12,580) ¥(12,289) $(151,297)
(172)
(206)
(2,070)
3,390
3,182
40,778
8,805 8,780
105,903
¥ (555) ¥ (533) $ (6,685)
In addition to the above long-term debt, the Company and consolidated subsidiaries have lease obligations as of March 31, 2011 amounting
to ¥95 million ($1,146 thousand), including the current portion of ¥53
million ($641 thousand).
29
The components of periodic retirement benefit expenses for the years
ended March 31, 2011 and 2010 are as follows:
Millions of Yen
Thousands of
U.S. Dollars
2010
2011
Service cost
¥553 ¥ 529 Interest cost
289 279 Expected return on plan assets
(170) (138) Amortization of prior service cost
(34)
(34)
Amortization of actuarial differences
309
365
Amortization of net obligation at transition
—
12
Retirement benefit expenses
¥ 947 ¥1,013 2011
$ 6,655
3,484
(2,052)
(414)
3,724
—
$11,398
Assumptions used for the years ended March 31, 2011 and 2010 are set
forth as follows:
Method of allocating the projected
benefit obligations over the appropriate period Straight-line basis
Discount rate 2.5%
Expected rate of return on plan assets 2.0%
Amortization period for actuarial differences 15 years
Amortization period for unrecognized prior service cost 15 years
Amortization period for net obligation at transition
10 years
10. SHAREHOLDERS’ EQUITY
Companies in Japan are subject to the Corporate Law of Japan (the
“Corporate Law”).
The Corporate Law provides that at least 50% of the issue price of
new shares be designated as stated capital. The portion designated as
stated capital is determined by resolution of the Board of Directors.
Proceeds in excess of the amounts designated as stated capital are
credited to additional paid-in capital (a component of capital surplus).
Under the Corporate Law, an amount equal to at least 10% of cash
dividends is set aside in a legal reserve (a component of retained earnings)
until the total amount of additional paid-in capital and legal reserve equals
25% of the stated capital. Under the Corporate Law, common stock, legal
reserve, additional paid-in capital, other capital surplus and retained
earnings can be transferred among the accounts under certain conditions
upon resolution of the shareholders.
30
11. INCOME TAXES
The Company and its domestic subsidiaries are subject to Japanese
national and local income taxes which, in the aggregate, resulted in a
normal effective statutory tax rate of approximately 40.2% for the years
ended March 31, 2011 and 2010.
A summary of the significant components of deferred tax assets and
liabilities at March 31, 2011 and 2010 is as follows:
Thousands of
U.S. Dollars
Millions of Yen
2011
2010
2011
Deferred tax assets:
Allowance for bonus
¥ 653 ¥ 364 $ 7,859
Retirement benefit expenses
444 402 5,342
Inventories
202
51
2,434
Tax loss carry forwards
555
2,199
6,683
Allowance for doubtful accounts
15
15
184
Tax credit
392
—
4,717
Accrued enterprise tax
40
18
491
Accounts payable–other
15
13
186
Others
458 416 5,508
Valuation allowance
(1,813)
(2,829)
(21,810)
Subtotal
964 652 11,598
Deferred tax liabilities:
Net unrealized gains on other securities (255) (40) (3,071)
Deferred gain on fixed assets
(40)
(319)
(490)
Others
(25) (143) (311)
Subtotal
(322) (503) (3,873)
Net deferred tax assets
¥ 642
¥ 149 $ 7,725
In addition to the above, deferred tax liabilities in an amount of ¥1,119
million (US$13,457 thousand) arising from a revaluation of land is recorded
under “Long-term liabilities” in the consolidated balance sheets at March
31, 2011 and 2010, respectively.
The reconciliation between the effective tax rates reflected in the
consolidated statements of income and the statutory tax rate for the years
ended March 31, 2011 and 2010 is as follows:
Statutory tax rate:
Expenses not deductible for income tax
purposes (entertainment, etc.)
Income not included for income tax purposes
(dividends received, etc.)
Effect from elimination of dividends received
for consolidation
Tax credit for R&D costs
Per capita tax
Income taxes for prior periods
Valuation allowance
Tax rate differences between the Company
and certain subsidiaries
Amortization of negative goodwill
Others
Effective income tax rates
2011
40.2%
2010
40.2%
1.0
(1.3)
(0.3)
2.6
—
(0.1)
0.5
—
(32.9)
(0.1)
0.1
(0.6)
2.0
(55.2)
(5.4)
(2.3)
2.0
2.7%
3.5
—
0.1
(8.7)%
12. LEASES
13. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Finance leases
The Company accounts for finance leases which commenced prior to
April 1, 2008 and do not transfer ownership of the leased assets to the
lessee as operating lease transactions as permitted by the revised
accounting standard on lease transactions.
The pro forma information on finance leases that do not transfer
ownership of the leased assets to the lessee are summarized as follows:
Major components of selling, general and administrative expenses for the
years ended March 31, 2011 and 2010 are as follows:
(1) A summary of estimated amounts of acquisition cost, accumulated
depreciation, and net book value at March 31, 2011 and 2010 is as follows:
Millions of Yen
At March 31, 2011
Tangible fixed assets
Acquisition Accumulated
cost
depreciation
¥35 Net
book value
¥30 ¥4
Thousands of U.S. Dollars
At March 31, 2011
Tangible fixed assets
Acquisition Accumulated
cost
depreciation
$426 Net
book value
$366 $59
Millions of Yen
At March 31, 2010
Tangible fixed assets
Software
Total
Acquisition Accumulated
depreciation/
cost
amortization
¥75 6
¥82
¥58 6
¥64
(2) Future lease obligations
Millions of Yen
At March 31
Due within one year
Due after one year
Total
2011
¥5
—
¥5
Net
book value
2010
¥13
5
¥18
¥17
0
¥18
Thousands of
U.S. Dollars
2011
$61
—
$61
Millions of Yen
2011
Freight and packing
Salaries and allowances to employees
Retirement benefit expenses
Depreciation
¥ 814
2,713 176 112 Thousands of
U.S. Dollars
2010
2011
¥ 521
2,423 204 119 $ 9,799
32,632
2,117
1,348
Research and development costs included in selling, general and
administrative expenses and manufacturing expenses for the years ended
March 31, 2011 and 2010 were ¥2,162 million (US$26,010 thousand) and
¥1,957 million, respectively.
The book value of general inventories due to decrease in profitability for the year ended March 31, 2011 amounted to ¥129 million
(US$1,558 thousand).
14.INCOME OR LOSS ON SALES OR DISPOSAL OF PROPERTY,
PLANT AND EQUIPMENT
Income or loss on sales or disposal of property, plant and equipment for the
years ended March 31, 2011 and 2010 corresponds to the following assets:
Millions of Yen
2011
2010
Income (loss) on sales:
¥ 1
¥ (0)
Loss on disposal:
Buildings
¥ 0
¥275
Structures —
14 Machinery and equipment 15
—
Vehicles
0
0
Tools, furniture and fixtures
7
2
Software
0
—
Total ¥24
¥292
Thousands of
U.S. Dollars
2011
$ 20
$ 4
—
190
0
92
1
$290
(3) Lease payments, depreciation equivalent and interest equivalent
Millions of Yen
At March 31
Lease payments
Depreciation equivalent
Interest equivalent
2011
¥13 12 0
2010
¥22 21 0
Thousands of
U.S. Dollars
2011
$157
150
2
(4) Calculation of depreciation equivalent
Depreciation is computed by the straight-line basis over the relevant
lease period with no residual value.
(5) Calculation of interest equivalent
The excess of total lease payments over acquisition cost equivalents is
regarded as amounts representing interest payable equivalents and is
allocated to each period using the interest method.
31
15. FINANCIAL INSTRUMENTS
1. Outline of financial instruments
(1) Policy for financial instruments
The Group raises necessary short and long-term operating funds
(mainly bank loans) to support the manufacture and sales of electric
products in accordance with its capital expenditure program. The Group
invests temporary cash surpluses, if any, in low risk financial assets.
Derivatives are not used for speculative or trading purposes.
(2) Types of financial instruments and related risk
Receivables, such as trade notes and trade accounts, are exposed to
customer credit risk.
Securities and investment in securities, mainly consisting of shares
of customers with which the Company has business relationships or
capital alliances, are exposed to the risk of market price fluctuations.
Payment terms of payables, such as trade notes and trade accounts,
are mostly less than six months. Payables in foreign currencies incurred
from import transactions for raw materials are exposed to foreign
currency exchange fluctuation risk. Maturities of loans and lease obligations related to finance lease transactions, whose objectives are to raise
necessary funds for mainly capital expenditures, are less than six years
after the balance sheet date. Some of those instruments have floating
interest rates and are therefore exposed to interest rate fluctuation risk.
(3) Risk management for financial instruments
a. Credit Risk Management
The Company manages and mitigates customer credit risk from trade
receivables on the basis of the management policies on receivables,
which include monitoring of payment terms and balances of
customers by the business management departments of each
business unit to identify and mitigate any default risk of major
customers at an early stage. Consolidated subsidiaries also have
similar management systems in place based on the management
policies on receivables.
The maximum credit risk exposure as of at the end of fiscal year
equals the carrying amounts of the financial assets exposed to
credit risk.
b. Market Risk Management
With respect to investment in securities, the Company periodically
monitors fair values and financial positions of the related issuers, and
continuously reviews its holding status considering the relationships
with the issuing companies.
The Company utilizes derivatives transactions within actual
demand on the basis of the internal management rules.
(4) Supplementary explanation
Fair values of financial instruments comprise values determined based
on market prices and values determined reasonably when there is no
market price. Since variable factors are incorporated in computing the
relevant fair values, such fair values may vary depending on the
different assumptions.
2. Fair value measurements
Carrying amount, fair value and unrealized gain/loss of financial instruments as of March 31, 2011 and 2010 are as follows:
Financial instruments whose fair values are not readily determinable
are excluded from the following table. (See Note 2)
32
Millions of yen
Carrying
amount
Fair
value
As of March 31, 2011
(1) Cash and bank deposits
¥ 9,083 ¥ 9,083
(2) Notes and accounts receivable–trade 23,128
23,128
(3) Securities and investment in securities
Available-for-sale securities
3,978
3,978
Total assets
¥36,189 ¥36,189
(1) Notes and accounts payable–trade ¥14,146 ¥14,146
(2) Short-term debt (*1)
11,870
11,870
(3) Long-term debt (*2)
4,914
4,989
Total liabilities
¥30,931 ¥31,005
Derivative transactions
(1) Not subject to hedge accounting
—
—
(2) Subject to hedge accounting
—
—
Total derivative transactions
—
—
Unrealized
gain (loss)
¥—
—
—
¥—
¥—
—
74
¥74
—
—
—
Thousands of U.S. dollars
Carrying
amount
Fair
value
As of March 31, 2011
(1) Cash and bank deposits
$109,244 $109,244
(2) Notes and accounts receivable–trade 278,150 278,150
(3) Securities and investment in securities
Available-for-sale securities
47,841
47,841
Total assets
$435,236 $435,236
(1) Notes and accounts payable–trade $170,133 $170,133
(2) Short-term debt (*1)
142,757 142,757
(3) Long-term debt (*2)
59,107
60,001
Total liabilities
$371,998 $372,891
Derivative transactions
(1) Not subject to hedge accounting
—
—
(2) Subject to hedge accounting
—
—
Total derivative transactions
—
—
Unrealized
gain (loss)
$ —
—
—
$ —
$ —
—
894
$894
—
—
—
Millions of yen
Carrying
amount
Fair
value
As of March 31, 2010
(1) Cash and bank deposits
¥ 6,222 ¥ 6,222
(2) Notes and accounts receivable–trade 17,916
17,916
(3) Investment in securities
Available-for-sale securities
4,377
4,377
Total assets
¥28,516 ¥28,516
(1) Notes and accounts payable–trade ¥11,927 ¥11,927
(2) Short-term debt (*1)
9,613
9,613
(3) Long-term debt (*2)
5,532
5,533
(4) Lease obligations (*3)
1,255
1,180
Total liabilities
¥28,328 ¥28,254
Derivative transactions
(1) Not subject to hedge accounting
—
—
(2) Subject to hedge accounting
—
—
Total derivative transactions
—
—
Unrealized
gain (loss)
¥—
—
—
¥—
¥—
—
(0)
74
¥74
—
—
—
(*1) Short-term debt do not include the current portion of long-term debt.
(*2) Long-term debt represent the total of the current portion of long-term debt under current
liabilities and long-term debt under long-term liabilities.
(*3) Lease obligations represent the total of both lease obligations under current liabilities and
under long-term liabilities.
Note 1: Calculation method of fair values of financial instruments and securities and derivative transactions
Assets:
(1)Cash and bank deposits, and (2) Notes and accounts receivable–trade
These assets are recorded using carrying amounts because fair
values approximate the carr ying amounts due to their
short-term maturities.
(3)Securities and investment in securities
The fair values of stocks are determined using the quoted
prices at stock exchanges while the fair values of receivables
are determined using the quoted price at stock exchanges
or the quoted prices obtained from corresponding financial
institutions.
Liabilities:
(1) Notes and accounts payable–trade, and (2) Short-term debt
These liabilities are recorded using carrying amounts because
fair values approximate the carrying amounts due to their
short-term maturities.
(3) Long-term debt
The fair values of long-term debt are based on the present
values of the total of principal and interest discounted by the
interest rate to be applied if similar new borrowings were
entered into.
(4) Lease obligations
The fair values of lease obligations are based on the present
values of the total of principal and interest discounted by the
interest rate to be applied if similar new lease agreements
were entered into.
Derivative financial instruments:
Refer to Note 16, “DERIVATIVE FINANCIAL INSTRUMENTS.”
Note 3: Redemption schedule of monetary assets and securities with
contractual maturities
Millions of Yen
Within
one year
As of March 31, 2011
Cash and bank deposits
Notes and accounts receivable–trade
Total
¥ 9,083
23,128
¥32,211
One to
five years
Five to
ten years
Over
ten years
¥—
—
¥—
¥—
—
¥—
¥—
—
¥—
Thousands of U.S. Dollars
As of March 31, 2011
Cash and bank deposits
Notes and accounts receivable–trade
Total
Within
one year
$109,244
278,150
$387,395
One to
five years
Five to
ten years
Over
ten years
$—
—
$—
$—
—
$—
$—
—
$—
One to
five years
Five to
ten years
Over
ten years
¥—
—
¥—
¥—
—
¥—
¥—
—
¥—
Millions of Yen
Within
one year
As of March 31, 2010
Cash and bank deposits
Notes and accounts receivable–trade
Total
¥ 6,222
17,916
¥24,139
Note 4: Redemption schedule of long-term debt and other interest-bearing
debt after the balance sheet date:
Millions of Yen
As of March 31, 2011
Long-term debt
Within
one year
¥920
¥955
¥990
One to
five years
¥842
Five to
ten years
¥805
Over
ten years
¥400
Thousands of U.S. dollars
As of March 31, 2011
Long-term debt
Within
one year
One to
Two to
Three to
two years three years four years
$11,069 $11,490 $11,911 $10,137
Four to
five years
$9,686
Over
five years
$4,813
Millions of Yen
Note 2: Financial instruments whose fair values are not readily determinable
Carrying amount
Thousands of
Millions of Yen
U.S. Dollars
Category
2010
2011
2011
Unlisted equity securities
¥166
¥204
$2,008
These items are not included in “(3) Securities and investment in
securities,” because it is very difficult to determine their fair values.
As of March 31, 2010
Long-term debt
Lease obligations
Total
Within
one year
¥1,105
187
¥1,292
One to
Two to
Three to
two years three years four years
¥805
187
¥992
¥805
173
¥978
¥805
148
¥953
Four to
five years
¥805
148
¥953
Over
five years
¥1,205
409
¥1,614
33
16. DERIVATIVES
18. SEGMENT INFORMATION
The Company and its subsidiaries had no derivative financial instruments
for the years ended March 31, 2011 and 2010.
Effective the year ended March 31, 2011, the Company has applied the
“Accounting Standard for Disclosures about Segments of an Enterprise
and Related Information” (ASBJ Statement No. 17, Revised 2009) and
“Guidance on Accounting Standard for Disclosures about Segments of an
Enterprise and Related Information” (ASBJ Guidance No.20, March 21,
2008). Under the new accounting standard and guidance, an entity is
required to report financial and descriptive information about its reportable
segments. Reportable segments are operating segments or aggregations
of operating segments that meet specified criteria. Operating segments
are components of an entity about which separate financial information is
available and such information is evaluated regularly by the chief operating
decision maker in deciding how to allocate resources and in assessing
performance. Generally, segment information is required to be reported on
the same basis as is used internally for evaluating operating segment
performance and deciding how to allocate resources to operating
segments.
17. PER SHARE INFORMATION
Net assets per share at March 31, 2011 and 2010, and net income (loss)
per share for the years then ended are as follows:
Yen
Net assets per share
Basic net income (loss) per share
2011
¥564.75
72.70
U.S. Dollar
2010
2011
¥512.86
$6.79
(66.71)
0.87
Diluted net income is not disclosed since there are no potentially dilutive shares.
Basic net income (loss) per share is calculated based on the following
data for the years ended March 31, 2011 and 2010:
Millions of Yen
2011
Net income (loss) per income statement ¥4,518
Net income (loss) attributable to
common shares
4,518
2011
Average number of common
shares outstanding
Thousands of
U.S. Dollars
2010
¥(4,142)
2011
$54,338
(4,142)
54,338
2010
62,145,996 62,092,336
a) Overview of the Reportable Segments
The Group’s reportable segments are determined on the basis that
separate financial information of such segments are available and
examined periodically by the Board of Directors to make decisions
regarding the allocation of management resources and assess the
business performances of such segments.
The Group produces and sells cooling fans, power supply equipments, and servomotors. The Company and its domestic subsidiaries
are in charge of such operations in Japan, and overseas subsidiaries
are in charge of such operations in their respective regions. Each of the
consolidated subsidiaries are independent business units, and draft
comprehensive strategies for business activities for their products.
The Group is composed of five reportable segments, Japan, North
America, Europe, Eastern Asia, and Southeastern Asia, which are
determined by grouping the Company and its consolidated subsidiaries by area..
b) Valuation method for reportable segment profit (loss) and
asset amounts
The accounting method for reportable business segments is presented in
accordance with “Summary of significant accounting policies” in Note 4.
The reportable segment profit figures are based on operating income.
Intersegment transactions are presented based on the current market
prices at the time of this report.
34
c) Segment information for the year ended March 31, 2011 and
2010 are summarized as follows:
Millions of Yen
For the year ended
North
Eastern Southeastern
Total
Japan
America
Europe
Asia
Asia
March 31, 2011
Sales:
Sales to customers ¥53,235 ¥ 6,352 ¥ 3,051 ¥ 7,008 ¥ 649 ¥ 70,295
Intersegment sales 19,230
44
32
2,187
9,521 31,016
Total sales
72,465
6,396
3,084
9,196 10,170 101,312
Segment profit
4,381
190
152
587
358
5,670
Segment assets
71,057
3,014
2,137
5,395
5,181 86,785
Segment liabilities
38,689
1,990 1,300
3,716
2,791 48,488
Other items:
Depreciation and
amortization
1,941
16
4
9
687
2,659
Increase in tangible
fixed assets and
intangible fixed assets 1,398
7
2
15
541
1,964
Thousands of U.S. Dollars
For the year ended
North
Eastern Southeastern
Total
Japan
America
Europe
Asia
Asia
March 31, 2011
Sales:
Sales to customers $640,231 $76,393 $36,694 $ 84,285 $ 7,805$ 845,410
Intersegment sales 231,271
533
395 26,313 114,507 373,021
Total sales
871,502 76,927 37,090 110,598 122,312 1,218,431
Segment profit
52,697
2,292
1,833
7,063
4,306 68,193
Segment assets
854,567 36,247 25,711 64,886 62,310 1,043,723
Segment liabilities 465,294 23,934 15,639 44,697 33,573 583,140
Other items:
Depreciation and
amortization
23,349
193
55
119
8,269 31,986
Increase in tangible
fixed assets and
intangible fixed assets 16,815
94
28
180
6,508 23,626
Sales
Total of reportable segments
Inter-segment elimination total
Consolidated sales
Differences between the total income (loss) of reportable segments in
and the corresponding amounts reported in the consolidated financial
statements, and the primary items contributing to the difference are
analyzed as follows:
2010
2011
2011
¥101,312 ¥ 63,909 $1,218,431
(31,016) (21,404) (373,021)
¥ 70,295 ¥ 42,505 $ 845,410
Thousands of
U.S. Dollars
Millions of Yen
Profit
Total of reportable segments
Inter-segment elimination total
Consolidated operating income (loss)
2011
¥5,670
15
¥5,685
2010
¥(2,493)
276
¥(2,217)
Assets
Total of reportable segments
Inter-segment elimination total
Consolidated assets
2010
2011
2011
¥ 86,785 ¥ 78,994 $1,043,723
(12,389) (12,380) (149,003)
¥ 74,395 ¥ 66,614 $ 894,720
Thousands of
U.S. Dollars
Millions of Yen
Liabilities
Total of reportable segments
Inter-segment elimination total
Consolidated liabilities
2011
$68,193
183
$68,377
Thousands of
U.S. Dollars
Millions of Yen
2010
2011
2011
¥48,488 ¥41,411 $ 583,140
(9,701)
(7,241) (116,675)
¥38,786 ¥34,169 $ 466,465
Millions of yen
For the year ended March 31, 2011
Other item
Depreciation and amortization
Increase in tangible fixed assets and
intangible fixed assets
Millions of Yen
For the year ended
North
Eastern Southeastern
Total
Japan
America
Europe
Asia
Asia
March 31, 2010
Sales:
Sales to customers
¥32,928 ¥3,658 ¥1,873 ¥3,690 ¥ 353 ¥42,505
Intersegment sales
12,555
27
33
1,571
7,216 21,404
Total sales
45,483
3,686
1,906
5,262
7,570 63,909
Segment profit
(2,795)
(73)
(33)
140
268 (2,493)
Segment assets
65,864
2,599
1,556
3,650
5,323 78,994
Segment liabilities
33,961
1,508
646
2,380
2,914 41,411
Other items:
Depreciation and
amortization
1,982
17
4
6
741
2,753
Increase in tangible
fixed assets and
intangible fixed assets 1,839
1
6
10
227
2,085
Thousands of
U.S. Dollars
Millions of Yen
Reportable
segment Adjustments Consolidated
¥2,659
¥(1)
¥2,658
1,964
(1) 1,963
Thousands of U.S. Dollars
For the year ended March 31, 2011
Other item
Depreciation and amortization
Increase in tangible fixed assets and
intangible fixed assets
Reportable
segment Adjustments Consolidated
$31,986
$(17)
$31,969
23,626
(13) 23,613
Millions of yen
For the year ended March 31, 2010
Other item
Depreciation and amortization
Increase in tangible fixed assets and
intangible fixed assets
Reportable
segment Adjustments Consolidated
¥2,753
¥(0)
¥2,753
2,085
(2) 2,083
Note: Adjustments of increase in tangible fixed assets and intangible fixed assets are due to
inter-segment elimination.
35
Segment information on amortization of goodwill and its remaining
balance for the year ended March 31, 2011 is summarized as follows:
Millions of Yen
Reportable Segments
Goodwill
Amortization of
goodwill at this term
Balance at the current
accounting period
Negative Goodwill
Amortization of
goodwill at this term
Balance at the current
accounting period
Japan
Eliminations
North Eastern Southeastern
Europe America
Asia
Asia
There is no business combination to be reported for the years ended
March 31, 2011.
Total
21. STATEMENT OF COMPREHENSIVE INCOME
Total
(1) Comprehensive income for the year ended March 31, 2010 is as follows:
¥ — ¥ — ¥ — ¥ — ¥ — ¥ — ¥ — ¥ —
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(274)
—
—
—
—
(274)
—
(274)
(68)
—
—
—
—
(68)
—
(68)
Thousands of U.S. Dollars
Reportable Segments
Japan
Eliminations
North Eastern Southeastern
Europe America
Asia
Asia
Goodwill
$ — $
Amortization of
goodwill at this term
—
Balance at the current
accounting period
—
Negative Goodwill
—
Amortization of
goodwill at this term (3,300)
Balance at the current
accounting period
(825)
¥(4,079)
(10)
¥(4,089)
(2) Other comprehensive income for the year ended March 31, 2010 is
as follows:
Millions of Yen
Total
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
— (3,300)
— (3,300)
—
—
—
—
—
(825)
(825)
The transactions for the years ended March 31, 2011 and 2010 and related
account balances outstanding at each year end by related parties were
as follows:
Millions of Yen
2011
Millions of Yen
Comprehensive income relating to
shareholders of SANYO DENKI CO., LTD.
Comprehensive income relating to
minority interests
Total
Total
19. RELATED PARTY TRANSACTIONS
2010
KYODO KOGYO CO., LTD.
Insurance premium
¥ 18
¥ 17
Repair
0
0
SANYO KAIHATSU CO., LTD.
Rent expense
190
190
Repair
0
0
Prepaid expenses
20
20
Other investments
301
301
Thousands of
U.S. Dollars
2011
$ 227
3
2,290
5
248
3,629
KYODO KOGYO CO., LTD. is one of the main shareholders of the
Company owning 18.7% of voting rights (directly 15.0%, indirectly 3.7%)
and the majority interest of KYODO KOGYO CO., LTD. is owned by the
directors of the Company and their relatives.
SANYO KAIHATSU CO., LTD. is a subsidiary of KYODO KOGYO CO.,
LTD. and owns 3.7% of the voting rights of the Company.
36
20. BUSINESS COMBINATION
Valuation differences of other securities
Foreign currency translation adjustments
Revaluation difference of land
Total
¥388
88
(404)
¥ 72
Report of Independent Auditors
37
History
Organization, system and Facilities
38
1920
Aug. 1927Hideo Yamamoto founded SANYO SHOKAI CO., LTD.
1930
Jun. 1932
Dec. 1936
1940
Apr. 1942 Renamed SANYO DENKI CO., LTD.
Feb. 1944 A factory established in Nagano Prefecture.
Dec. 1945Head office and Tokyo Works relocated to the current location of the head office.
1960
Nov.
Oct.
Sep.
Nov.
1970
Mar. 1973
Apr. 1979
Nagoya Office established.
The Shioda Works established.
1980
Mar.
Feb.
Feb.
Apr.
Jul.
Nov.
Jan.
Jun.
Dec.
Jan.
Oct.
1980
1983
1984
1984
1984
1984
1986
1986
1988
1989
1989
Tsuiji Works established.
Hokuriku Office established.
Sendai Office established.
Hiroshima Office established.
Shizuoka Office established.
Aoki Works established.
Ueda Office established.
Shinjiro Yokozawa appointed as president.
Sanyo Denki Europe SA. (FRANCE) established.
Chicago Resident Office established.
Kyushu Office established.
1990
Apr.
Feb.
Mar.
Jun.
Apr.
Apr.
Apr.
Apr.
Jul.
Dec.
Jul.
Mar.
1990 Fujiyama Works established.
1991 Toyota Office established.
1993 Sapporo Office established.
1994 Shigeo Yamamoto appointed as president.
1995 Utsunomiya Office established.
1995 Sanyo Denki America, Inc. (USA) established.
1996 Kyoto Office established.
1997 Kofu and Nagaoka Offices established.
1997 Technology Center established.
1997 Automation Intelligence, Inc. (USA) purchased.
1998 Fujiyama Works expanded.
1999A production subsidiary, SANYO DENKI TECHNO SERVICE CO., LTD., established.
2000
Feb. 2000A production subsidiary, Sanyo Denki Philippines, Inc. (PHILIPPINES) established.
Sep. 2001SANYO DENKI CO., LTD. Taiwan Branch (ROC) established.
Apr. 2002 SANYO DENKI CO., LTD. Hong Kong Branch (HONG KONG) established.
Apr. 2003SANYO DENKI SHANGHAI CO., LTD. (China) established.
Nov. 2004 SANYO DENKI CO., LTD. Hong Kong Branch (HONG KONG) Shenzhen Office. established.
Jul. 2005 SANYO DENKI (H.K.) CO., LIMITED established.
Oct. 2005 SANYO DENKI Techno Service (Shenzhen) CO.,LTD. established.
Jan. 2006 SANYO DENKI TAIWAN CO., LTD. (Taiwan) established.
Jan. 2006 SANYO DENKI SINGAPORE PTE. LTD. (Singapore) established.
Jan. 2006 SANYO DENKI GERMANY GmbH (Germany) established.
Jan. 2006 SANYO DENKI KOREA CO., LTD. (Korea) established.
Aug. 2007 SANYO DENKI Techno Service (Singapore) PTE. LTD. established.
Jan. 2009 Kangawa Works established.
Jul. 2009 SANYO KOGYO CO., LTD. became a wholly owned subsidiary.
Aug. 2009 Kofu Office established.
Jan. 2011 Hokuriku Office established.
A factory built in Tokyo.
Reorganized into a joint stock company.
1960 A factory established in Saitama Prefecture.
1961 Osaka Office established.
1962Listed on the Second Section of the Tokyo Stock Exchange.
1964 Hiroshi Yamamoto appointed as president.
Board of Directors and Corporate Auditors and Operating Officers
Chief Director
Shigeo Yamamoto
Directors
Kaoru Tamura
Nobumasa Kodama
Yoshimasa Matsumoto
Yuichiro Miyake
Toru Suzuki
Corporate Auditor (Full time)
Sakon Hatanaka
Fumio Amano
Corporate Auditors
Hisayuki Ogura
Takeshi Yamamoto
Operating Officers
President and Chief Operating Officer
Shigeo Yamamoto
Major Operating Officers
Kaoru Tamura
Nobumasa Kodama
Yoshimasa Matsumoto
Shigejiro Miyata
Operating Officers
Akira Tsukada
Shigeto Murata
Kazuyuki Kitazawa
Yasuyuki Koizumi
Youichi Ebihara
(As of June 16, 2011)
Organization
The Board of Directors
Chief
Director
Directors
The Board of
Operating Officers
President
and Chief
Operating
Officer
Operating
Officers
The Board of
Corporate Auditors
Auditing Dept.
Financial Dept.
Accounting Dept.
General Affairs Dept.
Personnel Dept.
Legal Dept.
Communication System Control Dept.
Planning Dept.
Public Relations Dept.
Sales Headquarters
Cooling Systems Div.
Power Systems Div.
Servo Systems Div.
Supply Headquarters
Export Control Committee for World Security
The Board of Education
Business Process Innovation Committee
Editorial Board of Technical Report
Editorial Board of In-house Newsletter
Committee of Business Conducts
Environmental Committee
Disciplinary Committee
Crisis Management Committee
Technical Patent Committee
Mid-Term Management Plan Design Committee
Mid-Term Management Plan Promotion Committee
Ueda Factory Consolidation Study Committee
Earthquake Disaster Countermeasures Committee
39
Corporate Data
Established
Paid-in Capital
Net Sales
CEO/President & COO
Main Bank
Number of Employees
Number of Branches
August 1927
9,926 million yen
70,295 million yen
Shigeo Yamamoto
Mizuho Bank Ltd.
2,720 (Consolidated), 1,687 (SANYO DENKI CO., LTD.)
25 (including 13 Overseas)
(As of March 31, 2011)
Network
Head Office
Tokyo 1-15-1, Kita-otsuka
Toshima-ku, Tokyo 170-8451, Japan
TEL: +81 3 3917 5151
FAX: +81 3 3917 5415
Subsidiary Companies
SANYO DENKI EUROPE SA.
P.A. PARIS NORD ll
48 Allée des Erables-VILLEPINTE
BP.57286 F-95958 ROISSY CDG
CEDEX, FRANCE
TEL: +33 1 48 63 26 61
www.sanyodenkieurope.fr
SANYO DENKI EUROPE SA.
Poland Branch
ul. Wodocia˛gowa 56
30-205 Kraków, Polska
TEL: +48 12 427 30 73
SANYO DENKI GERMANY GmbH
Frankfurter Strasse 63-69 65760
Eschborn, Germany
TEL: +49 6196 76113 0
SANYO DENKI KOREA CO., LTD.
9F 5-2, Sunwha- dong Jung-gu Seoul
100-130, Korea
TEL: +82 2 773 5623
SANYO DENKI SHANGHAI CO., LTD.
Rm 2108-2109, Bldg A, Far East
International Plaza,
No.319, Xianxia Rd, Shanghai, 200051,
P.R.C.
TEL: +86 21 6235 1107
SANYO DENKI SHANGHAI CO.,LTD.
Beijing Branch
Room 1002, Tower B, Beijing COFCO
Plaza, No.8 Jianguomennei Dajie, Dong
Cheng District, Beijing 100005, P.R.C.
TEL : +86 10 6522 8652
FAX : +86 10 6522 8692
SANYO DENKI TAIWAN CO., LTD.
Room 1208, 12F, No.96 Chung Shan N,
Rd., Sec.2, Taipei 104, Taiwan, R.O.C.
TEL: +886 2 2511 3938
New England Office
P.O. Box 541093 Waltham,
MA 02454-1093 U.S.A.
TEL: +1 781 330 1623
SANYO DENKI (H.K.) CO., LIMITED
Room 2305, 23/F, South Tower,
Concordia Plaza,
1 Science Museum Rd., TST East,
Kowloon, Hong Kong
TEL: +852 2312 6250
Chicago Office
1340 Remington Road Suite E
Schaumburg, IL U.S.A.
Tel: +1 224 353 6420
SANYO DENKI (Shenzhen) CO.,LTD.
RM02-05 2/F Office Tower, Di Wang
Commercial Centre Shun Hing Square,
5002 Shen Nan Road East, Shenzhen, P.
R.C.
TEL: +86 755 3337 3865
FAX: +86 755 2583 2321
SANYO DENKI SINGAPORE PTE.LTD.
10 Hoe Chiang Road #14-03A/04
Keppel Towers, Singapore 089315
TEL: +65 6223 1071
Subsidiary Factory
SANYO DENKI PHILIPPINES, INC.
No.2 Block F-1 Subic Technopark,
Argonaut Highway Boton Area,
Subic Bay Freeport Zone,
PHILIPPINES 2222
TEL: +63 47 252 1735
Service centerS
SANYO KOGYO CO., LTD
3-4-3, Ikegamishincho,
Kawasaki-ku, Kawasaki-shi, Kanagawa,
210-0832, Japan
TEL : +81 44 299 5451
FAX : +81 44 270 1302
SANYO DENKI Techno Service
(Shenzhen) CO., LTD.
8B1, Tianji Building, Tianan Cyber Park,
Futian District, Shenzhen, 518040 P.R.C.
TEL : +86 755 8342 5095
SANYO DENKI Techno Service CO., LTD.
4024-8 Fujiyama, Uedashi,
Nagano, 386-1212, Japan
TEL: +81 26 838 8930
FAX: +81 26 838 8988
SANYO DENKI Techno Service
(Singapore) Co., LTD.
Blk192 Pandan Loop #01-28 Pantech,
Industrial Complex 128381, Singapore
TEL: +886 2 2523 3881
Affiliated Companies
SANYO DENKI Techno Service (TAIWAN)
Co., LTD.
7F., No.32, Sec. 2, Zhongyang S. Rd.,
Beitou Dist.,Taipei City 112, Taiwan, R.O.C.
TEL: +886 2 2892 1875
SANYO DENKI AMERICA, INC.
468 Amapola Avenue Torrance, CA
90501, U.S.A.
TEL: +1 310 783 5400
FAX: +1 310 212 6545
www.sanyo-denki.com
Silicon Valley Office
1700 Wyatt Dr.Suite 17 Santa Clara,
CA 95054, U.S.A.
TEL: +1 408 988 1700
40
Detroit Office Techno Service Center
37511 Schoolcraft Road, Livonia, Michigan
48150, U.S.A.
TEL: +1 734 525 1806
Investor Information
Number of Authorized Shares
Number of Issued Shares
Number of Shareholders
Major Shareholders
250,000,000
64,860,935
6,322
Thousands
of Shares
KYODO KOGYO CO., LTD..............................................................
SN Kohsan Ltd...............................................................................
SANYO KAIHATSU CO., LTD.........................................................
Mizuho Bank Ltd............................................................................
Japan Trustee Services Bank, Ltd. (Trust account).........................
TOKIO MARINE & NICHIDO FIRE INSURANCE CO., LTD............
Nippon Life Insurance Company....................................................
The Master Trust Bank of Japan, Ltd. (trust account).............................
The Hachijuni Bank, Ltd. . ....................................................................
THE SUMITOMO TRUST & BANKING CO., LTD. . ........................
% of Total
Shares
9,229
7,303
2,281
2,274
1,985
1,913
1,573
1,458
975
970
14.23%
11.26
3.52
3.51
3.06
2.95
2.43
2.25
1.50
1.50
Notes1 The number of shares shown in the above list are rounded down to the nearest thousand shares.
2 The Company holds 2,721 thousand shares of treasury stock, which is excluded from the major
shareholders listed above.
Stock Listing
Independent Certified Accountants
Transfer Agent
Tokyo Stock Exchange 2nd Section
Ernst & Young ShinNihon LLC
JAPAN SECURITIES AGENTS, LTD.
Share Price Range (Tokyo Stock Exchange)
Stock Price (Yen)
1,000
800
600
400
200
0
4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3
2009
2010
2011
Trading Volume (Thousands of shares)
6,000
3,000
0
4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 12 1 2 3
2009
2010
2011
(As of March 31, 2011)
41
SANYO DENKI CO., LTD.
1-15-1 Kita-otsuka, Toshima-ku
Tokyo 170-8451, Japan
Homepage http://www.sanyodenki.co.jp
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