NTT DOCOMO, INC. |
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Date: May 26, 2011 | By: | /S/ OSAMU HIROKADO | ||
Osamu Hirokado | ||||
Head of Investor Relations | ||||
Message from the President |
1 | |||
Notice of Convocation of the 20th Ordinary General Meeting of Shareholders
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3 | |||
(Attachments) |
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Business Report |
12 | |||
Consolidated Balance Sheet |
40 | |||
Consolidated Statement of Income and Comprehensive Income |
41 | |||
Consolidated Statement of Changes in Equity |
42 | |||
Consolidated Statement of Cash Flows (Reference) |
43 | |||
Non-Consolidated Balance Sheet |
44 | |||
Non-Consolidated Statement of Income |
45 | |||
Non-Consolidated Statement of Changes in Net Assets |
46 | |||
Independent Auditors Report regarding the Consolidated Financial Statements |
48 | |||
Independent Auditors Report regarding the Non-Consolidated Financial Statements |
49 | |||
Report of Corporate Auditors |
50 |
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1. Date and Time:
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Friday, June 17, 2011 at 10:00 a.m. (Japan Standard Time) | |
2. Place of the Meeting:
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Tsuru-no-ma, The Main Banquet Floor | |
Hotel New Otani | ||
4-1, Kioi-cho, Chiyoda-ku, Tokyo, Japan |
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3. | Matters to be dealt with at the Meeting: |
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Matters to be reported: |
1) | Report on Business Report, Consolidated and Non-Consolidated Financial
Statements for the 20th Fiscal Year (from April 1, 2010 to March 31, 2011). |
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2) | Report on Results of Audit of Consolidated Financial Statements by Registered
Public Accountants and Board of Corporate Auditors. |
First Item of Business:
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Appropriation of Retained Earnings | |
Second Item of Business:
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Partial Amendment to Articles of Incorporation | |
Third Item of Business:
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Election of Three (3) Directors | |
Fourth Item of Business:
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Election of Four (4) Corporate Auditors |
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(1) | Type of Dividend Asset |
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Cash |
(2) | Proposed Appropriation of Dividend Assets to Shareholders and Total Amount of
Dividend Payment |
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¥2,600 per share of common stock of the Company Total Amount of Dividend Payment: ¥107,815,762,600 (The Company paid an interim dividend in November 2010, and accordingly, the aggregate amount of annual dividends for this fiscal year will be ¥5,200 per share.) |
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(3) | Effective Date of the Appropriation of Dividends from Retained Earnings
Monday, June 20, 2011 |
1. | Reasons for Amending the Articles of Incorporation of the Company |
To prepare for potential business deployment in the future, it is proposed to amend Article 2
(Purpose of business). |
2. | Contents of Amendments to the Articles of Incorporation of the Company |
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Current Articles of Incorporation | Proposed Amendments | |
(Purpose)
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(Purpose) | |
Article 2 (Omitted)
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Article 2 (Same as present) | |
1-16. (Omitted)
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1-16. (Same as present) | |
(Newly created)
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17. Multimedia broadcasting business | |
17-20. (Omitted)
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18-21. (Same as present) |
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Number | ||||||||
of | ||||||||
Company | ||||||||
Candidate | Name | History, Positions, Responsibilities and Principal Concurrent | Shares | |||||
Number | (Date of Birth) | Positions | Owned | |||||
1 |
Tsutomu Shindou | April 1978 | Entered NTT Public Corporation | 71 | ||||
(September 4, 1954) | ||||||||
July 2004 | Managing Director of Corporate | |||||||
Marketing Promotion Department | ||||||||
of the Company | ||||||||
July 2005 | Managing Director of System | |||||||
Marketing Department III of | ||||||||
the Company | ||||||||
April 2006 | Managing Director of Corporate | |||||||
Marketing Department III of | ||||||||
the Company | ||||||||
April 2007 | Managing Director of Corporate | |||||||
Marketing Department I of the | ||||||||
Company | ||||||||
June 2007 | Senior Vice President and | |||||||
Managing Director of Corporate | ||||||||
Marketing Department I of the | ||||||||
Company | ||||||||
2 |
Wataru Kagawa | April 1978 | Entered NTT Public Corporation | 50 | ||||
(October 4, 1953) | ||||||||
February 2002 | Managing Director of IR Office | |||||||
of the Company | ||||||||
June 2004 | Managing Director of IR | |||||||
Department of the Company | ||||||||
July 2005 | General Manager of Saitama | |||||||
Branch of the Company | ||||||||
July 2007 | Member of the Board and | |||||||
Managing Director of General | ||||||||
Affairs Department of NTT | ||||||||
DoCoMo Kansai, Inc. | ||||||||
July 2008 | Associate Senior Vice | |||||||
President and Managing | ||||||||
Director of Kansai Regional | ||||||||
Office of the Company |
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Number | ||||||||
of | ||||||||
Company | ||||||||
Candidate | Name | History, Positions, Responsibilities and Principal Concurrent | Shares | |||||
Number | (Date of Birth) | Positions | Owned | |||||
3 |
Kazuhiro Yoshizawa | April 1979 | Entered NTT Public Corporation | 84 | ||||
(June 21, 1955) | ||||||||
April 1994 | Senior Director of Procurement | |||||||
and Supply Department of the | ||||||||
Company | ||||||||
December 1996 | Senior Director of Corporate | |||||||
Strategy and Planning | ||||||||
Department of the Company | ||||||||
July 2001 | Senior Director of Human | |||||||
Resources Management | ||||||||
Department of the Company | ||||||||
July 2003 | Senior Director of Corporate | |||||||
Strategy and Planning | ||||||||
Department of the Company | ||||||||
June 2007 | Senior Vice President and | |||||||
Managing Director of Corporate | ||||||||
Marketing Department II of the | ||||||||
Company |
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Number | ||||||||||
of | ||||||||||
the | ||||||||||
Company | ||||||||||
Candidate | Name | History, Positions, Responsibilities and Principal Concurrent | Shares | |||||||
Number | (Date of Birth) | Positions | Owned | |||||||
1
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Shuro Hoshizawa (June 17, 1949) | April 1973 | Entered NTT Public Corporation | 124 | ||||||
June 2002 | Member of the Board and Managing Director of Corporate Marketing Department I of the Company | |||||||||
June 2004 | Executive Vice President, Member of the Board and Managing Director of Corporate Marketing Division of the Company | |||||||||
June 2005 | (Implementation of corporate officers system) Executive Vice President, Member of the Board and Managing Director of Corporate Marketing Division of the Company |
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June 2007 | President and Representative Director of NTT DoCoMo Hokkaido, Inc. | |||||||||
July 2008 | Special Advisor and Managing Director of Hokkaido Regional Office of the Company | |||||||||
July 2008 | President and Representative Director of DOCOMO Support, Inc. | |||||||||
2
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Kyouichi Yoshizawa (April 12, 1950) | April 1969 | Entered NTT Public Corporation | 103 | ||||||
August 2000 | Secretary General of East Japan Headquarters of All NTT Workers Union of Japan | |||||||||
July 2002 | President of East Japan Headquarters of All NTT Workers Union of Japan | |||||||||
August 2004 | Secretary General of National Headquarters of All NTT Workers Union of Japan | |||||||||
September 2006 | Advisor of NTT Travel Service Co. Ltd. | |||||||||
June 2007 | Full-time Corporate Auditor of the Company |
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Number | ||||||||||
of | ||||||||||
the | ||||||||||
Company | ||||||||||
Candidate | Name | History, Positions, Responsibilities and Principal Concurrent | Shares | |||||||
Number | (Date of Birth) | Positions | Owned | |||||||
3
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Haruo Morosawa (December 27, 1950) | April 1974 | Entered Board of Audit of Japan | 10 | ||||||
December 1999 | Director for Accounting, Secretariat of General Executive Bureau, Board of Audit of Japan | |||||||||
December 2000 | Deputy Director-General, Secretariat of General Executive Bureau, Board of Audit of Japan | |||||||||
December 2004 | Director General of 1st Bureau, Board of Audit of Japan | |||||||||
April 2009 | Deputy Secretary General of General Executive Bureau, Board of Audit of Japan | |||||||||
April 2010 | Member of the West Block Bidding Inspection Commission of Japan Railway Construction, Transport and Technology Agency | |||||||||
4
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Eiko Tsujiyama (December 11, 1947) | August 1980 | Assistant Professor, Humanities Department, Ibaraki University |
0 | ||||||
April 1985 | Assistant Professor, Faculty of Economics, Musashi University | |||||||||
April 1991 | Professor, Faculty of Economics, Musashi University | |||||||||
April 2003 | Professor, Graduate School of Commerce, Waseda University | |||||||||
June 2008 | Outside Corporate Auditor of Mitsubishi Corporation | |||||||||
June 2010 | Outside Director of Orix Corporation | |||||||||
(Important concurrent positions at other institutions) |
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Professor, Graduate School of Commerce, Waseda University | ||||||||||
Outside Corporate Auditor of Mitsubishi Corporation | ||||||||||
Outside Director of Orix Corporation |
Notes: |
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1. | NTT DoCoMo Hokkaido, Inc., previously a wholly-owned subsidiary of the Company, was
liquidated following its merger with NTT DOCOMO, INC, the surviving company, in July 2008. |
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2. | Mr. Shuro Hoshizawa is expected to resign from the Board of Directors of DOCOMO Support
Inc. on June 23, 2011. |
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Mr. Haruo Morosawa is expected to resign from the West Block Bidding Inspection Commission of
Japan Railway Construction, Transport and Technology Agency by May 31, 2011. Ms Eiko Tsujiyama is expected to take office as an outside corporate auditor of LAWSON, INC. |
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3. | Mr. Kyouichi Yoshizawa, Mr. Haruo Morosawa and Ms. Eiko Tujiyama are candidates for outside
corporate auditors. Among these three candidates for outside corporate auditors, the Company
intends to file with the Tokyo Stock Exchange, Inc. (TSE) the notification of Mr. Haruo
Morosawa and Ms. Eiko Tsujiyama as independent corporate auditors as defined by the
regulation of TSE. |
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4. | Mr. Kyouichi Yoshizawa was elected as a candidate for an outside corporate auditor because
of the Companys expectations for his auditing capability based on his experience and
knowledge derived from his long years of engagement in telecommunications business. |
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Mr. Haruo Morosawa was elected as a candidate for an outside corporate auditor because of the
Companys expectations for his auditing capability based on his professional experience and
knowledge developed through his long years of service at the Board of Audit of Japan. |
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Ms. Eiko Tsujiyama was elected as a candidate for an outside corporate auditor on account of
her capacity
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as Certified Public Accountant and because of the Companys expectations for her auditing
capability based on her extensive insights on finance and accounting developed through her long
years of experience as a university professor and an outside director of private companies. |
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Although Mr. Kyouichi Yoshizawa, Mr. Haruo Morosawa and Ms. Eiko Tsujiyama have not been
involved in corporate management other than serving as outside directors or outside corporate
auditors, the Company judged they can properly fulfill the roles of corporate auditors due to
the aforementioned reasons. |
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5. | Mr. Kyouichi Yoshizawa is currently an outside corporate auditor of the Company. At the
conclusion of this meeting, he will have served four (4) years as an outside corporate
auditor. |
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6. | In accordance with the provisions of Article 427, Section 1 of the Corporate Law of Japan,
the Company has entered into a limited liability contract with Mr. Kyouichi Yoshizawa, which
sets forth the upper limit of damage compensation liability as provided in Article 423,
Section 1 of the Corporate Law of Japan, and if the election of Mr. Kyouichi Yoshizawa is
approved, the Company plans to continue the said contract, so that he can properly fulfill
the roles expected for an outside corporate auditor of the Company. In addition, the Company
also plans to enter into a similar contract with Mr. Haruo Morosawa and Ms. Eiko Tsujiyama,
respectively, so that they can properly fulfill the roles expected for an outside corporate
auditor of the Company. |
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Note: | The term FY2010 hereinafter refers to the fiscal year ended March 31, 2011, and other
fiscal years are referred to in a corresponding manner. All non-consolidated figures regarding
results of operations in this report were prepared in accordance with accounting principles
generally accepted in Japan (Japanese GAAP), unless otherwise stated herein. Consolidated
results contained herein were prepared in accordance with accounting principles generally
accepted in the United States (U.S. GAAP), unless otherwise noted. |
Business Segment | Main Business Activities | |
Mobile phone business
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Cellular (Xi, FOMA and mova) services, packet communications services, international services, satellite mobile communication services, and sales of handsets and equipments for each service, etc. | |
Miscellaneous businesses
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Credit business, home shopping services, mobile advertisement business, high-speed Internet access service for hotel facilities and other measures, and other miscellaneous businesses |
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Note: | Consolidated results contained herein were prepared in accordance with accounting principles
generally accepted in the United States (U.S. GAAP). |
* | LTE (Long Term Evolution) is a next-generation mobile communications standard developed as an
advancement of the third-generation (3G) mobile phone system. |
19th Fiscal Year | 20th Fiscal Year | Year-on-Year | ||||||||||
Item | (FY2009) | (FY2010) | Change | |||||||||
Operating revenues |
4,284.4 | 4,224.3 | -1.4 | % | ||||||||
Operating income |
834.2 | 844.7 | 1.3 | % | ||||||||
Income before income taxes |
836.2 | 835.3 | -0.1 | % | ||||||||
Net income attributable
to NTT DOCOMO, INC. |
494.8 | 490.5 | -0.9 | % |
■ | Mobile Phone Business |
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As of March 31, | As of March 31, | Increase or | Year-on-Year | |||||||||||||
Category | 2010 | 2011 | Decrease | Change | ||||||||||||
Cellular services |
56,082 | 58,010 | 1,928 | 3.4 | % | |||||||||||
Xi services |
| 26 | | | ||||||||||||
FOMA services |
53,203 | 56,746 | 3,542 | 6.7 | % | |||||||||||
i-channel |
16,818 | 16,233 | -585 | -3.5 | % | |||||||||||
i-concier |
4,200 | 6,224 | 2,024 | 48.2 | % | |||||||||||
mova services |
2,879 | 1,239 | -1,640 | -57.0 | % | |||||||||||
Packet flat-rate services |
25,767 | 31,921 | 6,154 | 23.9 | % | |||||||||||
i-mode services |
48,992 | 48,141 | -851 | -1.7 | % | |||||||||||
sp-mode services |
| 2,095 | | |
Notes: |
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1. | Number of subscriptions to Cellular services, Cellular (FOMA) services and Cellular (mova)
services includes Communication Module services subscriptions. |
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2. | Effective March 3, 2008, FOMA subscription became mandatory for subscription to 2in1
services, and those FOMA subscriptions are included in the number of FOMA subscriptions. |
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3. | Number of subscriptions to packet flat-rate services includes subscriptions to Pake-hodai
Flat, Pake-hodai double, Pake-hodai double 2, Pake-hodai simple, Pake-hodai full,
Pake-hodai, Biz-hodai, Xi data plan Ninen, Xi data plan, Flat-rate data plan Flat,
Flat-rate data plan Standard, Flat-rate data plan Standard2 Flat-rate data plan 64K,
and Flat-rate data plan HIGH-SPEED (Number as of March 31, 2010 includes subscriptions to
Biz-hodai double and Biz-hodai simple in addition to the aforementioned plans.) |
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4. | Number of i-mode subscriptions includes Cellular (FOMA) i-mode subscriptions and Cellular
(mova) i-mode subscriptions. |
*1 | J. D. Power Asia Pacific 2010 Japan Mobile Phone Service
StudySM. Study results were based on responses obtained
from 7,500 mobile phone users residing in Japan during the period
between July and August 2010. http://www.jdpower.co.jp/ |
|
*2 | J. D. Power Asia Pacific 2009-2010 Japan Business Mobile Telephone/PHS
Service Customer Satisfaction Index StudySM. The study
results were based on 3,222 responses from individuals responsible for |
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supervising or deciding upon telephone services at 2,345 businesses with 100 or
more employees. (Each respondent evaluated up to two mobile telephone/PHS
providers.) http://www.jdpower.co.jp/ |
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*3 | Nikkei BP Consulting Mobile data devices customer
satisfaction survey. Results were based on responses
to a web-based customer satisfaction survey of 1,600
data device users, conducted between March 10 and
March 15, 2010. http://consult.nikkeibp.co.jp/consult/release/mobile100525.html |
*1 | Xperia is a trademark or registered trademark of Sony Ericsson Mobile Communications AB. |
|
*2 | ISP (Internet Service Provider) is a service that provides access to the Internet. |
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* | AR (Augmented Reality), through the use of computer technology, adds information to the
physical reality which users perceive. It differs from virtual reality which presents a
world completely created by methods such as computer graphics. |
| Integrated previously separate flat-rate packet billing plans for each handset type into
Pake-hodai Double to make our billing structure simpler and easier to understand. Also made
a downward revision to the maximum monthly charge for users accessing packet communication
services via PCs or other external devices. |
|
| Introduced new flat-rate plans to cater to diversified needs of customers. Pake-hodai
Flat is a full flat-rate plan which provides unlimited access for a flat monthly rate ¥525
cheaper than the maximum monthly rate for smartphone use in our existing Pake-hodai Double
plan. Pake-hodai Double 2 is a two-tiered packet flat-rate plan which allows users to use
more packets on a pay-as-you-go basis than under the existing two-tiered plan before usage
reaches the monthly upper limit. |
|
| Launched a special discount campaign targeting users of Flat-rate Data Plan Standard
Value, a flat-rate plan for customers using devices including data-only devices and
3G-enabled mobile Wi-Fi* routers on our network, in which the monthly maximum rate
is reduced by ¥1,575 for one year after subscription. Also introduced new flat-rate plans,
Flat-rate Data Plan Flat Value, a full flat-rate option in which the monthly maximum rate is
set ¥525 cheaper than the Flat-rate Data Plan Standard Value, and Flat-rate Data Plan
Standard 2 Value, a two-tiered plan which allows the use of more packets than the Flat-rate
Data Plan Standard Value on a pay-as-you-go basis before reaching the monthly upper limit. |
|
| Launched Ouen Student Discount campaign targeted at students and their families. Under
this campaign, the basic monthly charges of new student subscribers and their family members
subscribing to Type Simple Value plan are reduced to ¥390 for up to three years, and the
maximum monthly rates for subscribers of smartphones are reduced by ¥525. |
|
| Introduced Otayori Photo Plan and Otayori Photo Plan Full as new billing plans for our
Otayori Photo digital photo frame service. Also launched Otayori Photo Plan-Wari discount
plan, which offers discounts allowing users committing to a two-year subscription to use
digital photo frame service starting from a minimum rate of ¥390 per month. |
|
| Enriched the content offered in BeeTV, EveryStar and various other services, as
measures for further expanding the packet usage of light to medium users of i-mode. |
|
| Launched an electronic book service through 2Dfactoonline bookstore offered by 2Dfacto,
Inc., a joint-venture company established by Dai Nippon Printing Co., Ltd., DOCOMO and CHI
Group Co., Ltd. |
* | Wi-Fi is a registered trademark of the Wi-Fi Alliance. |
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Service name | Overview | |
sp-mode
|
An ISP service for smartphones that allows users to carry the same i-mode mail address (@docomo.ne.jp) after migrating to smartphones, and use various other services such as mail containing pictograms and decorations, content payment service, access restriction service and the Disaster Message Board Service, etc. | |
docomo market (for smartphones) |
A portal for docomo smartphones containing a wide array of attractive content and applications. (In addition to recommended applications, users can easily obtain popular content such as news, video, electronic books and games, as well as docomos original content.) | |
docomo market (for i-mode) |
A content store for i-mode that offers a rich variety of content. | |
An applications store offering applications supplied by
individual content developers in addition to high-quality
applications provided by businesses. |
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A music store offering approximately 1,000,000 pieces of
music in broad categories |
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A book store offering approximately 20,000 titles of
popular comics, novels and practical guides, etc. |
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docomo map navi
|
A map/navigation service that offers various features to support customers individual behavior, such as current location map, search of nearby shops/facilities, navigation, driving information, train route finder, etc. | |
iBodymo
|
A mobile health-support service, taking advantage of the aspect that a mobile phone is carried around daily, which assists customers to have fun in raising health awareness and improving behavior in their daily lives. | |
docomo web mail
|
A service that allows i-mode subscribers to use a dedicated mail addresses (@dwmail.jp) for free, and view or send/receive emails via browsers of both PCs and mobile phones (In the case of mobile phones, the service can also be used with a special i-appli). | |
docomo Drive Net
|
An information delivery service for drivers which provides the latest map data or information on tourist spots, available parking lots, etc., in real time based on the cars current location via DOCOMOs network. | |
docomo one-time insurance |
An insurance service offering four types of coverage (sport/leisure insurance, golfer insurance, domestic travel insurance and overseas travel insurance) that can be subscribed easily from a mobile phone on an as-needed basis only for the required period. |
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Service name | Overview | |
MD+
|
A free-of-charge membership-based information delivery service for doctors which provides access to medical content such as lectures by leading doctors in Japan and abroad, case studies based on actual clinical application, pharmaceutical information, etc., via PCs and smartphones. | |
Medical Brain
|
A membership-based information portal for medical professionals, allowing users to efficiently gather a broad range of information relating to medical care. |
| Field staff dispatch in principle within 48 hours after setting up an appointment with
customers requesting coverage improvement, and area quality surveys conducted: approximately
52,000 cases. |
|
| Acceptance of mobile phones in Mobile Phone Checking Service, which provides free basic
after-care, including checkups, minor repairs and cleaning at docomo Shops to help customers
maintain their mobile phones in the best possible condition: approximately 7 million cases. |
|
| Total number of subscribers to Mobile Phone Protection & Delivery Service, a service
which covers handset troubles such as loss, water exposure, and total damage, and delivers a
replacement handset (refurbished handset* and new battery pack) with a telephone call from the
customer: approximately 32 million. |
* | Refurbished products are handsets collected from customers that have been repaired, had
their covers replaced and undergone quality checks, and then reset to the same state as a
new product. |
docomo Smartphone
|
Smartphones that can cater to the diverse needs
of customers as a tool for enjoying web services. (13 models including XperiaTM arc (SO-01C) MEDIAS (N-04C) GALAXY S (SC-02B) LYNX 3D (SH-03C)*1 REGZA Phone (T-01C)*2 BlackBerry®CurveTM 9300*3 Optimus chat (L-04C) XperiaTM (SO-01B) Optimus Pad (L-06C) GALAXY Tab (SC-01C) ) |
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docomo STYLE series
|
Distinctive mobile phones, designed like accessories and offered in a wide variety of fashionable designs and colors for individuals who want to project the latest look. | |
(20 models including F-04C (109), SH-04C (Q-pot.), F-02C (ANTEPRIMA), N-01C(About a girl), N-02C, SH-02C, P-02C, F-05C, L-01C) | ||
docomo PRIME series
|
Full-feature mobile phones for the maximum enjoyment of video, games and other entertainment by people who love to explore the latest multimedia. | |
(8 models including P-03C (LUMIX*4), N-03C (BURTON), F-01C, SH-01C) | ||
docomo SMART series
|
Sophisticated mobile phones for busy people who want to live productively and enhance the management of their professional and private lives. | |
(4 models: F-03C, P-01C, N-07B, SH-09B) | ||
docomo PRO series
|
The most advanced high-spec mobile phones for those who love cutting-edge digital tools and cant get enough of the newest, hottest technology. | |
(4 models: SH-06C, L-03C, SH-05C, N-08B) | ||
Raku-Raku PHONE series
|
An easy-to-use handset series designed on the concept of user-friendly, simple, easy to read and peace of mind. | |
(Raku-Raku PHONE 7) | ||
Concept models
|
The eco-friendly TOUCH WOOD mobile phone
with a natural wooden body made from trees culled
during forest-thinning operations. (SH-08C) |
|
A limited edition phone developed in
partnership with French luxury crystal glass
maker Baccarat. (SH-09C) |
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Otayori Photo panel
|
Stylish, extra-thin wireless digital photo frame offering easy setup and large internal memory for instant transmission of photos taken by mobile phones. (Photo Panel 03) | |
Book reader
|
Compact e-book reader with 5.5-inch color touchscreen. Equipped with web browser for easy access to e-book services. (SH-07C) | |
Data communications devices |
Data device for the Xi service for comfortable data access at higher speeds, and mobile Wi-Fi routers for easy Internet access via the FOMA network. | |
Xi-enabled device (L-02C) |
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Mobile Wi-Fi routers (2 models: BF-01B, HW-01C) |
*1 | LYNX is a registered trademark of Sharp Corporation. |
|
*2 | REGZA Phone is a trademark or registered trademark of TOSHIBA Corporation. |
|
*3 | BlackBerry and related names and logos are trademarks or registered trademarks of Research
In Motion Limited. |
|
*4 | LUMIX is a trademark or registered trademark of Panasonic Corporation. |
19
| Released F-05B handsets equipped with a capability to read commercial bar codes for
enterprise users, and F-01B phones equipped with various useful features for business users
such as remotely customizable security features. |
|
| Released FOMA ubiquitous module FOMA UM01-HW, which can be incorporated into various
devices for voice, SMS and packet services. |
|
| Started a new satellite phone service Widestar II, which provides data communications at
lower charges and higher speeds than our conventional Widestar satellite phone service and
also started marketing handheld version terminal 01 and maritime/in-vehicle version
terminal 01 for Widestar II. |
|
| Launched a new discount service Business Simple, a plan which is simpler and easier to
understand compared to various existing discount packages for enterprise users. |
|
| Introduced three types of billing plans (docomo Authentication Plan, docomo One-time
Authentication Plan and Client Authentication Plan), which can be subscribed easily by
small and medium-sized enterprises subscribing to a limited number of mobile phones, in our
remote access service for enterprise users, Business mopera Access Pro. Also introduced
Business mopera Access Premium Xi Type in conjunction with the launch of Xi service. |
|
| Started offering Mobile Marketing ASP Service, which realizes CRM* by leveraging the
capabilities of the Osaifu-Keitai e-wallet, such as issuing membership certificates and
distributing discount coupons. |
|
| Launched simultaneous broadcast service that enables instantaneous information sharing in
multiple locations over a wide area using voice, facsimiles and email. |
|
| Started offering Mobile Secure Desktop, a cloud-type service for mobile workers to work
safely outside the office using PCs or tablet devices, while reducing the risk of information
leakage. |
* | CRM (Customer Relationship Management) refers to customer management systems which
accumulate and manage customer information and customer correspondence records. |
| The number of countries/regions where international roaming for each service is available
(as of March 31, 2011): |
- | Voice/short message service (SMS): 213 countries/regions |
||
- | Packet communications service: 177 countries/regions |
||
- | Videophone service: 53 countries/regions |
| The number of cities where an overseas support counter was established to provide free
battery charging service and handle inquiries pertaining to the use of mobile phone grew to
14. |
|
| Launched Global Pake-hodai Service for international roaming users, allowing them to use
packet communications under a flat-rate billing scheme (billed per day) through an overseas |
20
mobile service provider designated by DOCOMO (available in 39 countries/regions as of
March 31, 2011) to eliminate worries about their packet communications bill. |
||
| Launched Phone Number Storage and Mail Address Storage services to enhance the
convenience of customers studying or working abroad for a long period of time, by allowing
them to retain their FOMA phone numbers and mail addresses for up to three years. |
| The combined subscription count of our Indian partners TTSL*1 and
TTML*2, in which we own equity stakes, grew to over 85 million following the launch
of GSM service under the TATA DOCOMO brand. Through our joint efforts, TTSL became the first
Indian private telecom operator to launch commercial 3G service. |
|
| net mobile AG, our German-based subsidiary engaged in mobile content distribution platform
business, started offering MANGA MODE, a mobile comic distribution service on a mobile phone
portal that can be used commonly by the users of major mobile operators in France. |
|
| We entered into a business collaboration agreement with Chinas largest mobile operator,
China Mobile Communications Corporation, and leading South Korean telecom operator, KT
Corporation, to explore opportunities for collaboration in areas such as network technologies
and common platforms. |
*1 | Tata Teleservices Limited |
|
*2 | Tata Teleservices (Maharashtra) Limited |
■ | Miscellaneous Businesses |
| With respect to our credit brand iD, we have worked to increase the member stores where
iD credit payment can be used, especially in places frequently visited by users in their
everyday activities. We completed the roll-out of iD payment terminals in all outlets of
Seven-Eleven and Mini-Stop convenience store chains nationwide by July 2010 and January 2011,
respectively. Meanwhile, we started offering iD service for smartphones equipped with FeliCa
IC chips from February 2011. As a result, the total number of iD reader terminals installed
reached 510,000 units as of March 31, 2011 (an increase of 70,000 units compared to March 31,
2010), and the total number of iD subscribers reached 15.84 million as of March 31, 2011. |
|
| We also strived to increase the number of subscriptions and boost the usage of our mobile
credit payment service, DCMX, by revising its loyalty point program, increasing the number
of affiliated stores where users can earn docomo Points, expanding the number of virtual
stores on our Internet shopping site DCMX docomo Point mall and conducting various other
promotional campaigns. As a result, the combined subscriptions to the DCMX services reached
12.32 million as of March 31, 2011 (an increase of 1.06 million from March 31, 2010). |
21
* | On April 1, 2011, Multimedia Broadcasting, Inc. changed its name to mmbi, Inc. |
Year-on-Year | ||||||||||||||||||||
Category | FY 2009 | FY 2010 | Change | |||||||||||||||||
Operating revenues |
||||||||||||||||||||
Mobile phone business |
4,167.7 | (97.3 | ) | 4,090.7 | (96.8 | ) | -1.8 | % | ||||||||||||
Voice |
1,910.5 | (44.6 | ) | 1,712.2 | (40.5 | ) | -10.4 | % | ||||||||||||
Packet |
1,589.0 | (37.1 | ) | 1,694.9 | (40.1 | ) | 6.7 | % | ||||||||||||
Miscellaneous businesses |
116.7 | (2.7 | ) | 133.6 | (3.2 | ) | 14.5 | % | ||||||||||||
Total |
4,284.4 | (100.0 | ) | 4,224.3 | (100.0 | ) | -1.4 | % | ||||||||||||
Operating income (loss) |
||||||||||||||||||||
Mobile phone business |
845.6 | (- | ) | 856.7 | (- | ) | 1.3 | % | ||||||||||||
Miscellaneous businesses |
-11.4 | (- | ) | -12.0 | (- | ) | -5.4 | % | ||||||||||||
Total |
834.2 | (- | ) | 844.7 | (- | ) | 1.3 | % |
Notes: |
||
1. | Figures in parentheses indicate revenues as a percentage of total operating revenues. |
|
2. | Operating revenues for the voice mobile phone business include circuit-switching data communication. |
(3) | Impact of the Great East Japan Earthquake and Restoration Efforts |
22
| Restoration of Communication Facilities |
* | Large zone scheme is a method to cover areas normally covered by multiple stations by
utilizing a single station. |
| Initiatives for Securing Means for Communication |
| Provision of Disaster Message Board Service |
| Reopening of docomo Shops |
23
| Provision of Restoration Area Maps |
| Support for Disaster Victims |
| Launch of Charity Drive Website for Affected Areas, etc. |
| We continued further quality enhancements of FOMA service areas meticulously responding to
the requests from customers. |
24
| We also continually reinforced our network facilities to provide a comfortable
communications environment to users of large-capacity content, and accommodate the growth in
traffic resulting from the expanded uptake of smartphones, etc. |
| As a result of these measures, the total number of FOMA outdoor and indoor base stations
installed as of March 31, 2011 grew to 62,800 and 29,200, respectively (an increase of 7,100
units and 4,400 units, respectively, from March 31, 2010). For Xi service, we completed the
installation of 700 outdoor and 300 indoor base stations. |
| By facilitating the conversion into an IP-based network, we streamlined our network
structure and pursued the integration and/or capacity expansion of our existing equipment,
while continually working toward the reduction of equipment procurement costs. |
| We also constructed our service areas and achieved quality improvement in an efficient
manner, using the optimal equipment among various options taking into consideration the
surrounding environmental conditions, traffic volume and other factors. |
| To provide our customers with a more comfortable communication environment, in addition to
the commercialization of our Xi network, we undertook development of data communications
devices compatible with the FOMA and Xi services. We also undertook development of a
LTE-compatible communications platform, aiming for greater efficiency and lower costs in
handset development. |
| We moved forward with the realization of handsets in new fields, such as the development of
10 smartphone models, including a BlackBerry®
handset with AndroidTM*
software. We also developed the sp-mode ISP for smartphones, enabling the use of sp-mode
mail and the Disaster Message Board. |
| To answer customers demands for using SIM cards from other mobile operators with DOCOMO
handsets, we worked on the development of various functions for SIM unlocking functions. |
* | Android is a software platform designed for mobile phones which offers a free and open
application development environment. Android is a trademark or a registered trademark of
Google Inc. |
25
| We undertook development of technologies including the standardization of multimedia
broadcasting, which converge the characteristics of broadcasting and communication. |
| We worked on the development of translator phone, which incorporates a user interface using
technology such as voice recognition and a translation function. |
| We continued our research on LTE-Advanced, a fourth-generation mobile communication
standard, obtained extra base station licenses for conducting testing and began demonstration
experiments. |
|
| We continued research on creating cutting-edge interfaces such as shoot, touch and play 3D
technology. |
|
| We conducted research on mobile space statistics*, thought to be effective in
the field of disaster prevention planning, for estimating the number of people who will have
difficulty returning home in the event of a natural disaster, and in the field of community
development. |
|
| To promote environmentally-friendly homes and electric vehicles, we tested interfaces to
learn and utilize the status of household power consumption by wireless communications. We
performed verifications aiming for the creation and standardization of such new communications
technology platforms |
* | Mobile space statistics refers to demographic information derived from operational data
necessary for providing mobile phone services. |
| In the fiscal year ended March 31, 2011, we made 394 docomo Shops handicapped accessible;
this included the installation of entryway ramps and wheelchair-accessible restrooms. |
| Considering the importance of mobile phones as a communications tool during disasters and
emergencies, we provided the Disaster Message Board, which made it possible to confirm the |
26
safety of affected individuals, and Area Email which distributed emergency and evacuation
information for areas that were likely to be affected. |
| During the fiscal year ended March 31, 2011, on approximately 6,100 occasions and a total
attendance of roughly 870,000 persons, we held Mobile Phone Safety Classes to educate users on
mobile phone etiquette and how to deal with phone-related problems. This brought the number of
classes since the classes were first conducted in 2004 to approximately 20,700 and total
attendance to 3.16 million persons. |
|
| With respect to access restriction services (filtering services), we enhanced access
restriction customization functions, enabling settings for restriction by time slots for
i-mode mail use, and otherwise took measures to ensure safe and secure mobile phone use by
young customers. |
| We set medium-term environmental targets through fiscal year 2010 of keeping carbon dioxide
emissions at 1.17 million tons or less in fiscal year 2010 and achieving 5.3 million tons of
carbon dioxide in environmental contributions from ICT services in fiscal year 2010. We
proactively installed energy-saving equipment, worked to reduce greenhouse gases, and
otherwise took measures to protect the environment. |
|
| During the fiscal year ended March 31, 2011, we collected 4.09 million used mobile phone
handsets (bringing the cumulative total to 76.64 million handsets) as a part of our efforts to
use limited resources efficiently. |
|
| We created docomo Woods in all 47 prefectures in June 2010, contributing to the protection
of biodiversity through forest preservation activities. |
|
| We adopted our Smart for Green 2020 environmental vision, with three priority activities
for attaining a sustainable society: (1) attaining a low-carbon society; (2) forming a
recycling-based society, and (3) preserving biodiversity. |
27
17th Fiscal Year | 18th Fiscal Year | 19th Fiscal Year | 20th Fiscal Year | |||||||||||||
(FY 2007) | (FY 2008) | (FY 2009) | (FY 2010) | |||||||||||||
Operating revenues
(millions of yen) |
4,711,827 | 4,447,980 | 4,284,404 | 4,224,273 | ||||||||||||
Operating income
(millions of yen) |
808,312 | 830,959 | 834,245 | 844,729 | ||||||||||||
Income before
income taxes
(millions of yen) |
800,688 | 780,473 | 836,157 | 835,338 | ||||||||||||
Net income
attributable to NTT
DOCOMO, INC.
(millions of yen) |
491,202 | 471,873 | 494,781 | 490,485 | ||||||||||||
Earnings per share
attributable to NTT
DOCOMO, INC. (yen) |
11,391 | 11,172 | 11,864 | 11,797 | ||||||||||||
Total assets
(millions of yen) |
6,210,834 | 6,488,220 | 6,756,775 | 6,791,593 | ||||||||||||
NTT DOCOMO, INC.
Shareholders Equity
(millions of yen) |
4,276,496 | 4,341,585 | 4,635,877 | 4,850,436 |
* | Effective April 1, 2009, we adopted the accounting pronouncement issued in December 2007
relating to noncontrolling interests in consolidated financial statements. Upon the
adoption, Net income attributable to NTT DOCOMO, INC., Earnings per share attributable to
NTT DOCOMO, INC. and NTT DOCOMO, INC. Shareholders Equity are presented. |
28
| Expansion of packet usage: We will aim to increase packet ARPU by promoting subscriptions
to flat-rate billing plans for packet access, accelerating subscribers migration to
smartphones, acquiring more users through subscriptions to second mobile devices (e.g., data
communications or tablet devices), and proliferating the use of video services. |
|
| Proliferation of smartphones: We will move ahead with our endeavors to offer attractive
devices, transplant to smartphones i-channel, i-concier and various other services that
have so far been provided only on i-mode phones, and introduce new services that take
advantage of the unique properties of smarphones. We will also put in place organizational
structures and systems, etc., to respond to the full-scale proliferation of the smartphone
market. |
|
| Roll-out of the Xi service and network evolution: To further enrich the Xi service launched
in December 2010, we will move ahead with the development of network, devices and services to
establish a foundation for promoting a wide array of advanced mobile broadband services. We
will also work to further expand network coverage. |
|
| Promotion and further advancement of service personalization: We will further advance
i-concier and introduce this service on smartphones to support the daily life of each
customer, and offer a rich portfolio of content tailored to their varying needs or usage
opportunities. |
|
| Deployment of social-support services: We will continually strive to create new businesses
with the full-scale launch of social-support services in fields such as environment, health
management and finance, while actively seeking alliances with external partners to secure new
revenue sources. |
|
| Introduction and promotion of converged services: We will aim to provide more convenient
services which are comfortable to use, such as the Otayori Photo Service, docomo Drive Net
navigation and electronic books, and to further expand machine-to-machine businesses which
connect devices not incorporated into a network. |
|
| Further advancement of devices: We will strengthen the lineup of our smartphones and other
products to cater to the needs of broader customer segments. We also plan to add more variety
to the lineup of Xi-enabled mobile devices. |
|
| Collaboration of devices and networks: We will aim to realize advanced services by
optimizing the allocation of functions between devices and networks, leveraging the
high-speed, large-capacity and low-latency properties of the LTE network. |
|
| Basic research aimed at new value creation: We will work on the verification of our
research for creating businesses that contribute to the development of society and industries,
and aim to realize a richer society that takes advantage of the characteristics of mobile
communications. In particular, we will further advance our joint research on Mobile Spatial
Statistics. |
|
| Expansion of international businesses: We will strive to expand the revenues streams from
international businesses by further enriching our international services and enhancing our
overseas service counters. We will also seek revenue expansion and sustained growth through
overseas business deployment by allying with partners. |
|
| Domestic investments and alliances: We will endeavor to expand revenues and achieve
sustained growth by creating new businesses and reinforcing our core business through the
pursuit of investments and alliances in Japan. We will also drive innovation jointly with our
partners and aim to create new values. |
29
Securing communication in key areas
|
(1) Construction of base stations using large-zone scheme | |
(2) Uninterruptible power supply, 24-hour battery supply | ||
Swift response to
disaster-stricken areas
|
(3) Increase of satellite mobile phones | |
(4) Increase of satellite entrance circuits | ||
(5) Deployment of emergency microwave entrance facilities | ||
Improved convenience
|
(6) Provision of disaster voice message service | |
(7) Improvement of Restoration Area Maps | ||
(8) Support of voice guidance in Disaster Message Board service | ||
(9) Further utilization of Area Mail | ||
(10) Further utilization of ICT through convergence with SNS, etc. |
30
Number of Employees (change from March 31, 2010) | Average Age | Average Length of Employment | ||||||
22,954 (increase of 657) |
40.2 | 15.4 years |
Notes: |
||
1. | The number of employees includes 227 employees seconded from companies other than the
Company or its subsidiaries, but does not include 130 employees seconded to companies other
than the Company or its subsidiaries. |
|
2. | In calculating the average age of employees, employees at overseas subsidiaries are not
included. |
|
3. | In calculating the average length of service for employees transferred from Nippon
Telegraph and Telephone Corporation (NTT), other companies in the NTT Group, the former
NTT Central Personal Communications Network, Inc., or the eight regional companies in the
Personal Communications Network, years of employment at their respective prior employers are
included in the calculation. Employees seconded from companies other than the Company or its
consolidated subsidiaries and employees at overseas subsidiaries are not included in the
calculation. |
* | The percentage of shares held is calculated excluding treasury shares. |
31
Outstanding Loan Balance | ||||
Creditor | (millions of yen) | |||
Meiji Yasuda Life Insurance Company |
20,000 |
Note: | As a result of the retirement of treasury stock on March 31, 2011, the total number of
issued shares decreased by 140,000 compared to March 31, 2010. |
32
Holdings in the Company | ||||||||
Number of Shares | Shareholding Ratio | |||||||
Shareholders | Held | (%) | ||||||
NIPPON TELEGRAPH AND TELEPHONE
CORPORATION |
27,640,000 | 66.65 | ||||||
JAPAN TRUSTEE SERVICES BANK, LTD.
(TRUST ACCOUNT) |
1,054,153 | 2.54 | ||||||
THE MASTER TRUST BANK OF JAPAN,
LTD. (TRUST ACCOUNT) |
978,740 | 2.36 | ||||||
STATE STREET BANK AND TRUST COMPANY |
314,071 | 0.76 | ||||||
SSBT OD05 OMNIBUS ACCOUNTTREATY
CLIENTS |
308,206 | 0.74 | ||||||
JAPAN TRUSTEE SERVICES BANK, LTD.
(TRUST ACCOUNT 9) |
273,254 | 0.66 | ||||||
THE BANK OF NEW YORK MELLON AS
DEPOSITARY BANK FOR DEPOSITARY
RECEIPT HOLDERS |
180,564 | 0.44 | ||||||
STATE STREET BANK AND TRUST
COMPANY 505103 |
170,746 | 0.41 | ||||||
STATE STREET BANK AND TRUST
COMPANY 505225 |
162,598 | 0.39 | ||||||
MELLON BANK N.A. AS AGENT FOR ITS
CLIENT MELLON OMNIBUS US PENSION |
152,861 | 0.37 |
Notes: |
||
1. | The Companys holding of treasury stock (2,182,399 shares) is not included in the above. |
|
2. | The Shareholding Ratio calculation excludes treasury stock. |
Primary Responsibilities and | ||||
Position | Name | Affiliations | ||
President and CEO Member of the Board of Directors |
Ryuji Yamada | |||
Senior Executive Vice President Member of the Board of Directors |
Kiyoyuki Tsujimura | Responsible for Multimedia Services, Technology | ||
Senior Executive Vice President Member of the Board of Directors |
Masatoshi Suzuki | Responsible for Global Business, Corporate Member of the Board of Directors of Tata Teleservices Limited (India) |
33
Primary Responsibilities and | ||||
Position | Name | Affiliations | ||
Senior Executive Vice President Member of the Board of Director |
Hiroshi Matsui | Responsible for CSR, Branches in Kanto and Koushinetsu areas | ||
Executive Vice President Member of the Board of Directors |
Bunya Kumagai | Responsible for Consumer Sales | ||
Executive Vice President Member of the Board of Directors |
Kazuto Tsubouchi | Managing Director of Accounts and Finance Department, Responsible for Business
Alliance Department, Member of the Board of Directors of Tata Teleservices Limited (India) |
||
Executive Vice President Member of the Board of Directors |
Kaoru Kato | Managing Director of Corporate Strategy & Planning Department | ||
Executive Vice President
Member of the Board of
Directors
|
Mitsunobu Komori | Managing Director of R&D Center | ||
Executive Vice President
Member of the Board of
Directors
|
Akio Oshima | Managing Director of Corporate Marketing Division | ||
Executive Vice President
Member of the Board of
Directors
|
Fumio Iwasaki | Responsible for Networks | ||
Senior Vice President Member of the Board of Directors |
Takashi Tanaka | Managing Director of Human Resources Management Department | ||
Senior Vice President Member of the Board of Directors |
Katsuhiro Nakamura | Managing Director of General Affairs Department Managing Director of Corporate Citizenship Department |
||
Member of the Board of
Directors
|
Hiroshi Tsujigami | General Manager, Business Management Corporate Strategy Planning Department, NTT Director, NTT Investment Partners |
||
Full-time Corporate Auditor
|
Kenichi Aoki | |||
Full-time Corporate Auditor
|
Shunichi Tamari | |||
Full-time Corporate Auditor
|
Yoshitaka Makitani | |||
Full-time Corporate Auditor
|
Kyouichi Yoshizawa | |||
Corporate Auditor
|
Takaaki Wakasugi | Professor, School of Business Administration, Tokyo Keizai University Outside director, Nissui, Ltd. |
Notes: |
||
1. | Mr. Hiroshi Tsujigami, Director, is an outside director as provided in Article 2, Item 15
of the Corporation Law. |
|
2. | Full-time corporate auditors, Mr. Yoshitaka Makitani and Mr. Kyouichi Yoshizawa and
corporate auditor Mr. Takaaki Wakasugi, are outside corporate auditors as provided in
Article 2, Item 16 of the Corporation Law. |
|
3. | Mr. Yoshitaka Makitani, a full-time corporate auditor, has experience in the financial
division in a subsidiary of our parent company, and Mr. Takaaki Wakasugi, a corporate
auditor, is engaged in research of |
34
corporate governance as well as management and finance at
a university and a research institution. Mr. Makitani and Mr. Wakasugi both have extensive
knowledge concerning finance and accounting matters. |
||
4. | NTT, which also employs outside director Hiroshi Tsujigami, is our parent company, and NTT
Investment Partners, Inc., where Mr. Tsujigami is a director, is a subsidiary of Nippon
Telegraph And Telephone Corporation. |
|
5. | Mr. Takaaki Wakasugi, an outside corporate auditor, also serves as outside director to
other firms; we have no special relationship with those firms. |
|
6. | We have designated outside corporate auditor Takaaki Wakasugi as an independent corporate
auditor pursuant to the Securities Listing Regulations of the Tokyo Stock Exchange, and have
notified the Tokyo Stock Exchange of such designation. |
|
7. | Executive Vice President Harunari Futatsugi and Corporate Advisor Masao Nakamura resigned
at the conclusion of the 19th ordinary general meeting of shareholders held on June 18,
2010. |
Position | Number of Persons | Total Compensation (Millions of yen) | ||||||
Director |
14 | 514 | ||||||
Corporate Auditor |
5 | 129 | ||||||
Total |
19 | 643 | ||||||
Notes: |
||
1. | Upper limits on compensation for directors and corporate auditors were set at ¥600 million
annually for directors and ¥150 million annually for corporate auditors at the 15th ordinary
general meeting of shareholders held on June 20, 2006. |
|
2. | The above includes one corporate auditor who retired at the conclusion of the 19th ordinary
general meeting of shareholders held on June 18, 2010. |
|
3. | Compensation for directors includes ¥118 million in bonuses paid in the fiscal year ended
March 31, 2011. |
35
Position | Name | Principal Activities | ||
Outside Director
|
Hiroshi Tsujigami | He attended 15 of the 17 Board of Directors meetings held during the fiscal year ended March 31, 2011 and used his extensive experience in the telecommunications business to make appropriate comments from a perspective independent from the Companys business operations. | ||
Outside Corporate Auditor
|
Yoshitaka Makitani | He attended all 17 of the Board of Directors meetings and all 14 of the Board of Corporate Auditors meetings held in the fiscal year ended March 31, 2011 and used his extensive experience in the telecommunications business and his experience in corporate management to make appropriate comments. | ||
Kyouichi Yoshizawa | He attended all 17 Board of Directors meetings and all 14 of the Board of Corporate Auditors meetings held in the fiscal year ended March 31, 2011 and used his activities and experience as an NTT labor union board member to make appropriate comments. | |||
Takaaki Wakasugi | He attended 15 of the 17 Board of Directors meetings and 13 of the 14 Board of Corporate Auditors meetings held in the fiscal year ended March 31, 2011 and made appropriate comments from his expert perspective gained through academic research as a university professor of Business Administration. |
Number of persons | Total compensation (Millions of yen) | |
3 | 69 |
36
(1) | Name of independent auditor |
|
KPMG AZSA LLC |
(2) | Audit fees paid to the independent auditor in the fiscal year ended March 31, 2011 |
Amount | ||||
Details | (Millions of yen) | |||
Audit fees for the independent auditor in the fiscal
year ended March 31, 2011 |
671 | |||
Total monetary and other financial benefits payable by
the Company and its subsidiaries |
796 |
Notes: |
||
1. | The audit contract between the Company and the independent auditor does not distinguish
among audit fees paid for audits performed pursuant to the Corporation Law, audit fees paid
for audits performed pursuant to the Financial Instruments and Exchange Act and audit fees
paid for audits performed pursuant to the U.S. Securities Exchange Act, and since it is not
practically possible to make such a distinction, the amounts indicated in the audit fees
paid to the independent auditor in the fiscal year ended March 31, 2011 above are totals. |
|
2. | Consideration is paid to the independent auditor for services other than the services
specified in Article 2, Paragraph 1 of the Certified Public Accountants Act (non-audit
services). The non-audit services are consulting and advisory services relating to
international financial reporting standards. |
(1) | Basic stance on fortifying internal control systems |
a) | In fortifying the internal control systems, the Company aims to achieve legal
compliance, management of loss risk and appropriate and efficient business operations and
consider various measures, including regulations, organizational and structural
improvement, formulation of action plans and the monitoring of activities. |
37
b) | An internal control committee will be formed as an entity overseeing efforts to have
the internal control systems function more efficiently. The committee will aim to fortify
internal control systems from the cross-departmental perspective; upon assessing efficacy,
necessary improvements will be carried out. |
c) | Appropriate efforts will be made with regard to ensuring the reliability of the
internal control systems, which will be involved with the financial reporting based on the
U.S. Sarbanes-Oxley Act and the Financial Instruments and Exchange Act. |
d) | The Board of Directors will approve the basic policy on fortifying internal control
systems (the Basic Policy), receive regular reports on the progress of the initiative to
fortify internal control systems, and oversee and monitor the internal control systems of
the Company. |
e) | As chief executive officer, the president and representative director will oversee the
efforts to build the internal control systems based on the Basic Policy approved by board
members. |
(2) | Fortifying structure relating to internal control systems |
a) | System to ensure that the performance of duties by directors and employees conform with
laws and regulations and the Companys Articles of Incorporation |
b) | System for storage and maintenance of information relating to the performance of duties
by directors |
||
Information relating to the performance of duties by directors is recorded and stored in
accordance with rules stipulating the methods of storage and administration of documents
and administrative information. |
c) | Regulations and other systems relating to the management of loss risks |
d) | System to ensure that the performance of duties by directors is conducted efficiently |
e) | System to ensure the propriety of the business activities of the corporate group
consisting of the Company, its parent company, and its subsidiaries |
38
Based on rules governing fundamental matters relating to the management of our Group
companies, group companies discuss important business matters with the Company or report them
to the Company. In addition, officers with responsibility for corporate ethics who are
appointed at subsidiaries report to the Company in a timely manner on the state of problems
involving senior management, and the Company provides necessary guidance. With respect to
unusual transactions with the parent company, investigations are conducted by legal personnel
and audits are conducted by corporate auditors. Further, audits by internal audit personnel
are directed to cover its subsidiaries, and whenever necessary they obtain and assess the
results of the internal audits of those companies. |
f) | Matters relating to employees who assist corporate auditors in the performance of their
duties and the independence of those employees from the directors |
g) | System for reporting to corporate auditors by directors and employees |
||
Directors, senior vice presidents, and employees report promptly to the corporate auditors
and to the Board of Corporate Auditors concerning matters prescribed by laws and regulations
as well as requested matters necessary for the performance by the corporate auditors of their
duties. |
h) | Other systems for ensuring that auditing by corporate auditors is conducted effectively |
39
Millions of yen | ||||
March 31, 2011 | ||||
ASSETS |
||||
Current assets: |
||||
Cash and cash equivalents |
¥ | 765,551 | ||
Short-term investments |
141,028 | |||
Accounts receivable |
762,411 | |||
Credit card receivables |
160,446 | |||
Allowance for doubtful accounts |
(18,021 | ) | ||
Inventories |
146,357 | |||
Deferred tax assets |
83,609 | |||
Prepaid expenses and other current assets |
113,918 | |||
Total current assets |
2,155,299 | |||
Property, plant and equipment: |
||||
Wireless telecommunications equipment |
5,569,818 | |||
Buildings and structures |
845,588 | |||
Tools, furniture and fixtures |
507,914 | |||
Land |
198,842 | |||
Construction in progress |
95,251 | |||
Accumulated depreciation and amortization |
(4,694,094 | ) | ||
Total property, plant and equipment, net |
2,523,319 | |||
Non-current investments and other assets: |
||||
Investments in affiliates |
525,456 | |||
Marketable securities and other investments |
128,138 | |||
Intangible assets, net |
672,256 | |||
Goodwill |
205,573 | |||
Other assets |
249,919 | |||
Deferred tax assets |
331,633 | |||
Total non-current investments and other assets |
2,112,975 | |||
Total assets |
¥ | 6,791,593 | ||
LIABILITIES AND EQUITY |
||||
Current liabilities: |
||||
Current portion of long-term debt |
¥ | 173,102 | ||
Short-term borrowings |
276 | |||
Accounts payable, trade |
609,337 | |||
Accrued payroll |
54,801 | |||
Accrued interest |
916 | |||
Accrued income taxes |
162,032 | |||
Other current liabilities |
122,704 | |||
Total current liabilities |
1,123,168 | |||
Long-term liabilities: |
||||
Long-term debt (exclusive of current portion) |
255,000 | |||
Accrued liabilities for point programs |
199,587 | |||
Liability for employees retirement benefits |
152,647 | |||
Other long-term liabilities |
183,597 | |||
Total long-term liabilities |
790,831 | |||
Total liabilities |
1,913,999 | |||
Equity: |
||||
NTT DOCOMO, INC. shareholders equity
|
||||
Common stock |
949,680 | |||
Additional paid-in capital |
732,914 | |||
Retained earnings |
3,621,965 | |||
Accumulated other comprehensive income (loss) |
(76,955 | ) | ||
Treasury stock, at cost |
(377,168 | ) | ||
Total NTT DOCOMO, INC. shareholders equity |
4,850,436 | |||
Noncontrolling interests |
27,158 | |||
Total equity |
4,877,594 | |||
Total liabilities and equity |
¥ | 6,791,593 | ||
40
Millions of yen | ||||
Year ended March 31, 2011 | ||||
(April 1, 2010-]March 31, 2011) | ||||
Operating revenues: |
||||
Wireless services |
¥ | 3,746,869 | ||
Equipment sales |
477,404 | |||
Total operating revenues |
4,224,273 | |||
Operating expenses: |
||||
Cost of services (exclusive of items shown separately below) |
896,502 | |||
Cost of equipment sold (exclusive of items shown separately below) |
662,829 | |||
Depreciation and amortization |
693,063 | |||
Selling, general and administrative |
1,127,150 | |||
Total operating expenses |
3,379,544 | |||
Operating income |
844,729 | |||
Other income (expense): |
||||
Interest expense |
(4,943 | ) | ||
Interest income |
1,326 | |||
Other, net |
(5,774 | ) | ||
Total other income (expense) |
(9,391 | ) | ||
Income before income taxes |
835,338 | |||
Income taxes: |
||||
Current |
355,734 | |||
Deferred |
(17,897 | ) | ||
Total income taxes |
337,837 | |||
Equity in net income (losses) of affiliates, net of applicable taxes |
(5,508 | ) | ||
Net income |
491,993 | |||
Less: Net (income) loss attributable to noncontrolling interests |
(1,508 | ) | ||
Net income attributable to NTT DOCOMO, INC. |
¥ | 490,485 | ||
Net income |
¥ | 491,993 | ||
Other comprehensive income (loss): |
||||
Unrealized holding gains (losses) on available-for-sale securities,
net of applicable taxes |
(5,294 | ) | ||
Change in fair value of derivative instruments, net of applicable taxes |
4 | |||
Foreign currency translation adjustment, net of applicable taxes |
(27,902 | ) | ||
Pension liability adjustment, net of applicable taxes |
(6,433 | ) | ||
Total other comprehensive income (loss) |
(39,625 | ) | ||
Comprehensive income |
452,368 | |||
Less: Comprehensive (income) loss attributable to noncontrolling
interests |
(1,459 | ) | ||
Comprehensive income attributable to NTT DOCOMO, INC. |
¥ | 450,909 | ||
41
For the Fiscal Year Ended March 31, 2011 (April 1, 2010 March 31, 2011) | (Millions of yen) |
NTT DOCOMO, INC. shareholders equity | ||||||||||||||||||||||||||||||||
Accumulated | ||||||||||||||||||||||||||||||||
Additional | other | Treasury | Total | Non | ||||||||||||||||||||||||||||
Common | paid-in | Retained | comprehensive | stock, | shareholders | controlling | Total | |||||||||||||||||||||||||
stock | capital | earnings | income (loss) | at cost | equity | interests | equity | |||||||||||||||||||||||||
Balance at March 31, 2010 |
¥ | 949,680 | ¥ | 757,109 | ¥ | 3,347,830 | ¥ | (37,379 | ) | ¥ | (381,363 | ) | ¥ | 4,635,877 | ¥ | 26,569 | ¥ | 4,662,446 | ||||||||||||||
Purchase of treasury stock |
(20,000 | ) | (20,000 | ) | (20,000 | ) | ||||||||||||||||||||||||||
Retirement of treasury stock |
(24,195 | ) | 24,195 | | | |||||||||||||||||||||||||||
Cash dividends declared to NTT
DOCOMO, INC. shareholders |
(216,350 | ) | (216,350 | ) | (216,350 | ) | ||||||||||||||||||||||||||
Cash distributions to noncontrolling interests |
| (1,243 | ) | (1,243 | ) | |||||||||||||||||||||||||||
Acquisition of new subsidiaries |
| | ||||||||||||||||||||||||||||||
Others |
| 373 | 373 | |||||||||||||||||||||||||||||
Comprehensive income |
||||||||||||||||||||||||||||||||
Net income |
490,485 | 490,485 | 1,508 | 491,993 | ||||||||||||||||||||||||||||
Unrealized holding gains (losses) on
available-for-sale securities |
(5,293 | ) | (5,293 | ) | (1 | ) | (5,294 | ) | ||||||||||||||||||||||||
Change in fair value of derivative instruments |
4 | 4 | 4 | |||||||||||||||||||||||||||||
Foreign currency translation adjustment |
(27,854 | ) | (27,854 | ) | (48 | ) | (27,902 | ) | ||||||||||||||||||||||||
Pension liability adjustment |
(6,433 | ) | (6,433 | ) | (6,433 | ) | ||||||||||||||||||||||||||
Balance at March 31, 2011 |
¥ | 949,680 | ¥ | 732,914 | ¥ | 3,621,965 | ¥ | (76,955 | ) | ¥ | (377,168 | ) | ¥ | 4,850,436 | ¥ | 27,158 | ¥ | 4,877,594 | ||||||||||||||
42
Millions of yen | ||||
Year ended | ||||
March 31, 2011 | ||||
Cash flows from operating activities: |
||||
Net income |
¥ | 491,993 | ||
Adjustments to reconcile net income to net cash provided by operating activities |
||||
Depreciation and amortization |
693,063 | |||
Deferred taxes |
(22,563 | ) | ||
Loss on sale or disposal of property, plant and equipment |
27,936 | |||
Impairment loss on marketable securities and other investments |
13,424 | |||
Equity in net losses of affiliates |
10,539 | |||
Dividends from affiliates |
12,757 | |||
Changes in assets and liabilities: |
||||
Decrease / (increase) in accounts receivable |
75,200 | |||
(Increase) / decrease in credit card receivables |
(19,746 | ) | ||
Increase / (decrease) in allowance for doubtful accounts |
2,469 | |||
(Increase) / decrease in inventories |
(5,217 | ) | ||
(Increase) / decrease in prepaid expenses and other current assets |
(2,753 | ) | ||
Decrease / (increase) in non-current installment receivable for handsets |
7,029 | |||
(Decrease) / increase in accounts payable, trade |
(30,988 | ) | ||
(Decrease) / increase in accrued income taxes |
(23,805 | ) | ||
(Decrease) / increase in other current liabilities |
(14,464 | ) | ||
Increase / (decrease) in accrued liabilities for point programs |
47,959 | |||
Increase / (decrease) in liability for employees retirement benefits |
14,203 | |||
(Decrease) / increase in other long-term liabilities |
(8,791 | ) | ||
Other, net |
18,792 | |||
Net cash provided by operating activities |
1,287,037 | |||
Cash flows from investing activities: |
||||
Purchases of property, plant and equipment |
(423,119 | ) | ||
Purchases of intangible and other assets |
(250,757 | ) | ||
Purchases of non-current investments |
(11,746 | ) | ||
Proceeds from sale of non-current investments |
3,946 | |||
Acquisitions of subsidiaries, net of cash acquired |
(7,678 | ) | ||
Purchases of short-term investments |
(745,602 | ) | ||
Redemption of short-term investments |
917,492 | |||
Long-term bailment for consumption to a related party |
(20,000 | ) | ||
Short-term bailment for consumption to a related party |
(20,000 | ) | ||
Proceeds from redemption of long-term bailment for consumption to a related party |
110,000 | |||
Other, net |
(7,906 | ) | ||
Net cash used in investing activities |
(455,370 | ) | ||
Cash flows from financing activities: |
||||
Repayment of long-term debt |
(180,075 | ) | ||
Proceeds from short-term borrowings |
717 | |||
Repayment of short-term borrowings |
(488 | ) | ||
Principal payments under capital lease obligations |
(4,597 | ) | ||
Payments to acquire treasury stock |
(20,000 | ) | ||
Dividends paid |
(216,283 | ) | ||
Other, net |
(1,243 | ) | ||
Net cash used in financing activities |
(421,969 | ) | ||
Effect of exchange rate changes on cash and cash equivalents |
(1,862 | ) | ||
Net increase (decrease) in cash and cash equivalents |
407,836 | |||
Cash and cash equivalents at beginning of year |
357,715 | |||
Cash and cash equivalents at end of year |
¥ | 765,551 | ||
Supplemental disclosures of cash flow information: |
||||
Cash received during the year for: |
||||
Income taxes |
¥ | 301 | ||
Cash paid during the year for: |
||||
Interest, net of amount capitalized |
5,023 | |||
Income taxes |
378,998 | |||
Non-cash investing and financing activities: |
||||
Assets acquired through capital lease obligations |
5,631 | |||
Acquisitions of shares through share exchange |
| |||
Acquisitions of exchangeable bonds through share exchange |
| |||
Acquisitions of shares through conversion of exchangeable bonds |
| |||
Retirement of treasury stock |
24,195 |
43
ASSETS |
||||
Non-current assets |
||||
Non-current assets for
telecommunication businesses |
||||
Property, plant and equipment |
||||
Machinery and equipment |
¥ | 866,684 | ||
Antenna facilities |
675,176 | |||
Equipment related facilities |
0 | |||
Telecommunications line facilities |
43,817 | |||
Pipe and hand holes |
14,641 | |||
Building |
396,838 | |||
Structures |
91,424 | |||
Other machinery and equipment |
4,854 | |||
Vehicles |
133 | |||
Tools, furniture and fixtures |
93,338 | |||
Land |
195,989 | |||
Lease assets |
2,733 | |||
Construction in progress |
76,169 | |||
Total property, plant and equipment |
2,461,803 | |||
Intangible assets |
||||
Rights to use utility facilities |
14,539 | |||
Software |
569,512 | |||
Patents |
113 | |||
Leasehold rights |
54,270 | |||
Lease assets |
23 | |||
Other intangible assets |
66,875 | |||
Total intangible assets |
705,333 | |||
Total non-current assets
for telecommunication businesses |
3,167,137 | |||
Investments and other assets |
||||
Investment securities |
131,588 | |||
Shares of affiliated companies |
725,545 | |||
Other investments in affiliated companies |
7,854 | |||
Contributions in affiliated companies |
5,322 | |||
Long-term prepaid expenses |
14,692 | |||
Long-term accounts receivable, other |
75,391 | |||
Deferred tax assets |
255,890 | |||
Other investments and other assets |
82,005 | |||
Allowance for doubtful accounts |
(768 | ) | ||
Total investments and other assets |
1,297,523 | |||
Total non-current assets |
4,464,660 | |||
Current assets |
||||
Cash and bank deposits |
341,806 | |||
Notes receivable |
5 | |||
Accounts receivable, trade |
526,810 | |||
Accounts receivable, other |
442,195 | |||
Securities |
479,971 | |||
Inventories and supplies |
161,427 | |||
Advances |
3,270 | |||
Prepaid expenses |
25,072 | |||
Deferred tax assets |
59,845 | |||
Other current assets |
67,087 | |||
Allowance for doubtful accounts |
(17,453 | ) | ||
Total current assets |
2,090,039 | |||
Total assets |
¥ | 6,554,700 | ||
LIABILITIES |
||||
Long-term liabilities |
||||
Bonds |
¥ | 240,000 | ||
Long-term borrowings |
15,000 | |||
Lease obligations |
1,963 | |||
Liability for employees retirement benefits |
123,874 | |||
Accrued liabilities for loyalty programs |
284,650 | |||
Asset retirement obligations |
14,268 | |||
Other long-term liabilities |
707 | |||
Total long-term liabilities |
680,464 | |||
Current liabilities |
||||
Current portion of non-current liabilities |
171,800 | |||
Accounts payable, trade |
230,280 | |||
Lease obligations |
2,611 | |||
Accounts payable, other |
396,970 | |||
Accrued expenses |
13,993 | |||
Accrued income taxes |
154,389 | |||
Advances received |
27,529 | |||
Deposits received |
105,310 | |||
Asset retirement obligations |
56 | |||
Other current liabilities |
49,669 | |||
Total current liabilities |
1,152,611 | |||
Total liabilities |
1,833,076 | |||
NET ASSETS |
||||
Shareholders equity |
||||
Common stock |
949,679 | |||
Capital surplus |
||||
Capital legal reserve |
292,385 | |||
Other capital surplus |
393,092 | |||
Total capital surplus |
685,477 | |||
Earned surplus |
||||
Earned legal reserve |
4,099 | |||
Other earned surplus |
||||
Accelerated depreciation reserve |
160 | |||
General reserve |
358,000 | |||
Earned surplus brought forward |
3,103,219 | |||
Total earned surplus |
3,465,480 | |||
Treasury stock |
(377,167 | ) | ||
Total shareholders equity |
4,723,468 | |||
Valuation and translation adjustments |
||||
Net unrealized holding gains or losses on
securities |
(2,577 | ) | ||
Deferred gains or losses on hedges |
732 | |||
Total valuation and translation adjustments |
(1,845 | ) | ||
Total net assets |
4,721,623 | |||
Total liabilities and net assets |
¥ | 6,554,700 | ||
44
Recurring profits and losses |
||||||||
Operating revenues and expenses |
||||||||
Telecommunication businesses |
||||||||
Operating revenues |
||||||||
Voice transmission services |
¥ | 1,688,543 | ||||||
Data transmission services |
1,649,307 | |||||||
Other |
35,227 | ¥ | 3,373,078 | |||||
Operating expenses |
||||||||
Sales expenses |
846,640 | |||||||
Facility maintenance expenses |
299,039 | |||||||
General expenses |
60,730 | |||||||
Administrative expenses |
68,618 | |||||||
Research expenses |
70,943 | |||||||
Depreciation and amortization |
668,019 | |||||||
Loss on disposal of property, plant and equipment and
intangible assets |
37,919 | |||||||
Communication network charges |
262,851 | |||||||
Taxes and public dues |
40,906 | 2,355,668 | ||||||
Operating income from telecommunication businesses |
1,017,410 | |||||||
Supplementary businesses |
||||||||
Operating revenues |
967,399 | |||||||
Operating expenses |
1,156,410 | |||||||
Operating income (losses) from supplementary businesses |
(189,011 | ) | ||||||
Total operating income |
828,399 | |||||||
Non-operating revenues and expenses |
||||||||
Non-operating revenues |
||||||||
Interest income |
446 | |||||||
Interest income-securities |
802 | |||||||
Dividend income |
24,817 | |||||||
Rental income |
7,140 | |||||||
Miscellaneous income |
5,566 | 38,772 | ||||||
Non-operating expenses |
||||||||
Interest expense |
895 | |||||||
Interest expense-bonds |
6,143 | |||||||
Miscellaneous expenses |
2,874 | 9,913 | ||||||
Recurring profit |
857,258 | |||||||
Extraordinary Loss |
||||||||
Write-off of investment securities |
13,044 | |||||||
Loss from disaster |
7,845 | |||||||
Effect of application of accounting standards for asset
retirement obligations |
3,856 | 24,745 | ||||||
Income before income taxes |
832,512 | |||||||
Income taxes-current |
336,000 | |||||||
Income taxes-deferred |
(3,473 | ) | ||||||
Net income |
¥ | 499,985 | ||||||
45
Shareholders equity | ||||||||||||||||||||||||||||||||||||||||||||
Capital surplus | Earned surplus | |||||||||||||||||||||||||||||||||||||||||||
Other earned surplus | ||||||||||||||||||||||||||||||||||||||||||||
Earned | ||||||||||||||||||||||||||||||||||||||||||||
Capital | Other | Total | Earned | Accelerated | surplus | Total | Total | |||||||||||||||||||||||||||||||||||||
Common | legal | capital | capital | legal | depreciation | General | brought | earned | Treasury | shareholders | ||||||||||||||||||||||||||||||||||
stock | reserve | surplus | surplus | reserve | reserve | reserve | forward | surplus | stock | equity | ||||||||||||||||||||||||||||||||||
Balance at March 31, 2010 |
¥ | 949,679 | ¥ | 292,385 | ¥ | 417,287 | ¥ | 709,672 | ¥ | 4,099 | ¥ | 126 | ¥ | 358,000 | ¥ | 2,819,618 | ¥ | 3,181,844 | ¥ | (381,363 | ) | ¥ | 4,459,833 | |||||||||||||||||||||
Changes during the annual
period |
||||||||||||||||||||||||||||||||||||||||||||
Addition for accelerated
depreciation reserve |
75 | (75 | ) | | | |||||||||||||||||||||||||||||||||||||||
Reversal of accelerated
depreciation reserve |
(41 | ) | 41 | | | |||||||||||||||||||||||||||||||||||||||
Dividends from surplus |
(216,349 | ) | (216,349 | ) | (216,349 | ) | ||||||||||||||||||||||||||||||||||||||
Net income |
499,985 | 499,985 | 499,985 | |||||||||||||||||||||||||||||||||||||||||
Purchase of treasury stock |
(19,999 | ) | (19,999 | ) | ||||||||||||||||||||||||||||||||||||||||
Retirement of treasury
stock |
(24,195 | ) | (24,195 | ) | 24,195 | | ||||||||||||||||||||||||||||||||||||||
Net changes other than
shareholders equity |
||||||||||||||||||||||||||||||||||||||||||||
The total amount of
changes during the annual
period |
| | (24,195 | ) | (24,195 | ) | | 34 | | 283,601 | 283,635 | 4,195 | 263,635 | |||||||||||||||||||||||||||||||
Balance at March 31, 2011 |
¥ | 949,679 | ¥ | 292,385 | ¥ | 393,092 | ¥ | 685,477 | ¥ | 4,099 | ¥ | 160 | ¥ | 358,000 | ¥ | 3,103,219 | ¥ | 3,465,480 | ¥ | (377,167 | ) | ¥ | 4,723,468 | |||||||||||||||||||||
46
Valuation and translation adjustments | ||||||||||||||||
Net unrealized holding gains or | Deferred gains or losses on | Total valuation and translation | ||||||||||||||
losses on securities | hedges | adjustments | Total net assets | |||||||||||||
Balance at March 31, 2010 |
¥ | 1,396 | ¥ | 1,960 | ¥ | 3,357 | ¥ | 4,463,190 | ||||||||
Changes during the annual
period |
||||||||||||||||
Addition for accelerated
depreciation reserve |
| |||||||||||||||
Reversal of accelerated
depreciation reserve |
| |||||||||||||||
Dividends from surplus |
(216,349 | ) | ||||||||||||||
Net income |
499,985 | |||||||||||||||
Purchase of treasury stock |
(19,999 | ) | ||||||||||||||
Retirement of treasury
stock |
| |||||||||||||||
Net changes other than
shareholders equity |
(3,974 | ) | (1,228 | ) | (5,202 | ) | (5,202 | ) | ||||||||
The total amount of
changes during the annual
period |
(3,974 | ) | (1,228 | ) | (5,202 | ) | 258,433 | |||||||||
Balance at March 31, 2011 |
¥ | (2,577 | ) | ¥ | 732 | ¥ | (1,845 | ) | ¥ | 4,721,623 | ||||||
47
Toshiharu Kawai (Seal) Designated and Engagement Partner Certified Public Accountant |
||
Hiroto Kaneko (Seal) Designated and Engagement Partner Certified Public Accountant |
||
Yutaka Terasawa (Seal) Designated and Engagement Partner Certified Public Accountant |
48
Toshiharu Kawai (Seal) Designated and Engagement Partner Certified Public Accountant |
||
Hiroto Kaneko (Seal) Designated and Engagement Partner Certified Public Accountant |
||
Yutaka Terasawa (Seal) Designated and Engagement Partner Certified Public Accountant |
49
(1) | attended meetings of the Board of Directors and other important meetings,
and received reports from Directors and employees regarding performance of their
duties, requested explanations as necessary, perused important documents regarding
decisions and approvals made and investigated the status of operations and the
financial position at the companys head office and major offices of business; |
(2) | carried out an audit and verification of the particulars of Board of
Directors resolutions relating to the establishment of structures necessary to
ensure that the Board of Directors performance of its duties is in conformity with
laws and regulations and the Companys Articles of Incorporation and to otherwise
ensure the appropriateness of the business of a kabushiki kaisha, as well as the
structures established pursuant to such resolutions (internal control system); |
(3) | regarding the subsidiaries, the Board of Corporate Auditors sought to
achieve a mutual understanding and exchange of information with directors and other
persons and corporate auditors of the subsidiaries, and, where necessary, received
business reports from the subsidiaries; and |
(4) | audited and verified whether the Independent Auditors maintained their
independence and carried out their audits appropriately, received reports from the
Independent Auditors regarding the execution of their duties and, where necessary,
requested explanations. Also, the Board of Corporate Auditors received notification
from the Independent Auditors to the effect that the structure to ensure that duties
are executed appropriately has been established and requested |
50
(1) | Results of the audit of the business report |
i. | We find that the Business Report and its supplementary statements accurately
reflect the conditions of the company in accordance with laws and regulations and the
Articles of Incorporation. |
ii. | No inappropriate conduct concerning the execution of duties by Directors or
material facts in violation of law or the Articles of Incorporation were found. |
iii. | We find that the particulars of Board of Directors resolutions concerning the
internal control systems are appropriate. Further, no matters requiring note on our
part were found with respect to Directors execution of duties in regards to the
internal control system. |
(2) | Results of the audit of performance of the duties by the Independent Auditors |
(3) | Results of the audit of the non-consolidated statutory report, supplementary
schedules and the consolidated statutory report |
May 12, 2011 |
||||
Board of Corporate Auditors of NTT DOCOMO, INC. |
||||
Kenichi Aoki, Full-time Corporate Auditor |
seal | |||
Shunichi Tamari, Full-time Corporate Auditor |
seal | |||
Yoshitaka Makitani, Full-time Corporate Auditor |
seal | |||
Kyouichi Yoshizawa, Full-time Corporate Auditor |
seal | |||
Takaaki Wakasugi, Corporate Auditor |
seal |
Note: | Corporate auditors, Mr. Yoshitaka Makitani, Mr. Kyouichi Yoshizawa and Mr. Takaaki Wakasugi are outside corporate auditors as provided in Article 2, Item 16 of the Corporation Law. |
51
52