Note 2: The Audit and Supervisory Committee gives consent, pursuant to the provisions of Article 399, paragraph (1) of the Companies Act, to remunerations for the independent auditor after confirming and examining the contents of the audit plans of the independent auditor, the state of the execution of accounting audit duties, the calculation basis of remuneration estimates, etc. [...] If the Audit and Supervisory Committee judges the non-reelection of the independent auditor to be appropriate on the ground that the Audit and Supervisory Committee finds it difficult for the independent auditor to carry out proper audits, it decides on the resolution for the non-reelection of the independent auditor to be submitted to the General Meeting of Shareholders. [...] ▪ The internal audit department will report the annual plan to the board of directors of the Company, execute an internal audit independently from execution of operations based on the report, and periodically report the result to the board of directors of the Company. [...] ―7― 2．Overview of the management status of the system to ensure the appropriateness of operations The following is the overview of the state of operation of the system to ensure appropriate business operations within the Company and the Group. [...] When the lease term is for the major part of the economic life of the asset or the present value of the minimum lease payments amounts to almost all of the fair value of the leased asset, it is judged that the Group has transferred almost all the risks and economic values of the ownership.
- Pages
- 46
- Published in
- Japan
Table of Contents
- (4) System to ensure efficient execution of duties by the Company and the Group 6
- (5) System for reporting to the Company of matters related to the execution of duties at group companies 6
- (6) Matters concerning employees who assist the duties of the Company’s Audit and Supervisory Committee and independence of such employees from the directors who are not Audit and Supervisory Committee Members of the Company 7
- (7) System for directors who are not the Company’s Audit and Supervisory Committee members and employees to report to the Audit and Supervisory Committee/Other systems to ensure effective audits, etc. by the Audit and Supervisory Committee. 7
- (1) Systems to ensure that the Company and the Group are performing their duties in compliance with applicable laws and regulations and the Articles of Incorporation 8
- Aiming to be a company group trusted by clients, the Company and the Group establish corporate ethics as a basic policy to conduct sound business activities, and make efforts to maintain and improve the awareness of corporate ethics and compliance in ... 8
- To foster awareness of corporate ethics and compliance in the Group, we have established the NTT DATA Group Code of Conduct, a basic code that indicates what we value in conducting our business and how directors and employees should conduct their busi... 8
- In addition, an internal reporting system has been established for use by all Group employees in Japan and overseas. The system is operated appropriately in accordance with the Whistleblower Protection Act, which stipulates that no disadvantageous tre... 8
- We will steer away from any transactions with antisocial forces, by performing credit investigations, etc. of counterparties according to its regulations and reviewing the activities, purposes, etc. of organizations which we will join, in order to avo... 8
- The Internal Audit Department reported the annual audit plan and the interim and annual audit results to the Board of Directors of the Company. 8
- (2) System for storage and management of information concerning execution of duties of the Company and the Group 8
- The Company and the Group strive to protect personal information and confidential information from being leaked or used for purposes other than its intended purpose while storing and managing information appropriately, actively sharing it, and effecti... 8
- The NTT DATA Group Code of Conduct stipulates that information should be accurately recorded and properly stored and that confidential and personal information should be properly protected to ensure the proper handling of information and efficient off... 8
- As part of the Group's information security management system, the Information Security Committee, chaired by our Senior Vice Presidents, has been established to promote cooperation with each Group company. The Committee met twice during the fiscal ye... 8
- (3) System for risk management of the Company and the Group 8
- In order to implement integrated risk management for the entire group, the Company and the Group have established a basic policy (Group Risk Management Policy) that defines standardized matters to be addressed, and under this policy, a consistent risk... 8
- As part of the Group's risk management system, the Company has established an Internal Control Committee, chaired by the Director and Senior Executive Vice President of the Company, which promotes cooperation with each group company. The Committee met... 8
- (4) System to ensure the efficient execution of duties by the Company and the Group 9
- To realize agile business operations, the Company and the Group are promoting the transfer of authority to NTT DATA, Inc. and NTT DATA Japan Corporation to achieve governance that balances business agility with oversight and supervision. 9
- The execution of the Group's business operations is conducted by 13 Senior Vice Presidents assigned to the Company, under the oversight of the Company's Board of Directors, and in accordance with the division of authority based on the Company's regula... 9
- The Board of Directors of the Company makes resolutions on matters stipulated by laws and regulations, important matters related to group management, and other matters stipulated in the rules for the Board of Directors. It also oversees the execution ... 9
- As rules for the proper and efficient execution of group business operations, the Company has established and is operating a group policy for areas requiring consistent group business implementation. 9
- (5) System for reporting to the Company of matters related to the execution of duties at group companies 9
- A system is in place between the Company and the group companies for reporting to the Company on matters related to the execution of duties in the Group through discussions, reports, instructions, requests, etc., concerning important matters. 9
- The Group has established rules and systems to ensure that important group management matters are discussed and reported to the Company through NTT DATA, Inc. for overseas business and through NTT DATA Japan Corporation for domestic business. In addit... 9
- The financial conditions of the group companies are reported appropriately to the Company monthly, to the Corporate Management Committee and Executive Committee monthly, and to the Board of Directors quarterly. 9
- (6) Matters concerning employees who assist the duties of the Company’s Audit and Supervisory Committee and independence of such employees from directors who are not Audit and Supervisory Committee members of the Company 9
- (7) System for directors who are not the Company’s Audit and Supervisory Committee members and employees to report to the Audit and Supervisory Committee/Other systems to ensure effective audits by the Audit and Supervisory Committee, etc. 9
- The Audit and Supervisory Committee members attend important meetings such as those of the Board of Directors, the Corporate Management Committee, and the Internal Control Committee, review important documents, exchange opinions periodically with the ... 9
- Moreover, the Audit and Supervisory Committee Members regularly exchange opinions with independent auditors and the Internal Auditing Department. The explanation of an audit plan, the status of internal control systems, and other matters are reported ... 9
- 1． Standard of preparation of the consolidated statements 11
- 2． Matters related to the scope of consolidation 11
- 3． Matters related to application of the equity method 11
- 4． Matters related to the fiscal years of consolidated subsidiaries 11
- 5． Matters related to accounting policy 11
- (1) Financial assets 11
- (2) Impairment of financial assets 13
- (3) Financial liabilities 13
- (4) Derivatives and hedge accounting 14
- (6) Inventories 14
- (7) Property, plant and equipment 15
- (8) Goodwill and intangible assets 15
- (9) Lease 16
- (10) Investment property 16
- (11) Impairment 16
- (12) Allowances 17
- (13) Revenues 17
- (14) Employee benefits 18
- (15) Investments in jointly controlled entities 18
- 2．Assets offered as security and liabilities related to security 20
- (1) Assets offered as security 20
- (2) Secured liabilities 20
- 4．In inventories related to construction contracts for which potential losses are expected, the amount is presented by offsetting with the corresponding allowance for contract losses, 1,100 million yen (all of them are an allowance for contract losse... 20
- 2．Principal categories and amounts of selling, general and administrative expenses 21
- 1．Class and number of shares outstanding at the consolidated fiscal year-end 21
- 2．Class and number of treasury stock at the consolidated fiscal year-end 21
- 3．Dividends 21
- (1) Dividends paid 21
- (2) Dividends whose record date is within the consolidated fiscal year ended March 31, 2024, but to be effective in the following consolidated fiscal year 21
- 1. Matters related to the status of financial instruments 22
- (1) Financial risks 22
- (2) Credit risks 22
- (3) Liquidity risks 22
- (4) Market risks 22
- (a) Foreign exchange risk management 23
- (b) Interest rate risk management 23
- (c) Equity price fluctuation risk control 23
- 2. Matters related to fair values of financial assets and financial liabilities 23
- 1. Matters related to investment property 29
- (1) Carrying amounts 29
- (2) Costs, accumulated depreciation and accumulated impairment losses 29
- (3) Fair values 29
- 2. Earnings and expenses concerning investment property 30
- 1. Details of goods and services 31
- 2. Breakdown of net sales 33
- 1. Basis and method of valuation of securities 36
- (2) Shares that do not have a market value: 36
- 2. Basis and method of valuation of inventories 36
- 3. Method of depreciation of fixed assets 36
- (1) Property, plant and equipment (excluding lease assets) 36
- (2) Intangible fixed assets (excluding lease assets) 36
- Software for internal use: 36
- (3) Lease assets 36
- (a) Tangible lease assets 36
- (b) Intangible lease assets 36
- 4. Valuation basis for superior allowances 36
- (1) Allowance for doubtful receivables 36
- (2) Allowance for contract losses 36
- (3) Allowance for retirement benefits 36
- (a) Period allocation of projected retirement benefits to be incurred 36
- (b) The recognition method for actuarial differences, and prior service cost 37
- 5. Valuation basis for superior revenues and expenses 37
- 6. Method of hedge accounting 37
- 7. Accounting method related to retirement benefits 37
- 1. Breakdown of inventories 39
- 3. Guarantee obligations 39
- 4. Monetary claims/liabilities against affiliated companies (excluding those presented separately) 39
- 1. Transactions with subsidiaries and affiliated companies 39
- 1. Class and number of treasury stock at the current fiscal year-end 39
- 1. Breakdown of deferred income taxes and liabilities by major cause 40
- 2. Breakdown of major items which caused differences between the statutory effective tax rate and the income tax and other burden rates after tax effect accounting 40
