Omron 2013 Annual Report Download - page 53

102 Omron Corporation Integrated Report 2013 103
Financial Section
Management’s Report on Internal Control
NOTE TO READERS:
The following is an English translation of the management’s report on internal control over fi nancial reporting (“ICFR”) fi led under the Financial Instru-
ments and Exchange Act of Japan. This report is presented merely as supplemental information. There are differences between an assessment of ICFR
under the Financial Instruments and Exchange Act (“ICFR under FIEA”) and one conducted under the standards of the Public Company Accounting
Oversight Board (United States) (“ICFR under PCAOB”);
In an assessment of ICFR under FIEA, there is detailed guidance on the scope of an assessment of ICFR, such as quantitative guidance on business
location selection and/or account selection. In an assessment of ICFR under PCAOB, there is no such detailed guidance. Accordingly, regarding the
scope of assessment of internal control over business processes, we selected locations and business units to be tested based on annual consolidated
net sales (after the elimination of transactions between consolidated companies), and companies with net sales of approximately two-thirds of the total
amount on a consolidation basis were selected as “signifi cant locations and/or business units.” At selected “signifi cant locations and/or business units,”
we included in the scope of assessment, business processes leading to sales, accounts receivable and inventories as signifi cant accounts that may have
a material impact on our business objectives. Further, in addition to selected signifi cant locations and/or business units, we also included in the scope of
assessment, as business processes having greater materiality, business processes relating to (i) greater likelihood of material misstatements and/or (ii)
signifi cant accounts involving estimates and the management’s judgment and/or (iii) a business or operation dealing with high-risk transactions, taking
into account their impact on the fi nancial reporting.
Management’s Report on Internal Control
1. Matters relating to the basic framework for internal control over
fi nancial reporting
Yoshihito Yamada, President and Chief Executive Offi cer; and Yoshinori
Suzuki, Senior Managing Director and Chief Financial Offi cer are
responsible for designing and operating effective internal control over
fi nancial reporting of Omron Corporation (the “Company”) and have
designed and operated internal control over fi nancial reporting in
accordance with the basic framework for internal control set forth in
“The Standards and Practice Standards for Management Assessment
and Audit Concerning Internal Control Over Financial Reporting
(Council Opinion)” released by the Business Accounting Council.
The internal control is designed to achieve its objectives to the
extent reasonable through the effective function and combination of
its basic elements. Therefore, there is a possibility that misstate-
ments may not be completely prevented or detected by internal
control over fi nancial reporting.
2. Matters relating to the scope of assessment, the basis date of
assessment and the assessment procedures
The assessment of internal control over fi nancial reporting was
performed as of March 31, 2013 which is the end of this fi scal year.
The assessment was performed in accordance with assessment
standards for internal control over fi nancial reporting generally
accepted in Japan.
In conducting this assessment, we evaluated internal controls
which may have a material effect on our entire fi nancial reporting on a
consolidation basis (“entity-level controls”) and based on the results
of this assessment, we selected business processes to be tested.
We analyzed these selected business processes, identifi ed key
controls that may have a material impact on the reliability of the
Company’s fi nancial reporting, and assessed the design and operation
of these key controls. These procedures have allowed us to evaluate
the effectiveness of the internal controls of the Company.
We determined the required scope of assessment of internal
control over fi nancial reporting for the Company, as well as its consoli-
dated subsidiaries and equity-method affi liated companies, from the
perspective of the materiality that may affect the reliability of their
fi nancial reporting. The materiality that may affect the reliability of the
fi nancial reporting is determined by taking into account the materiality
of quantitative and qualitative impacts on fi nancial reporting. In light of
the results of assessment of entity-level controls conducted for the
Company and its consolidated subsidiaries, we reasonably determined
the scope of assessment of internal controls over business processes.
Consolidated subsidiaries and equity-method affi liated companies
determined to have an insignifi cant quantitative and qualitative infl u-
ence on the reliability of fi nancial reporting are not included in the
scope of assessment of entity-level controls.
Regarding the scope of assessment of internal control over
business processes, we selected locations and business units to be
tested based on the previous year’s consolidated net sales (after the
elimination of transactions between consolidated companies), and
the companies whose net sales reaches two-thirds of total amount on
a consolidation basis were selected as “signifi cant locations and/or
business units.” At selected “signifi cant locations and/or business
units,” we included in the scope of assessment, business processes
leading to sales, accounts receivable and inventories as signifi cant
accounts that may have a material impact on the business objectives
of the Company. Further, in addition to selected signifi cant locations
and/or business units, we also included in the scope of assessment,
as business processes having greater materiality, business processes
relating to (i) greater likelihood of material misstatements and/or
(ii) signifi cant accounts involving estimates and the management’s
judgment and/or (iii) a business or operation dealing with high-risk
transactions, taking into account their impact on the fi nancial reporting.
3. Matters relating to the results of the assessment
The above assessments determined that the Company’s internal
control over fi nancial reporting was effective as of the last day of the
fi scal year under review.
4. Additional notes
No material items to report.
5. Special notes
No material items to report.
June 21, 2013
Yoshihito Yamada
President and CEO
Omron Corporation
Yoshinori Suzuki
Senior Managing Director
and CFO
Omron Corporation
Date of Establishment
May 10, 1933
Number of Employees
(Consolidated)
35,411
Paid-in Capital
¥64,100 million
Common Stock
Authorized
487,000,000 shares
Issued
227,121,372 shares
Number of shareholders
30,794
Stock Listings
Tokyo Stock Exchange
Frankfurt Stock Exchange
Ticker Symbol Number
6645
Custodian of Register
of Shareholders
Mitsubishi UFJ Trust and
Banking Corporation
1-4-5, Marunouchi, Chiyoda-ku,
Tokyo 100-8212, Japan
Depositary and Transfer Agent for
American Depositary Receipts
JPMorgan Chase Bank,
N.A.1 Chase Manhattan Plaza,
New York, NY 10005, U.S.A.
ADR Holder Contact:
JPMorgan Service Center
P.O. Box 64504, St. Paul,
MN, 55164-0504, U.S.A.
Tel [phone]
E-mail [e-mail]
Head Offi ce
Shiokoji Horikawa,
Shimogyo-ku,
Kyoto 600-8530, Japan
Tel [phone]
Fax [phone]
Overseas Headquarters
Europe
Omron Europe B.V.
(The Netherlands)
Tel [phone]
Fax [phone]
North America
Omron Management Center
of America, Inc. (Illinois)
Tel [phone]
Fax [phone]
Brazil
OMRON Management Center
of Latin America (Sao Paulo)
Tel [phone]
Fax [phone]
Asia Pacifi c
Omron Asia Pacifi c Pte. Ltd.
(Singapore)
Tel [phone]
Fax [phone]
India
OMRON Management Center
of India (Haryana)
Tel [phone]
Fax [phone]
Greater China
Omron (China) Co., Ltd.
(Shanghai)
Tel [phone]
Fax [phone]
Major Japanese
Manufacturing, Sales &
Marketing, and Research &
Development Locations
Manufacturing
Kusatsu Offi ce
Tel [phone]
Fax [phone]
Ayabe Offi ce
Tel [phone]
Fax [phone]
Yasu Offi ce
Tel [phone]
Fax [phone]
Sales & Marketing
Tokyo Offi ce
Shinagawa Front Building 7F
2-3-13, Konan, Minato-ku,
Tokyo 108-0075, Japan
Tel [phone]
Fax [phone]
Mishima Offi ce
Tel [phone]
Fax [phone]
Nagoya Offi ce
Tel [phone]
Fax [phone]
Osaka Offi ce
Tel [phone]
Fax [phone]
Research & Development
Keihanna Technology
Innovation Center
Tel [phone]
Fax [phone]
Okayama Offi ce
Tel [phone]
Fax [phone]
Website
For more detailed information, please refer to our website.
About Omron
http://www.omron.co.jp/ (Japanese)
http://www.omron.com/ (English)
Investor Relations
http://www.omron.co.jp/ir/ (Japanese)
http://www.omron.com/ir/ (English)
CSR
http://www.omron.co.jp/about/csr/ (Japanese)
http://www.omron.com/about/csr/ (English)
Internal Control Section Corporate Information
As of March 31, 2013