Omron 2009 Annual Report Download - page 92

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Internal Control Section
Independent Auditors’ Report
(filed under the Financial Instruments and Exchange Act of Japan)
Audit of Financial Statements
Pursuant to the first paragraph of Article 193-2 of the Financial
Instruments and Exchange Act, we have audited the consoli-
dated financial statements included in the Financial Section,
namely, the consolidated balance sheet and the related con-
solidated statements of income, changes in net assets and cash
flows, and consolidated supplementary schedules of Omron
Corporation and consolidated subsidiaries for the fiscal year
from April 1, 2008 to March 31, 2009. These consolidated finan-
cial statements are the responsibility of the Company’s
management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audit.
We conducted our audit in accordance with auditing stan-
dards generally accepted in Japan. Those standards require that
we plan and perform the audit to obtain reasonable assurance
about whether the consolidated financial statements are free
of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in
the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant esti-
mates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the financial posi-
tion of Omron Corporation and consolidated subsidiaries as of
March 31, 2009, and the consolidated results of their operations
and their cash flows for the year then ended in conformity with
accounting principles generally accepted in the United States
of America. However as described in Note 1 to the financial
statements, certain segment information is presented in con-
formity with Article 15-2 of “Regulation concerning Terminology,
Forms and Method of Preparation of Consolidated Financial
Statements” (Ordinance of the Ministry of Finance No.28, 1976)
in place of Statement of Financial Accounting Standards No.131.
Audit of Internal Control over Financial Reporting
Pursuant to the second paragraph of Article 193-2 of the Financial
Instruments and Exchange Act, we have audited management’s
report on internal control over financial reporting of Omron
Corporation as of March 31, 2009. The Company’s management
is responsible for designing and operating effective internal con-
trol over financial reporting and preparing its report on internal
control over financial reporting. Our responsibility is to express
an opinion on management’s report on internal control over
financial reporting based on our audit. There is a possibility that
material misstatements will not completely be prevented or
detected by internal control over financial reporting.
We conducted our audit in accordance with auditing stan-
dards for internal control over financial reporting generally
accepted in Japan. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
management’s report on internal control over financial report-
ing is free of material misstatement. An audit includes
examining, on a test basis, the scope, procedures and results
of assessment of internal control made by management, as well
as evaluating the overall presentation of the management’s
report on internal control over financial reporting. We believe
that our audit provides a reasonable basis for our opinion.
In our opinion, management’s report on internal control
over financial reporting referred to above, which represents
that the internal control over financial reporting of Omron
Corporation as of March 31, 2009 is effectively maintained,
presents fairly, in all material respects, the assessment of
internal control over financial reporting in conformity with
assessment standards for internal control over financial
reporting generally accepted in Japan.
Our firm and the engagement partners do not have any finan-
cial interest in the Company for which disclosure is required
under the provisions of the Certified Public Accountants Law.
INDEPENDENT AUDITORS’ REPORT
(filed under the Financial Instruments and Exchange Act of Japan)
The above represents a translation, for convenience only, of the original report issued in the Japanese language.
To the Board of Directors of Omron Corporation.
Deloitte Touche Tohmatsu
Designated Partner,Engagement Partner, Certified Public Accountant: Yuji Morita
Designated Partner, Engagement Partner, Certified Public Accountant: Teruhisa Tamai
Designated Partner, Engagement Partner, Certified Public Accountant: Kenichi Takai
June 23, 2009
(TRANSLATION)
NOTE TO READERS:
Following is an English translation of the Independent Auditors’ Report filed under the Financial Instruments and Exchange Act
of Japan. Readers should be aware that this report is presented merely as supplemental information.
Readers should be particularly aware of the differences between an audit of internal control over financial reporting (“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 audit of ICFR under FIEA, the auditors express an opinion on management’s report on ICFR, and do not express an
opinion on the Company’s ICFR directly. In an audit of ICFR under PCAOB, the auditors express an opinion on the Company’s
ICFR directly.
• In an audit of ICFR under FIEA, there is detailed guidance on the scope of an audit of ICFR, such as quantitative guidance on busi-
ness location selection and/or account selection. In an audit 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 busi-
ness units to be tested based on the previous year’s consolidated net sales (after the elimination of transactions between con-
solidated companies), and the companies whose net sales reaches two-thirds of total sales for the previous year on a con-
solidation basis were selected as “significant locations and/or business units.” At selected “significant locations and/or business
units” we tested business processes leading to sales, accounts receivable and inventories as significant accounts that may have
a material impact on the business objectives of Omron Corporation (the “Company”). Further, in addition to selected significant
locations and/or business units, we also selected for testing, as business processes having greater materiality, business
processes relating to (i) greater likelihood of material misstatements and/or (ii) significant 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 financial reporting.