Toshiba 2010 Annual Report Download - page 109

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47
Thousands of U.S. dollars
Pre-tax Tax benefit Net-of-tax
amount (expense) amount
For the year ended March 31, 2010:
Net unrealized gains and losses on securities:
Unrealized holding gains arising during year $769,602 $ (233,839) $ 535,763
Less: reclassification adjustment for losses included in
net loss attributable to shareholders of Toshiba Corporation 31,957 (13,021) 18,936
Foreign currency translation adjustments:
Currency translation adjustments arising during year (77,860) (18,355) (96,215)
Less: reclassification adjustment for losses included in
net loss attributable to shareholders of Toshiba Corporation 2,731 — 2,731
Pension liability adjustments:
Pension liability adjustments arising during year (97,097) 36,871 (60,226)
Less: reclassification adjustment for losses included in
net loss attributable to shareholders of Toshiba Corporation 305,194 (124,215) 180,979
Net unrealized gains and losses on derivative instruments:
Unrealized losses arising during year (7,097) 2,419 (4,678)
Less: reclassification adjustment for losses included in
net loss attributable to shareholders of Toshiba Corporation 688 (64) 624
Other comprehensive income $928,118 $ (350,204) $ 577,914
TAKEOVER DEFENSE MEASURE
The Company introduced a plan for countermeasures to any large-scale acquisitions of the Company’s shares (the “Plan”),
based on the shareholders’ approval of the Plan for the purpose of protection and enhancement of the corporate value of the
Company and the common interests of shareholders.
Specifically, if an acquirer commences or plans to commence an acquisition or a tender offer that would result in the acquir-
er holding 20% or more of the shares issued by the Company, the Company will require the acquirer to provide the necessary
information in advance to its board of directors. The Special Committee that solely consists of outside directors who are inde-
pendent from the Company’s management will, at its discretion, obtain advice from outside experts, evaluate and consider the
details of the acquisition, disclose to the Company's shareholders the necessary information regarding the acquisition, evaluate,
consider and disclose any alternative proposal presented by the Company’s representative executive officers, and negotiate with
the acquirer. If the acquirer does not comply with the procedures under the Plan, or the acquisition would damage the corpo-
rate value of the Company or the common interests of its shareholders, and if the acquisition satisfies the triggering require-
ments set out in the Plan, the countermeasures (a gratis allotment of stock acquisition rights (shinkabu yoyakuken no mushou
wariate), with a condition of which will be that they cannot be exercised by acquirers or the like and subject to call to the effect
that the Company can acquire stock acquisition rights from those other than such acquirers in exchange for shares of the
Company) are to be implemented in accordance with the recommendation by the Special Committee or the resolution passed
at the general meeting for confirming shareholders’ intention and the Company will ensure the corporate value of the
Company and the common interests of shareholders.