Nidec Announces Material Weakness About Nidec’s Internal Control Over Its Financial Reporting and Its Corrective Actions Implemented
June 19 2024 - 4:36AM
Business Wire
Nidec Corporation (TOKYO: 6594; OTC US: NJDCY) (the “Company”)
announces today that the Company has stated in the internal control
report for the fiscal year ended March 31, 2024, submitted on June
19, 2024 to the Kanto Local Finance Bureau in accordance with
Article 24-4-4(1) of the Financial Instruments and Exchange Act,
that the Company has identified a material weakness and that the
Company’s internal control over financial reporting is not
effective, as described below. The contents of Section 1, “Details
of the material weakness” below are the same as the amended
internal control report issued on May 24, 2024 for the fiscal year
ended March 31, 2023; however, as the measures have been afterwards
implemented to correct and prevent the recurrence of the material
weakness, the aforementioned measures are described in Section 3,
“Correction policy for the material weakness,” herein.
- Details of the material weakness
It became clear that, at Nidec Drive Technology, a consolidated
subsidiary of the Company, the wrong data was identified for part
of the adjustment, such as sales accompanied by transactions
between consolidated subsidiaries of the Company’s business group
in its consolidated account closing procedure, resulting in sales
recorded in an inflated manner. As it became necessary to cancel
the sales amount recorded in an inflated manner, the Company came
to the conclusion that it should correct the financial results of
the fiscal year ended March 31, 2023. The Company’s rules on
internal control over its account closing and financial reporting
processes are that journals prepared by their issuers must be
approved by someone with approval authority. Nonetheless, this
error occurred because of insufficient communications among
concerned organizations, which led to an insufficient understanding
of the proper and comprehensive information that is necessary when
identifying cases that require adjustments, and also to an
insufficient system to monitor book closing. As a result, the
Company was unable to discover this material misrepresentation.
This is how the Company decided that this error is a material
weakness in the internal control over its account closing and
financial reporting processes.
- Reasons as to why corrections could not be made by the end of
the consolidated fiscal year
Corrections could not be made by the end of the consolidated fiscal
year because the aforementioned fact became evident after the end
of the consolidated fiscal year ended March 31, 2024.
- Correction policy for the material weakness
The Company sufficiently understands the importance of internal
control over financial reporting. Therefore, to correct the
material weakness, the Nidec Group decided to promptly design and
implement recurrence prevention measures such as a multiple
viewpoints-based verification of the book-closing process and
having the person with approval authority introduce a stricter
approval procedure, to secure the reliability of its financial
reporting. Based on this policy, during the period from the end of
the fiscal year ended March 31, 2024 to the date of the internal
control report, the Company launched the following recurrence
prevention measures to correct material weaknesses.
(1) Thoroughly review consolidated closing entries included in
documents disclosed in past fiscal years and in corrected
consolidated financial statements, to identify other related
issues, and to better process and present accounts.
- The Company conducted a trend analysis of past consolidated
closing entries, and a thorough review of the past and current
fiscal years’ consolidated closing entries, that have similar
features as those with the aforementioned material weakness.
(2) Update the Company’s policy on its consolidated account closing
procedure, enhance the system to understand the proper and
comprehensive information when identifying adjustment-requiring
cases that are related to transactions between consolidated
subsidiaries, and hold lectures focused on the verification of
consolidated book closing and on the approval process by those with
approval authority.
- The Company made a consolidation adjustment manual, and updated
its policy for consolidation procedure.
- The Company changed its structure to establish a system where
organizations including those other than the accounting department
gather information comprehensively.
- The Company held lectures on consolidation procedure.
(3) Enhance the comprehensive monitoring function of the Company’s
and its subsidiaries’ accounting and financial managers over the
consolidated account closing procedure, and enhance the reviewing
and approval procedures on the coordination of transactions between
consolidated subsidiaries in account closing and financial
reporting processes.
- The Company designed a system to comprehensively monitor the
consolidated account closing procedure by the Company’s and its
subsidiaries’ accounting and financial managers, and improved its
approval procedure.
- Impact of the material weakness on the Company’s consolidated
financial statements
All the necessary corrections attributed to the aforementioned
material weakness are reflected in the Company’s consolidated
financial statements.
- Audit opinions in the consolidated financial statements’ audit
report
They are unqualified opinions.
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Teruaki Urago
General Manager
Investor Relations
+81-75-935-6140
ir@nidec.com