Integrated Report 2016 Fujitsu Group Forward-Looking Statements This Integrated Report may contain forward-looking statements that are based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance, or events to differ materially from those expressed or implied in such statements. Actual results may differ materially from those projected or implied in the forward-looking statements due to, without limitation, the following factors: general economic and market conditions in key markets (particularly in Japan, Europe, North America, and Asia, including China); rapid changes in the high-technology market (particularly semiconductors, PCs, etc.); fluctuations in exchange rates or interest rates; fluctuations in capital markets; intensify- ing price competition; changes in market positioning due to competition in R&D; changes in the environment for the procurement of parts and components; changes in competitive relationships relating to collaborations, alliances, and technical provisions; potential emergence of unprofitable projects; and changes in accounting policies. Disclaimer regarding the Gartner Reports The Gartner Reports described herein, (the “Gartner Reports”) represent research opinions or viewpoints published as part of a syndicated subscription service, by Gartner, Inc. (“Gartner”), and are not representations of fact. Each Gartner Report speaks as of its original publication date (and not as of the date of this Integrated Report) and the opinions expressed in the Gartner Reports are subject to change without notice. Fujitsu Group Integrated Report 2016 01 CORPORATE VISION Through our constant pursuit of innovation, the Fujitsu Group aims to contribute to the creation of a net- worked society that is rewarding and secure, bringing about a prosperous future that fulfills the dreams of people throughout the world. THE FUJITSU WAY Since our founding in 1935, we at Fujitsu have continu- ously adapted to ever-changing business and social environments and, in tandem with this, have passed along the unbroken chain of our DNA inheritance. The Fujitsu Way is the guiding light of our organization’s management and the actions of each and every one of our 160,000 employees. Based on this immutable principle, we place the utmost importance on relationships of trust with our customers and think and act from their point of view. We pledge to contribute to the creation of a better society by continually embracing the challenge of innovation. Representative Director and President CORPORATE VALUES What we strive for: Society and Environment Profit and Growth In all our actions, we protect the environment and contribute to society. We strive to meet the expectations of customers, employees, and shareholders. Shareholders and Investors We seek to continuously increase our corporate value. Global Perspective We think and act from a global perspective. What we value: Employees Customers We respect diversity and support individual growth. We seek to be their valued and trusted partner. Business Partners We build mutually beneficial relationships. Technology We seek to create new value through innovation. Quality We enhance the reputation of our customers and the reliability of social infrastructure. 02 Fujitsu Group Integrated Report 2016 CONTENTS PRINCIPLES Global Citizenship We act as good global citizens, attuned to the needs of society and the environment. FUJITSU GROUP OVERVIEW 02 THE FUJITSU WAY 04 FUJITSU AT A GLANCE Customer-Centric Perspective We think from the customer’s perspective and act with sincerity. Firsthand Understanding We act based on a firsthand under- standing of the actual situation. Spirit of Challenge We strive to achieve our highest goals. Speed and Agility We act flexibly and promptly to achieve our objectives. Teamwork We share common objectives across organizations, work as a team, and act as responsible members of the team. CODE OF CONDUCT We respect human rights. We comply with all laws and regulations. We act with fairness in our business dealings. We protect and respect intellectual property. We maintain confidentiality. We do not use our position in our organization for personal gain. 06 FINANCIAL HIGHLIGHTS / ENVIRONMENT, SOCIETY, AND GOVERNANCE HIGHLIGHTS 08 10 12 MESSAGE FROM THE REPRESENTATIVE DIRECTOR AND CHAIRMAN BOARD OF DIRECTORS / AUDIT & SUPERVISORY BOARD MEMBERS MESSAGE TO SHAREHOLDERS AND OTHER INVESTORS Tatsuya Tanaka Representative Director and President PROGRESS IN BUSINESS MODEL TRANSFORMATION 18 PART 1 CREATING VALUE THROUGH DIGITAL INNOVATION 20 Interview: Change Seen from the Digital Innovation Front Lines 24 PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION 28 Business Overview by Region 30 Review of Operations by Region MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CSR AT THE FUJITSU GROUP 40 42 STAKEHOLDER DIALOGUE 44 SIX TYPES OF CAPITAL REVIEW OF OPERATIONS 52 PERFORMANCE HIGHLIGHTS 54 BUSINESS OVERVIEW 56 OPERATIONAL REVIEW AND OUTLOOK CORPORATE GOVERNANCE / CORPORATE DATA ROUNDTABLE DISCUSSION AMONG EXTERNAL DIRECTORS 63 68 MANAGEMENT 70 CORPORATE GOVERNANCE 78 RISK MANAGEMENT 80 INFORMATION SECURITY MANAGEMENT 82 SHAREHOLDER DATA 83 FUJITSU GROUP’S INFORMATION DISCLOSURE 03 Fujitsu Group Integrated Report 2016 FUJITSU AT A GLANCE The Fujitsu Group has established a global service structure with operations in more than 180 countries around the world. Fujitsu’s IT services business ranks top by market share in Japan and fifth worldwide, a record that reflects our outstanding technologies and long track record in building large-scale, cutting-edge systems. Revenue / Operating Profit (Year ended March 31, 2016) Breakdown of Revenue by Region (Year ended March 31, 2016) Overseas 40% Overseas 4% Revenue ¥4,739.2 billion Operating profit ¥120.6 billion Japan 60% Japan 96% Oceania 2% Asia 9% The Americas 8% EMEIA 18% Japan 63% Note: Percentage of operating profit is calculated after excluding elimination and corporate. Note: Percentage of revenue is calculated after excluding elimination and corporate. Global Presence EMEIA Japan 130 companies 29,000 people 2 locations Asia 90 companies 18,000 people 3 locations Number of consolidated subsidiaries Number of employees Number of R&D bases 04 205 companies 99,000 people 2 locations Oceania 39 companies 4,000 people 0 locations The Americas 50 companies 8,000 people 2 locations As of March 31, 2016 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW Fujitsu’s Position in the IT Services Market GLOBAL IT SERVICES SALES IN 2015 (Billions of US dollars) JAPAN IT SERVICES SALES IN 2015 (Billions of US dollars) 11.6 49.1 60 40 20 29.4 24.7 22.8 17.5 0 IBM Accenture Deloitte HP Fujitsu 12 8 4 0 8.1 7.6 7.5 5.9 Fujitsu NTT Data NEC Hitachi IBM Source: Gartner, “Market Share: IT Services 2015,” April 6, 2016. Chart created by Fujitsu based on Gartner data. IT Services: Market Share in Japan Fujitsu has an abundant track record in delivering IT systems tailored to customers’ business operations and specific needs. We pride ourselves on high shares of IT services markets across a wide industry spectrum. A key Fujitsu strength is the ability to understand customers’ business objectives and challenges and to together drive innovation forward. We enhance value for customers by honing specialist knowledge and expertise cultivated over many years through applying leading-edge digital technologies. 2015 MARKET SHARE BY CUSTOMER INDUSTRY (TOTAL VALUE OF EACH MARKET) Finance (Bank and securities / Insurance) ¥2,918.2 billion Manufacturing ¥2,784.1 billion No.3 (10.6%) No.1 (8.3%) Distribution (Retail / Wholesale / Transport) ¥1,561.0 billion No.1 (13.0%) Communications / Media / Services ¥1,784.7 billion Public (Electricity and gas / Medical services / Education) ¥529.2 billion No.1 (11.2%) No.1 (17.1%) Public sector ¥1,483.6 billion No.1 (23.9%) Source: Gartner, “Market Share: IT Services 2015,” April 6, 2016. Chart created by Fujitsu based on Gartner data. Calculations performed by Fujitsu. 05 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES FINANCIAL HIGHLIGHTS / ENVIRONMENT, SOCIETY, AND GOVERNANCE HIGHLIGHTS FINANCIAL HIGHLIGHTS Fujitsu Limited and Consolidated Subsidiaries The Fujitsu Group adopted International Financial Reporting Standards (IFRS) in fiscal 2014. NET SALES (REVENUE) AND PERCENTAGE OF SALES OUTSIDE JAPAN OPERATING PROFIT AND OPERATING PROFIT MARGIN (¥ Billions) 6,000 4,000 2,000 4,467.5 33.7 4,381.7 34.2 4,762.4 37.8 4,753.2 39.6 4,739.2 40.0 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (%) 60.0 40.0 20.0 0.0 (¥ Billions) 200 150 100 50 0 178.6 3.8 147.2 3.1 120.6 2.5 105.3 2.4 88.2 2.0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (%) 6.0 4.5 3.0 1.5 0.0 (Fiscal year ended March 31) (Fiscal year ended March 31) Net sales (revenue) (left scale) Percentage of sales outside Japan (right scale) Operating profit (left scale) Operating profit margin (right scale) Percentage of sales outside Japan +0.4 of a percentage point Revenue decreased 0.3% year on year. Due to exchange rates, the ratio of revenue outside Japan increased 0.4 of a percentage point year on year, to 40.0%. Up Operating profit margin −1.3 percentage points Operating profit margin decreased 1.3 percentage points year on year due to the recognition of business model transformation expenses and to an increase in US dollar- denominated component procurement costs at European bases, which accompanied the euro’s depreciation versus the US dollar. Down NET PROFIT (LOSS) (PROFIT (LOSS) ATTRIBUTABLE TO OWNERS OF THE PARENT) AND ROE FREE CASH FLOW (¥ Billions) 200 100 0 23.2 113.2 140.0 20.6 86.7 11.0 42.7 5.1 −79.9 (%) 30.0 15.0 (¥ Billions) 200 100 0.0 0 49.1 47.5 −90.4 79.6 88.7 −100 2012 2013 −11.8 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) −15.0 −100 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Fiscal year ended March 31) (Fiscal year ended March 31) Net profit (loss) (profit (loss) attributable to owners of the parent) (left scale) ROE (right scale) Profit attributable to owners of the parent −¥53.2 billion Profit attributable to owners of the parent decreased ¥53.2 billion year on year, as a decline in operating profit and an increase in net financial expenses offset higher income from investments accounted for using the equity method, net. Down Free cash flow ¥9.1 billion Free cash flow rose ¥9.1 billion year on year, as lower capital expenditures for intangible assets and cash inflow resulting from the sale of certain assets more than compensated for a decline in profit for the year attributable to owners of the parent. Up OWNERS’ EQUITY (EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT) AND OWNERS’ EQUITY RATIO (EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT RATIO) DIVIDENDS PER SHARE OF COMMON STOCK 841.0 28.6 (¥ Billions) 1,000 750 500 250 790.0 24.2 782.7 24.3 624.0 21.4 566.5 18.2 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (%) 40.0 30.0 20.0 10.0 0.0 (¥) 12 10 9 6 3 0 8 8 5 4 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (As of March 31) (Fiscal year ended March 31) Owners’ equity (equity attributable to owners of the parent) (left scale) Owners’ equity ratio (equity attributable to owners of the parent ratio) (right scale) Equity attributable to owners of the parent ratio +0.1 of a percentage point Equity attributable to owners of the parent ratio remained at approximately the same level, edging up 0.1 of a percentage point from the previous fiscal year-end, as a decrease in other components of equity that resulted from changes in exchange rates and share prices largely offset an increase in retained earnings accompanying the recognition of profit for the year attributable to owners of the parent. Up Dividends per share of common stock Dividends per share were unchanged year on year. We paid an annual dividend of ¥8 per share, comprising an interim dividend of ¥4 and a year-end dividend of ¥4. 06 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW ENVIRONMENT, SOCIETY, AND GOVERNANCE HIGHLIGHTS ENVIRONMENTAL ACCOUNTING (COSTS AND FINANCIAL EFFECT) TRENDS IN TOTAL GREENHOUSE GAS EMISSIONS (¥ Billions) 100 75 50 25 0 58.0 59.7 63.3 72.7 77.8 37.0 38.3 45.5 51.5 54.5 13.3 13.2 15.0 13.5 12.5 (10,000 tons) 120.0 109.8 90.0 60.0 30.0 101.4 94.8 89.7 87.6 2012 2013 2014 2015 2016 0.0 2012 2013 2014 2015 2016 (Fiscal year ended March 31) Costs Actual effect Estimated effect (Fiscal year ended March 31) Aggregate results for fiscal 2015 show year-on-year increases of 6.0% in costs, to ¥54.5 bil- lion, and 5.0% in financial effect, to ¥90.3 billion. Note: The scope of aggregation is Fujitsu Limited and major consolidated subsidiaries in Japan and overseas. With respect to the target organizations, please see Fujitsu Group Environmental Report 2016. http://www.fujitsu.com/global/about/resources/reports/sustainabilityreport/2016- environmentalreport/index.html As of the end of fiscal 2015, the Fujitsu Group’s total greenhouse gas emissions on a global basis were 34.7% lower than the fiscal 1990 year-end level, thereby surpassing the 20% reduction target. Note: The scope of aggregation is Fujitsu Limited and Group companies in Japan and overseas. EMPLOYEES WITH INFORMATION SECURITY AUDITOR TRAINING AND JASA CERTIFIED AUDITORS (CUMULATIVE TOTAL) NUMBERS OF MALE AND FEMALE EMPLOYEES AND PERCENTAGE OF FEMALE MANAGERS 1,200 1,252 1,330 1,100 (People) 1,500 1,000 840 500 (People) 30,000 20,000 10,000 21,095 21,536 21,702 21,668 3.7 4.0 4.3 4.6 20,248 4.8 141 127 137 141 142 0 2012 2013 2014 2015 2016 3,811 2012 3,890 2013 3,914 2014 3,959 2015 3,864 2016 0 (Fiscal year ended March 31) (Fiscal year ended March 31) Employees with information security auditor training (cumulative total) JASA certified auditors (cumulative total) Female Male Percentage of female managers (%) 6.0 4.0 2.0 0.0 We have been offering information security auditor training to heighten the quality of infor- mation security audits in each organization. Also, we have been encouraging employees to acquire auditor qualifications certified by Japan Information Security Audit Association (JASA). Consequently, we boast the largest number of JASA certified auditors in Japan. Note: The scope of aggregation is Fujitsu Limited and Group companies in Japan. We are proceeding with selective training for female employees and other initiatives with a view to having women account for 20% of employees and 20% of newly appointed managers by fiscal 2020. Note: The scope of aggregation is Fujitsu Limited. EXECUTIVE DIRECTORS, NON-EXECUTIVE DIRECTORS, AND EXTERNAL DIRECTORS DIVERSITY OF THE BOARD OF DIRECTORS (People) 15 10 5 0 4 2 6 4 2 6 4 2 5 4 2 6 4 1 5 2012 2013 2014 2015 2016 2 2 1 5 (As of June 30) (As of June 27, 2016) Executive directors Non-executive directors External directors Internal Japanese males Internal British males External Japanese males External Japanese females We are strengthening oversight by appointing external directors actively. Four of 10 directors were external directors as of June 30, 2016. We are promoting lively discussions and enhancing objectivity by ensuring the diversity of the Board of Directors. As of June 27, 2016, the 10 members of the Board of Directors included one British male director and four external directors, two of whom are women. 07 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES MESSAGE FROM THE REPRESENTATIVE DIRECTOR AND CHAIRMAN MESSAGE FROM THE REPRESENTATIVE DIRECTOR AND CHAIRMAN 08 Fujitsu Group In this transformative period, we are in pursuit of the functions corporate governance needs to perform and realizing Fujitsu’s creation of value.The digital innovation we are witnessing today is comparable in effect to the industrial revolution, having a profound influence across our daily lives, business, and society as a whole. Fujitsu is pursuing business model transformation to realize sustainable growth by capturing the opportunities available amid this dramatic change.Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW Corporate Governance Structure in a Time of Change As of October 2016, Fujitsu’s Board of Directors consists of five In appointing external directors, we place particular emphasis on selecting people with the experience and knowl- executive directors, responsible for business execution, and edge to provide the basis for in-depth understanding of social five non-executive directors, four of whom are external direc- developments from an objective and long-term perspective. tors. I believe this balance is close to an optimal governance This is because, in an ICT industry in the midst of profound structure at this time of change. It allows us to fulfill two change, such directors—irrespective of whether they have essential management tasks in guiding the business model experience in corporate management—have the capacity to transformation of established business structures and busi- lead transformation with their broad understanding about ness processes. whether the strategies and measures we are proposing and The first of these tasks is to foster a spirit of innovation pursuing will be accepted by global society. within the organization while creating and applying new I believe that being representative director and chairman technologies. Under the guiding hand of Representative of the Board of Directors, that is to say chairman responsible Director and President Tatsuya Tanaka, Fujitsu’s executive for business execution, and having experience as representa- directors are striving to release the Group’s full potential while tive director and president are helpful in acting as a sounding giving direction to its dynamism. board for the president while also monitoring the president’s The second task is to act as a bridge between the business execution. At a practical and daily level, I believe Company’s efforts and developments in the outside world—in discussions on developments in the ICT industry and business more concrete terms, to ensure that the Company’s passage strategy are vital in helping the president plot the path of to growth is aligned with society’s information and communi- transformation and make flexible and appropriate manage- cation technology (ICT) needs from a long-term perspective. ment decisions. It is precisely here that non-executive directors and, above all, I also place great importance on the dissemination of external directors are of critical importance in offering insight information to stakeholders. To gain the understanding of into how the business environment is evolving. In line with stakeholders with regard to Fujitsu’s position following busi- this thinking, we have appointed external directors with wide- ness model transformation, and to win recognition among ranging experience and backgrounds as members of the a wider customer base in overseas markets, we must deliver Board of Directors. If we as a company talk about the impor- a clearer, stronger message. By proactively promoting an tance of diversity throughout the organization, as we do, we understanding of the Company, I aim to raise awareness of must also wholeheartedly embrace diversity in management. Fujitsu’s position in the ICT industry and within Japan, thereby A Vital Role in Supporting the Creation of Corporate Value As chairman of the Board of Directors, I am deeply aware As chairman of the Board of Directors responsible for governance, as a sounding board for the president, and as a frontline spokesman relaying information to stakeholders, of the need to pay close heed to ensuring that the Board I am determined to do all I can to contribute to effective of Directors performs its functions to the fullest and that the business model transformation and value creation. also raising its corporate value. structure of governance is effective and being put to use, and the importance of listening to the views of independent offi- cers, including external directors. This is only natural, given that our basic thinking on the Company’s corporate gover- nance calls for non-executive directors to provide oversight and advise executive directors on business execution. From this standpoint, I believe the Independent Officers Council we initiated in 2015 has brought tangible results in stimulating discussions at Board meetings. At meetings of the Council ahead of the Board of Directors’ meetings, in-depth discussions are held concerning key management issues that must be con- sidered by the Board. The Council has thus played an effective role in filling the information gap between independent offi- cers, including external directors, and executive directors. Masami Yamamoto Representative Director and Chairman 09 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES BOARD OF DIRECTORS / AUDIT & SUPERVISORY BOARD MEMBERS BOARD OF DIRECTORS / AUDIT & SUPERVISORY BOARD MEMBERS 15 11 12 6 13 10 4 8 5 1 Masami Yamamoto 4 Hidehiro Tsukano Representative Director and Chairman Director 9 14 1 2 7 3 2 Tatsuya Tanaka 5 Duncan Tait Representative Director and President Director 3 Norihiko Taniguchi 6 Tatsuzumi Furukawa Director Director For employment histories of the directors, please refer to pages 68–69. 10 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW 7 Miyako Suda Director* 10 Atsushi Abe Director* 13 Megumi Yamamuro Audit & Supervisory Board Member* 8 Jun Yokota Director* 9 Chiaki Mukai Director* 11 Kazuhiko Kato 14 Hiroshi Mitani Audit & Supervisory Board Member Audit & Supervisory Board Member* 12 Yoshiki Kondo 15 Koji Hatsukawa Audit & Supervisory Board Member Audit & Supervisory Board Member* * External officer and independent officer 11 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES FUJITSU GROUP OVERVIEW MESSAGE TO SHAREHOLDERS AND OTHER INVESTORS MESSAGE TO SHAREHOLDERS AND OTHER INVESTORS Tatsuya Tanaka Representative Director and President 12 Rapid advances are being made in turning infor-mation and communication technology (ICT) into services across all industries throughout the world. In this process, ICT is being used to resolve chal-lenges facing customers and to create new value. Fujitsu calls ICT-based services “connected services” and positions expansion in this area as a growth driver for the future. Our commitment to expanding connected services lies at the heart of the Management Direction we announced in October 2015, which sets out a roadmap to becoming a globally competitive ICT company. Fujitsu is embracing business model transformation with a clear vision of where we need to be in the future, as we aim to achieve sustainable growth.Fujitsu is driving the breakthrough represented by business model transformation in pursuit of global competitive-ness and sustainable growth.Fujitsu Group Integrated Report 2016 Since October 2015, we have been radically overhauling our business structure in line with business model transforma- tion. The main thrust of this effort consists of concentrating management resources on the Technology Solutions business and moving away from the vertically integrated operations we had pursued, centered on the three business domains of Technology Solutions, Ubiquitous Solutions, and Device Solutions. We have already achieved considerable results with the two engines of our reforms, “business structure transfor- mation,” which targets structural reforms to concentrate management resources on the Technology Solutions business, and “growth strategy transformation,” which targets expanding connected services, based on digital technology. Progress in “Business Structure Transformation” As part of our business structure transformation initiative, we have closed the hardware development center in Paderborn, Germany, and improved efficiency at our manufacturing base in Augsburg, Germany, thereby nearly completing reductions of about 700 personnel by autumn 2016. We have also made good progress in raising efficiency in the Ubiquitous Solutions busi- ness, which handles the development and manufacture of PCs, mobile phones, car navigation systems, and other products. Specifically, in February 2016 we established two wholly owned subsidiaries to handle the PC and mobile phone busi- nesses. In September 2016, DENSO CORPORATION, Toyota Motor Corporation, and Fujitsu reached an agreement to con- sider changing the capital structure of car electronics manufac- turing subsidiary Fujitsu TEN Limited with a partial transfer of shares to DENSO. In the PC field, we announced in October 2016 that we had begun exploring a strategic alliance with Lenovo Group Limited. The Device Solutions business, mean- while, which handles the semiconductor business, had already completed significant structural reforms by fiscal 2014. With our business structure transformation initiative, we are pushing ahead with reform in phases. We are considering new relationships with external stakeholders, which may also involve M&A deals, with a view to further strengthening our core Technology Solutions business. We plan to disclose more when we are in a position to announce specific projects with external partners. Business Structure Transformation Technology Solutions Technology Solutions Technology Solutions Ubiquitous Solutions Device Solutions Ubiquitous Solutions Device Solutions Ubiquitous Solutions Device Solutions Fiscal 2015 Fiscal 2016 Fiscal 2017 onwards Continuously considering various options to make Ubiquitous and Device Solutions segments into competitive independent businesses 13 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES MESSAGE TO SHAREHOLDERS AND OTHER INVESTORS Progress in “Growth Strategy Transformation” We are promoting three key initiatives to strengthen our digital businesses: (1) establishing a business unit structure best suited to promoting digital businesses; (2) consolidating and upgrading products and technologies related to digital services; and (3) strengthening the front-office sales struc- ture. Regarding (1), in April 2016 we established a new Digital Services Business within which we have integrated the technologies and planning, development, and manufacturing functions for Internet of Things (IoT), artificial intelligence (AI), and cloud-related technologies that had been dispersed throughout the Group. In November 2016, we absorbed our three major systems-engineering subsidiaries in Japan as part of efforts to bolster the structure of the Global Services Integration Business. Regarding (2), to strengthen the “FUJITSU Digital Business Platform MetaArc”*1 we have added our proprietary core public cloud K5*2 as a key component and introduced AI platform services with cutting-edge tech- nologies. We have also formed alliances with leading global partners including Microsoft, Oracle, and BOX. Regarding (3), we have established a new frontline organization specializing in digital services in Japan. We have also reorganized the EMEIA management setup to better meet demand for digital services by adopting a business line organizational structure in place of the previous country- and region-based structure. In addition, we have integrated sales operations in Japan and Asia with the “One Asia” framework and adopted an integrated, single-leadership management approach for EMEIA and the Americas. We expect these moves to generate synergies in the future. Between May and June 2016, we completed a tender offer for the shares of NIFTY Corporation, a listed company with three business segments: the ISP Business, the Web Service Business, and the Cloud Business. We are pursuing a growth- oriented scenario in which NIFTY’s operations are divided into two businesses, one in charge of businesses for enterprises centered on the Cloud Business and the other in charge of businesses for consumers centered on the ISP Business. With the former, in particular, we see prospects of expanding busi- ness opportunities for the Fujitsu Group as a whole by adding services to MetaArc. In terms of staff deployment, we are shifting our focus toward digital services as we continue to expand our Global Delivery Center network of offshore and nearshore digital services and development bases. In EMEIA, meanwhile, we have been increasing the number of personnel assigned to digital services while scaling back more traditional roles. *1 Digital business platform with K5 at its core harnessing mobile, IoT, AI, and other cutting-edge technologies. The platform provides services to support the smooth migration of customers’ core systems to the cloud and the rapid launch of new businesses. *2 A new cloud service that integrates Fujitsu’s expertise and experience in the application and operation of systems and open technology to enhance the efficiency of customers’ systems development and operations. Business Transformation Matrix Continue internal adoptions and strengthen consulting and delivery capabilities towards customers Transformation of Business Lines Integration Digital Services Service Platform Digital Transformation Strengthening Front Line IoT AI Cloud Security Japan One Asia Asia EMEIA Management under single leadership Americas Oceania E n h a n c e C u s t o m e r V a l u e 14 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW Current Position and Challenges for the Future In such ways, we have been steadily moving forward with business model transformation. I have repeatedly sought to convince people within the Company—particularly corporate executive officers and other senior managers—of the necessity for change, and I believe our Management Direction is steadily gaining traction. There is also spreading awareness that each and every employee needs to reexamine their role and consider how best to accomplish it under the overarching policy of realizing sustainable growth through the twin engines of business structure transformation and growth strategy transformation. I am, however, far from satisfied with the progress we have made. In order to accelerate growth in our digital ser- vices business and to compete globally as an ICT service com- pany, we must entrench the mindset of providing customers with connected services on a day-to-day operational level much more deeply throughout the Company. The global matrix organization holds the key here. “Deepening” Customer Value through Penetration of Integrated Services What our business model transformation aims to achieve is to “deepen” the value we provide to customers through our integrated services, which is to say our connected services. To understand what integrated services are all about, field innovators*3 provide a helpful example. A field innovator is a specialist who understands business at the field level and works to identify problems together with customers and find optimal solutions. However, a field innovator is just one of the members of Team Fujitsu providing services to the customer. In terms of communications with customers, frontline sales personnel are the focal point, and system engineers handle most of the service delivery work. In other words, in providing services to customers on the ground, the field innovator must work hand-in-hand with frontline sales personnel and system engineers as Team Fujitsu. This is the sort of integrated ser- For more information, please vice that we are aiming for. ( refer to “Interview: Change Seen from the Digital Innovation Front Lines” on pages 20–23.) The global matrix organization aims to facilitate such cooperation throughout the entire Group. This is as demon- strated in the above example, where we provide services by bringing to each region responsible for frontline sales the Global Services Integration, Digital Services, and Service Platform business lines in which field innovators and system engineers are engaged. ( refer to “Evolution of the Global Matrix Organization” on pages 24–27.) For more information, please ICT is now used as commonly as air, energy, and water— becoming essential to people’s lives, to what companies do, and to the functions fulfilled in central and local governments. In this environment, ICT professionals will clearly be playing an ever-greater role in expanding the range and depth of ICT applications to create new value. We are offering customers higher-value services by bringing business model transforma- tion to the day-to-day operational level through the global matrix organization. In doing so, we are promoting the use of ICT in planning, delivery, and operations to a level to which only Fujitsu can aspire. *3 Field innovators hold in-depth discussions with customers and other related parties as a facilitator, assisting customers to identify solutions by organizing and systematizing business flows and management issues. Integrated Organization to Strengthen Digital Services Before April 1, 2016 April 1, 2016 onwards Directly under HQ Sales Integration Services Service Platform Digital Services Unit IoT, AI Cloud Outsourcing Network Service Platform Fujitsu Laboratories Service Integration Sales One Asia EMEIA Oceania Americas 15 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES MESSAGE TO SHAREHOLDERS AND OTHER INVESTORS Fiscal 2016 Themes and Financial Targets The priority for fiscal 2016 is to complete the decision-making process relating to business model transformation. The execu- tion of some aspects of that may be pushed back to fiscal 2017, but recognizing the importance of speed we intend to make decisions and announce them as quickly as possible. Other key themes include offering integrated services as One Fujitsu in all regions based on the global matrix organization and providing customers with services that incorporate the experience we have gained in migrating internal systems to the cloud and utilizing AI. In fiscal 2016, we expect to book business model transfor- mation costs totaling ¥45 billion, comprising about ¥30 bil- lion for digital transformation centering on EMEIA and about ¥15 billion in other expenses. Allowing for costs related to business model transformation, we project that revenue will decline 5.0% year on year, to ¥4,500.0 billion; that operating profit will fall 0.5% year on year, to ¥120.0 billion; and that net profit attributable to owners of the parent will contract 2.0% year on year, to ¥85.0 billion. ( on structural reform costs and earnings, please refer to “Financial Capital: CFO Message” on pages 50–51.) For more information Fiscal 2015 Results and Fiscal 2016 Full-Year Consolidated Forecast (As of October 31, 2016) (Billions of yen) Fiscal 2015 Results Fiscal 2016 Forecast YoY Change YoY Change (%) Revenue 4,739.2 4,500.0 –239.2 Business Model Transformation Costs Operating Profit Profit Attributable to Owners of the Parent 41.5 120.6 86.7 45.0 120.0 85.0 –3.4 –0.6 –1.7 –5.0 — –0.5 –2.0 Medium-Term Financial Targets and Shareholder Returns Regarding the medium-term consolidated performance tar- gets we announced in October 2015, some investors have pointed out that the target for an operating profit margin of 10%, in particular, looks very high from the perspective of the current position. In my view, however, an operating profit margin of 10% is imperative if we are to make the reinvest- ments essential to being competitive and achieving growth at the global stage while also returning profits to shareholders and other investors. What I would emphasize here is that our business model transformation is not aimed at raising profit margins simply by making improvements to what we do now. Rather, business model transformation is about achieving a breakthrough, going above and beyond our current trajectory. An operating profit margin around 5% already looks within range for fiscal 2017, thanks chiefly to efforts made with our business structure transformation initiatives. Further out, we can see a path to accumulating operating profit through the contribution of growth strategy transformation. In fiscal 2015, we maintained annual dividends per share at ¥8, unchanged from the previous year, even though revenue and profit declined. I hope that can be taken to demonstrate our confidence that the successful execution of business model transformation will lead to sustainable growth. We are determined to meet the expectations of shareholders and investors who support Fujitsu with its busi- ness model transformation with stable shareholder returns and enhanced corporate value over the medium to long term. 16 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEW Consolidated Financial Targets Toward Achieving Our Goal Operating Profit Margin Over10% Free Cash Flow Over ¥150 billion Owners’ Equity Ratio* Ratio of Sales Outside Japan Over 40% Over 50% Operating profit margin 5.0% 2.5% 2.7% 2015 2016 2017 Business Structure Transformation (FY) * Owners’ equity ratio: Ratio of equity attributable to owners of the parent Growth Strategy Transformation Enriching People’s Lives with ICT We are anchored by our principle of contributing to human happiness and wellbeing through ICT and making that the bedrock of all our business operations. That commitment to contributing to wellbeing is predicated on having an open and highly transparent organization with respect to business activities and information disclosure. Put differently, I believe that businesses that help people enjoy life are those that respond to the needs of people and society, thereby generat- ing growth in revenues and profits and, by extension, raising corporate value. As has been widely recognized, creating corporate value requires not only financial capital but also non-financial capi- tal or “intangible assets.” Those invisible assets take the form of human capital to drive corporate activities, the technolo- gies and experience that are the source of added value, and the trust of customers, supply-chain business partners, and society as a whole. In other words, conducting business that enriches people’s lives and conducting management which includes non-financial capital come down to much the same thing. That pursuit can be said to be a prerequisite for companies to operate in society. As I have already noted, ICT is inseparable from the lives of people, corporate activity, and the work of central and local governments. It is hard to imagine that its importance will not continue to increase. What I believe Fujitsu needs to become in the future is a company that earns the recognition of all stakeholders as an irreplaceable and essential element in people’s lives, business activities, and public administra- tion. I pledge that we will do everything in our power to see to a successful conclusion all we are now doing to support people with ICT, create value as a company dedicated to human happiness, and ensure Fujitsu’s sound development to meet the expectations and needs of all stakeholders. Tatsuya Tanaka Representative Director and President 17 Fujitsu Group Integrated Report 2016FUJITSU GROUP OVERVIEWPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PROGRESS IN BUSINESS MODEL TRANSFORMATION The Fujitsu Group, striving to create new value in the Internet of Things (IoT) era, is working to realign its business structure toward services and to expand global operations. This section sets out how far we have come with our business model transformation. 18 PART 1 CREATING VALUE THROUGH DIGITAL INNOVATION 20 Interview: Change Seen from the Digital Innovation Front Lines 24 PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION 28 30 Business Overview by Region Review of Operations by Region 18 18 Fujitsu Group Integrated Report 2016 PART 1 CREATING VALUE THROUGH DIGITAL INNOVATION Growth / Investment Fujitsu Rollout by industry Visualize Data organization I n t e r n a l a d o p t i o n Diverse resources The Fourth Industrial Revolution led by information and communication technology (ICT)-driven digital innovation is bringing rapid, unprecedented transformation to people’s lives, businesses, and communities throughout the world. As billions of people access knowledge, new added value is created across industries in all fields of endeavor, including manufacturing, healthcare, agriculture, disaster prevention, transportation, and education. But it is also giving rise to new risks in such areas as cyber security and privacy. Industry-specific analysis improved with AI CREATING VALUE THROUGH DIGITAL INNOVATION Provide value Improve decision making Growth / Investment Customer Innovation Analyze Analytics Predict Simulation Decide AI Industry-specific analysis improved with AI Global rollout Security Social development Data / Profits Fujitsu aims to provide a secure human-centric ICT infrastruc- ture to analyze data accumulated through the interconnectivity of everything, and to offer new value to more people and communities globally. We have the diverse management resources essential to creating that value, spanning personnel with expert knowledge and experience, state-of-the-art R&D systems, intellectual property, and a wealth of versatile solutions that are adopted and tested within the Group. At the same time, we are striving to bolster such resources through their optimal combination at the global level. We are supporting the entire value chain through robust security, providing customers with the tools for sophisticated decision making using artificial intelligence (AI) to organize and visualize vast amounts of data. In doing so, we are strengthening customers’ businesses and opening doors to new innovations. Fujitsu is determined to accomplish sustained development as an irreplaceable partner by creating a virtuous cycle of reinvesting in digital innovation, beginning with the growth and development of customers and society. 19 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 1 CREATING VALUE THROUGH DIGITAL INNOVATION Change Seen from the Digital Innovation Front Lines Interview Change Seen from the Digital Innovation Front Lines What is customer-centric digital innovation? What are Fujitsu’s competitive advantages in creating value together with customers? Members of our frontline sales team and a system engineer providing services discuss digital innovation at work and the co-creation of value from their different perspectives. Akira Kamioka Logistics Solution Development Dept. Manufacturing & Distribution Business Div. Fujitsu Limited Makoto Shibata Director Business Strategy Unit Social Innovation Promotion Office Fujitsu Kyushu Systems Limited Satoshi Imai Manager Kansai Sales Dept. 1 Sales Division, Kansai Distribution Industry Business Unit Fujitsu Limited 20 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Change Seen from the Digital Innovation Front Lines Launch of a project bringing together members with diverse specialist skills — Mr. Akira Kamioka, Mr. Makoto Shibata, and Mr. Satoshi Imai, you are three members of a project that began trials in June 2016 with an aim to reform distribution in Vietnam. What are your different roles in the project? Kamioka: My role is to provide support in the Fujitsu Group’s operations nation- wide as part of the industry-specific sales team covering distribution solu- tions. I am also responsible for planning new services, a task that requires evalu- ating customer needs. The Vietnam project is aimed at exploring business opportunities in the country. It kicked off with Mr. Shibata and myself sounding out the needs of customers undertaking business in the local market. Shibata: As a system engineer, I take a big-picture view of distribution solutions as what we call a “technol- ogy leader.” When we began studying the Vietnamese market, I was part of Fujitsu’s Manufacturing & Distribution Industry Systems Business Unit. Since before the launch of the Vietnam project, Mr. Kamioka has been han- dling planning while I have been responsible for tailoring solutions to match on-site needs. Imai: With this project, I act as the contact point with our partner Acecook Co., Ltd., as a member of the account sales team. In that capacity, I seek to showcase the distinctive benefits of our solutions to people involved in the Vietnam business within Acecook, from the company president down. I also support Fujitsu Vietnam Limited in its local projects in Vietnam. Actually, when Mr. Kamioka and Mr. Shibata were assessing the position on the ground, Acecook was using only Fujitsu’s hardware in Vietnam, not our other products and services. It was at the point when Acecook announced its partnership in the project that I came on board. Kamioka: When I first visited Vietnam in July 2014, we had no firm customers lined up. Japanese companies—particularly manufacturers—had been actively moving into the country. Vietnam’s economy was taking off in the run-up to the December 2015 launch of the ASEAN* Economic Community, of which Vietnam was a member. But there was a striking lack of local distribution infra- structure such as had become the norm in Japan. As we saw it, all of this added up to a whole range of unmet needs at Japanese food and retailing companies in the region. Shibata: When we were in the early phase of market research, Acecook suggested that it might be possible to create new value by using its know- how in delivering products throughout Vietnam. We saw that as an opening to establish a system for the joint use of multiple companies, applying our experience in distribution solutions accumulated over two decades. * Association of Southeast Asian Nations, consisting of the 10 countries of Brunei, Cambodia, Indonesia, Laos, Malaysia, Myanmar, the Philippines, Singapore, Thailand, and Vietnam. Fujitsu and Acecook Join Forces to Transform Distribution in Vietnam In October 2015, Fujitsu and Acecook launched a joint project to build a shared distribution-information system that Japanese com- panies doing business in Vietnam could use for improved local distribution. With Acecook as a model user, Fujitsu aims to provide systems as a service that enhances distribution efficiency by improving vehicle utilization and vehicle capacity utilization. Acecook Vietnam JSC boasts the largest share of the Vietnamese instant noodle market; as of June 2016, it operated 11 plants in the country and had almost 300 distributors. http://www.fujitsu.com/global/about/resources/news/ press-releases/2016/0329-01.html Acecook products displayed at a retail store in Vietnam 21 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 1 CREATING VALUE THROUGH DIGITAL INNOVATION Change Seen from the Digital Innovation Front Lines Imai: Customers in the manufacturing sector had long been making efforts to cut costs both at production sites and in indirect operations through raising utilization rates. That left distribution as really the only untouched area, and it has become a key focal point in recent years. Shibata: In Japan, there have been cases of a company building a distri- bution system on its own. Overseas, things are different. Customer compa- nies must cut costs while limiting risks, because even though they can Overseas projects have been opening up business opportuni- ties in Japan as well. experience rapid expansion of their business, there is also the possibility of having to pull out of a business. Building a joint-use system and offer- ing it through software as a service (SaaS) is a way of responding quickly to such needs. The aim of this project is to create business for customer companies and ourselves by working hand-in-hand. Looking to innovate together with customers by identifying issues on the ground —Resolving customers’ management problems has become a key theme for many IT service companies. What competitive edge does Fujitsu have in this area? Kamioka: One is our Field Innovation activities. With distribution, for exam- ple, the Fujitsu Group has a large pool of staff with wide-ranging experience in various related areas. They visit customer companies as “Field Innovators”—essentially facilitators. Through a series of discussions, they clarify customers’ business processes and management issues. They present these in schematic form and help customers themselves identify the measures they need to take to resolve the challenges they face. Imai: With the Vietnam project, Mr. Shibata’s participation as a specialist in the distribution field and offering consulting services has been a real boon in gaining the confidence of Acecook Vietnam. Mr. Shibata’s specialist exper- tise is recognized as one of Fujitsu’s strengths, and that—along with close cooperation between the account sales, industry-specific sales, and systems engineer sides—has led to more business opportunities, starting in Vietnam and in Japan as well. Industry-Specific Sales and SE Teams Operating across Regional Boundaries (Examples are for illustrative purposes only) One Asia EMEIA Oceania The Americas Manufacturing transformations FinTech Digital marketing Self-driving vehicles Healthcare and nursing care E-government Account Sales Industry-specific sales and SE teams Technology leaders Cloud, big data/AI, mobile, and security 22 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Change Seen from the Digital Innovation Front Lines Shibata: Management problems come in different shapes. There are problems about which customers are already aware. And there are prob- lems that customers have not yet pinpointed. It is essential to uncover real issues that customers them- selves have yet to identify by looking closely at how things are on the ground and, together with customers, to co-create the innovation needed to tackle them. In this process, there are huge benefits to be tapped from taking multiple perspectives, includ- ing those of Field Innovators, system engineers, account sales, and those involved in promoting solutions. It is essential to uncover real issues that customers themselves have yet to identify by looking closely at how things are on the ground. business strategies, we have been putting forward proposals to help customers realize their visions of where they want to be in the future. Multifaceted approaches are essential to co-creating value in partnership with customers in this way. Imai: In the past, our counterparts were customer companies’ informa- tion systems units. Now they tend to be divisions or promotion offices within broader business departments. Increasingly, in the process of considering Kamioka: While keeping close tabs on changes at customers, we also need to be at the leading edge of innovation if we are to demonstrate our competitive advantage. With user companies keen to embrace business It’s our job to offer added value that others cannot come up with through working together with customers. Strengthening the IoT Infrastructure for “Connected Services” Fujitsu is combining the in-depth expertise we have cultivated in various industries and businesses, including logistics, manufacturing, mobility, FinTech, and healthcare, with digital technology to provide “connected services.” With a view to expanding these operations, we are strengthening the IoT infrastructure that forms the core of our data accumulation setup. Based on knowledge about big data and its utilization gathered through more than 300 field trials and external alliances, we are enhancing services operating on the “FUJITSU Digital Business Platform MetaArc” for different industries and businesses as we broaden the global reach of our customer- driven digital innovation. model reform using ICT, it’s our job to offer added value that the systems divisions of customer companies cannot come up with on their own. Shibata: To further raise our profile as a valuable partner for our custom- ers, we need more than specialist business knowledge. We also need to be able to project how things will evolve using advanced digital tech- nology, including algorithms and AI. Imai: And we need to go beyond resolving customers’ management problems to create new business models together through that problem-solving process. Kamioka: While envisaging what the future holds, we need to constantly take up the challenge of creating new value in unique ways. 23 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION The Fujitsu Group has been realigning its customer sales and service delivery structure under its global matrix organization, seeking to expand global business and raise profitability. In this section, we set out the aims, current status, and future expectations for the global matrix organization. Background to Adoption of the Global Matrix Organization Before the introduction of the global matrix organization, the Fujitsu Group had a separate front-end sales structure for customers in and outside of Japan, as well as corporate, deliv- ery, and marketing functions that were handled on a local subsidiary basis. With the launch of the global matrix organi- zation in April 2014, we established a new structure consist- ing of five regions—Japan, Asia, EMEIA, the Americas, and Oceania—and different business lines organized along prod- ucts and services. At the same time, we integrated the mar- keting and corporate functions of overseas Group companies within Global Marketing and Global Corporate functions at Corporate Headquarters. The introduction of the new structure was prompted by management’s assessment that the engine of Fujitsu’s growth had shifted from a growth-driven stage of different regional bases delivering their own services that evolved with their own distinct histories and cultures to a stage where we pursued growth through global development as “One Fujitsu.” The aim was also to foster an organization and culture suited to a truly global company and to pool our strengths in each region by shifting from a Japan-centric structure to one in which Japan is treated as one of the world’s regions. Current Status of the Global Matrix Organization We have been stepping up our efforts to promote business model transformation to a structure that supports sustainable growth and global competitiveness as an ICT company. Measures here have included restructuring and reinforcing sales organizations and business units and clarifying the chain of command and division of roles between regions and business units in the global matrix organization. In terms of regional structure, our 2015 Management Direction integrates sales and service delivery functions across Japan and Asia into “One Asia.” Duncan Tait has been appointed Head of the Americas region concurrently with his position as Head of EMEIA. With regard to business lines, we integrated the Global Delivery Group into the Global Services Integration Business. At the same time, we launched a Digital Services Business, bringing under its umbrella IoT, AI, and other digital services-related resources. We now operate under three business units: Global Services Integration, Digital Services, and Service Platform. Global Matrix Organization (As of September 30, 2016) Global Services Integration Global Delivery Group e n i L s s e n i s u B Digital Services Service Platform Global Marketing Global Corporate Functions Region / Customer Line A I E M E s a c i r e m A e h T a i s A e n O a i n a e c O 24 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION From left Hidenori Furuta Corporate Executive Officer Shingo Kagawa Corporate Executive Officer Akira Kabemoto Corporate Executive Officer Norihiko Taniguchi Director and Corporate Hidehiro Tsukano Director and Corporate Hiroyuki Sakai Corporate Executive Officer EVP, Head of Global SEVP, Head of Digital SEVP, Head of Service Executive Officer Executive Officer EVP, Head of Global Marketing Delivery Group Services Business Platform Business SEVP, Head of Global Services SEVP, Head of Global Integration Business Corporate Functions Efforts to Promote Sharing and Full Utilization of Management Resources The commitment to “competing globally as an ICT company” involves consistently providing top-quality and high-value- added services to customers in any region of the world. That demands a structure that goes beyond a regional framework to draw together and utilize the management resources of the Fujitsu Group, including the latest technologies and best practices extracted from past experience. Within the global matrix organization, the Global Delivery Group plays a pivotal role in service delivery, providing human resources, tools, and standardized services to our customers across regions. In negotiating business deals with customers expanding their presence globally, our cross-regional strategic sales support teams provide backup to regional sales repre- sentatives in finalizing contracts involving services across regions and countries. Comprehensive support to delivery centers around the world is also provided by technical support teams and quality assurance teams. Enhancing Efficiency through Common Management Infrastructure Integrating the management functions of overseas Group companies within Global Corporate functions at Corporate Headquarters has enhanced the efficiency of Group manage- ment. The establishment of the common “Global Corporate” management infrastructure is not only bringing clear benefits in reducing administrative costs but also helping us identify best practices and resources and, by extension, “globalize” management. With human resources, for example, the sys- tem provides for the selection of leaders and the assignment of the right people to the right places globally and flexibly, For more information, supporting business expansion. ( please refer to “Human Capital” on pages 44–45.) In addition, after having launched the cloud-based “FUJITSU Digital Business Platform MetaArc” in Japan in September 2015, we began to provide the platform in EMEIA in May 2016. This has led to a number of promising business deals, and we are already moving forward on expanding our efforts to provide standardized high-quality services around the world. 25 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION The Role of Global Delivery Centers To compete successfully against overseas IT vendors—particu- larly in the face of the increasing challenges posed by Indian businesses in recent years—and global IT service companies, we must not only offer high-value-added, high-quality ser- vices but also optimize service delivery costs. Here our offshore and near-shore Global Delivery Centers (GDCs) play a vital role in providing standardized high-quality services to customers around the world. Specifically, GDCs, located in eight countries around the world, develop and operate business applications for customers, maintain sup- port desks that provide multilingual support in more than 30 languages, and remotely manage customers’ IT infrastructure with remote infrastructure management. They also undertake business process outsourcing for the Fujitsu Group, covering such areas as accounting, human resources, order processing, and translation. We are also expanding the functions of the Center of Excellence in aggregating Fujitsu’s technologies and business expertise and developing services globally. Under the management of the Global Delivery Group, we plan to increase the number of GDC staff to 18,000 during fiscal 2017 and have been making good progress toward that goal. We are also focusing on staff education, especially in such areas as languages, open source software technology training, and the standardization of development methods, in order to bring our growing team quickly up to speed and further enhance the reach and effectiveness of GDCs. GDC Resources (As of September 30, 2016) Costa Rica GDC = 500 people (People) 20,000 15,000 10,000 5,000 Poland GDC Portugal GDC Russia GDC China GDC Philippines GDC Malaysia GDC India GDC 18,000 Our GDC in Pune, India, which has more personnel than any other GDC 0 Sept. 2015 Mar. 2016 Sept. 2016 2017 (plan) Staff of the Philippines GDC welcome Chairman Masami Yamamoto and President Tatsuya Tanaka 26 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Initiatives to Expand and Make Optimal Use of the GDC Network Norihiko Taniguchi Director and Corporate Executive Officer SEVP, Head of Global Services Integration Business Making full use of GDCs is the key to raising service cost efficiency. With the Japan business, currently the Group’s earnings bedrock, we plan to generate aggregate cost savings of ¥30 billion in the three years from fiscal 2015 through the use of GDCs. We expect to save about ¥10 billion by the end of fiscal 2016. The Fujitsu Group is increasing the number of GDC personnel. In Japan, how- ever, language often presents a hurdle to making full use of GDCs. With that in mind, we are currently focusing on raising the number of GDC staff in India with Japanese- language proficiency in fiscal 2016. In EMEIA and the Americas, our emphasis thus far has been on developing managed infrastructure service (MIS) business. We are now looking to expand business application services (BAS), including IT consulting. While making full use of our wide-ranging established strengths in meeting customer needs in the MIS field, we are expanding high-value-added BAS services driven by MetaArc. In this area, where we are uniquely placed to differentiate ourselves, we expect to see GDCs make a growing contribution. India GDC managing Japanese companies’ infrastructure remotely A Flexible Global Delivery Organization One Asia EMEIA Oceania The Americas Sales Sales Sales Sales Services Services Services Services Expand personnel (6,700 people as of September 30, 2015 → expand to around 18,000 by 2017) Global Delivery Centers (GDCs) Optimization of service delivery costs through offshoring 27 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES BUSINESS OVERVIEW BY REGION PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION Business Overview by Region Market environment One Asia Japan Japan’s IT services market grew a solid 3.0% Asia The IT market in Asia witnessed a sharp 9.3% year on year in 2015, underpinned by growth year-on-year expansion in 2015, driven by in system integration projects and consulting strong growth in smartphone and other device services. These included system upgrading markets. From 2015 to 2018, growth is expected and integration deals at financial institutions, to slow but the market is still forecast to expand projects related to the My Number system for steadily at a CAGR of 3.1%. The pace of growth national and local governments, and increased is projected to exceed that of other regions investment in systems upgrading and new supported by the increasing use of mobile, projects in the corporate sector, against a cloud, and big data services. Countries across backdrop of earnings recovery. Although market Asia are likely to promote efforts to reinforce growth is expected to slow beyond 2016 as such their industries through the introduction of major projects reach a conclusion, gradual information and communication technology expansion is still projected through to 2020. In (ICT), such as the “Made in China” initiative in particular, steady growth in systems investment China, Asia’s largest market. The launch of the is expected in areas involving such concepts as ASEAN Economic Community (AEC) at the end the cloud, mobility, big data and analytics, of 2015 is also expected to spur ICT investment Internet of Things (IoT), and digital transforma- in the ASEAN region. tion. For the period from 2015 to 2018, we estimate a CAGR of 1.9%. Market forecast IT MARKET FORECAST FOR JAPAN (Billions of US dollars) IT MARKET FORECAST FOR ASIA (Billions of US dollars) 349.3 357.7 368.3 336.1 44.5 45.4 46.3 47.0 60 40 20 400 300 200 100 0 2015 2016 2017 2018 0 2015 2016 2017 2018 Source: IDC Worldwide Black Book 2016, Version 3, Source: IDC Worldwide Black Book 2016, Version 3, Nov. 2016 Nov. 2016 Market position IT SERVICES MARKET SHARE IN JAPAN IN 2015 (REVENUE BASIS) IMPLEMENTATION SERVICES MARKET SHARE IN JAPAN IN 2015 (REVENUE BASIS) Others 54.6% Fujitsu 13.0% Company A 9.0% Company B 8.4% Company C 8.4% Company D 6.6% Fujitsu 14.5% Company A 13.1% Company B 12.6% Company C 9.8% Others 44.5% Company D 5.5% Source: Gartner, “Market Share: IT Services, 2015,” Source: Gartner, “Market Share: IT Services, 2015,” April 6, 2016 April 6, 2016 * Chart created by Fujitsu based on Gartner data. * Chart created by Fujitsu based on Gartner data. 28 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION EMEIA The Americas Oceania The IT market in EMEIA recorded strong growth The IT market in the Americas witnessed robust The IT market in Oceania expanded a sharp of 5.9% year on year in 2015. From 2015 to growth of 4.7% year on year in 2015. Solid 12.1% year on year in 2015. Growth is forecast 2018, the market is projected to see modest expansion is projected to continue at a CAGR of to continue from 2015 to 2018, at a modest growth at a CAGR of 2.0%. While tough condi- 3.8% for the period from 2015 to 2018. The IT pace, with a CAGR of 0.9%. The IT services tions are expected for PC, server, and other market in North America is the world’s largest market is expected to see sustained strong gradually contracting hardware markets, and most mature—and one of its most fiercely growth amid expanding demand for big data steady expansion is projected for the IT services competitive. In addition to major ICT vendors analysis and cyber security and the advance of market. With the increasingly prevalent view and enterprises specializing in niche fields digital business models across all industries, that the advance of ICT, particularly in devel- and specific regions, the market has in recent supported by increasing uptake of cloud, AI, oped economies, will spur renewed growth, years seen the entry of India-based vendors. mobile, and other technologies. The hardware expectations are for such fields as IoT, security, Hardware markets as a whole, including those market, particularly for PCs and servers, is cloud services, and big data to be utilized even for PCs and servers, are becoming increasingly projected to continue to contract. more proactively. challenging and are expected to continue to contract over the coming several years. The IT services market, however, is projected to expand steadily amid growing demand for security services against the backdrop of advancing digitization and the shift to software as a service (SaaS) and other cloud services. IT MARKET FORECAST FOR EMEIA (Billions of US dollars) IT MARKET FORECAST FOR THE AMERICAS (Billions of US dollars) IT MARKET FORECAST FOR OCEANIA (Billions of US dollars) 649.9 666.1 676.0 688.7 800 600 400 200 897.8 931.3 863.1 965.3 1,200 900 600 300 44.5 44.8 45.2 45.8 60 40 20 0 2015 2016 2017 2018 0 2015 2016 2017 2018 0 2015 2016 2017 2018 Source: IDC Worldwide Black Book 2016, Version 3, Source: IDC Worldwide Black Book 2016, Version 3, Source: IDC Worldwide Black Book 2016, Version 3, Nov. 2016 Nov. 2016 Nov. 2016 WESTERN EUROPE IT OUTSOURCING MARKET SHARE IN 2015 (REVENUE BASIS) NEXT-GENERATION METRO WDM MARKET SHARE IN NORTH AMERICA IN 2015 (REVENUE BASIS) IT SERVICES MARKET SHARE IN OCEANIA IN 2015 (REVENUE BASIS) Company C 3.7% Company B 5.9% Company A 9.0% Others 65.4% Company D 3.6% Company E 3.5% Company F 3.4% Company G 3.0% Fujitsu 2.5% Others 18.9% Company C 11.0% Company A 29.0% Company C 4.2% Company B 4.8% Company A 7.0% Others 67.8% Company B 19.7% Fujitsu 21.4% Company D 3.0% Company E 2.8% Company F 2.7% Company G 2.7% Company H 2.6% Fujitsu 2.5% Source: Gartner, “Market Share: IT Services, 2015,” Source: Ovum, “Market Share Spreadsheet & Analysis: Source: Gartner, ”WW IT Services market data by regions April 6, 2016 * Chart created by Fujitsu based on Gartner data. 2Q16 Global ON,” August 2016 & countries CY2015,” April 2016 * Chart created by Fujitsu based on Gartner data. 29 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES JAPAN PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION Review of Operations by Region Since fiscal 2015, as part of business model transformation efforts, we commenced restructuring of the hardware business, reorganized the man- ufacturing structure of the network business, and established PC and mobile phone businesses as wholly owned subsidiaries. Further, with cloud services showing signs of further expansion, the Fujitsu Group has begun marketing the FUJITSU Digital Business Platform MetaArc. Based on this cloud plat- form, we will offer the latest technologies and services. At the same time, we will promote FUJITSU Knowledge Integration, which creates new value by connecting diverse knowledge developed through business with customers. Hiroyuki Ono Head of Japan Sales In charge of Asia Region Overview of Operations in Fiscal 2015 Priority Tasks in Fiscal 2016 Revenue was essentially unchanged year on year, edging down 0.1%, to ¥3,366.5 billion. In Japan, the systems inte- gration (SI) business performed well in the financial and public sectors centered on large-scale projects, and the out- sourcing business grew. Meanwhile, the network business recorded a year-on-year decline in revenues due to curbed capital investment among customers. Furthermore, PC and mobile phone shipments were stagnant, and sales declined. Operating profit deteriorated ¥32.1 billion year on year, to ¥202.8 billion. This significant year-on-year decrease was attributable to a worsening of profit accompanying lower revenues in the network business and costs arising from busi- ness reorganization in Japan, which offset the favorable perfor- mance of the SI business. Other negative factors included expenses incurred as a result of countermeasures for defective mobile phones and expenses that stemmed from establishing wholly owned PC and mobile phone businesses. The network business built a more efficient manufacturing system by consolidating domestic manufacturing from five bases into four. Also, establishing wholly owned PC and mobile phone businesses has in effect shifted them to a structure in which they are able to expedite decision making and quickly adapt to market changes, which enables them to respond to a challenging competitive environment. 3,396.2 3,306.4 3,465.1 3,370.4 3,366.5 REVENUE (Billions of yen) 4,000 3,000 2,000 1,000 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) We are entrenching the domestic ICT business, which is performing favorably at present, with a view to further heightening the efficiency and profitability of the conventional system construction business. We are offering solutions that utilize big data and taking concrete measures aimed at realizing FUJITSU Knowledge Integration. For example, we are advancing links among ser- vices in specific industries, with a focus on such areas as FinTech (financial technology) in finance and omni-channel initiatives in the distribution field. We are offering MetaArc as a platform to support big data utiliza- tion and streamlining in the system construction business. We are providing a variety of applications and high-performance comput- ing power as cloud services. We are accelerating business development in fields and industries where the use of ICT has yet to advance through such initiatives as the “Akisai” cloud for the food and agricultural industries. Also, we are expanding into markets with a view to linking different industries through the Internet of Things (IoT). To advance the above-mentioned measures, the Global Services Integration Business has reinforced its capabilities. On November 1, 2016, we conducted absorption-type mergers of three major systems engineering subsidiaries in Japan: Fujitsu Systems East Limited, Fujitsu Systems West Limited, and Fujitsu Mission Critical Systems Limited. The Global Services Integration Business will continue bolstering its capabilities in stages through to March 31, 2018. OPERATING PROFIT/OPERATING PROFIT MARGIN (Billions of yen) 250 200 150 100 50 0 235.0 177.8 178.4 183.1 7.0 5.2 5.4 5.3 202.8 6.0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (%) 10.0 8.0 6.0 4.0 2.0 0.0 (Years ended March 31) Note: Including intersegment sales (Years ended March 31) Operating profit (left) Operating profit margin (right) 30 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Initiatives and Outlook for the “My Number” System In January 2016, Japan launched the Social Security and Tax Number System, commonly known as the “My Number” sys- tem, as a new type of social infrastructure. Under this system each resident of Japan and legal entity, such as companies and government offices, receives a number. This enables confirmation that information on an individual or legal entity held by multiple agencies refers to the same individual or legal entity. Primarily, the system will be used in the areas of social security, tax, and disaster countermeasures to improve the convenience of administrative procedures for the public and increase the efficiency of administrative management. Government offices and municipal authorities are expected to conduct most of their investment related to the My Number system between fiscal 2014 and fiscal 2016. A portal allowing residents in Japan to view information associated with their numbers, “My Portal,” is scheduled to come online in July 2017. Currently, the establishment of networks among government agencies, municipal authorities, and medical insurers is pro- ceeding at fever pitch. Furthermore, investment in ICT to pro- tect personal information is rising. For example, public bodies, primarily municipal authorities, are preparing supplementary budgets to strengthen security. In addition, efforts are intensi- fying to realize the “One-Stop Child-Rearing Service,” which will allow users to make applications to municipal authorities related to child rearing online through My Portal, as well as the “My Key Platform,” which will enable the use of My Number cards as cards for using public facilities or as point cards for stores. Meanwhile, the private sector is continuing to see initial system investment to collect, register, and manage employ- ees’ numbers and integrate them with data in existing human resource and payroll systems. In particular, use of the numbers is likely to increase in the medical and financial fields. For example, plans call for the use of a “Medical ID” from fiscal 2018. By applying My Number-linked personal numbers to medical, health, and nursing care information, this system promises to greatly improve the efficiency of medical administrative work. As for the financial field, linking personal assets to individuals’ My Number promises to advance accurate assessment and taxation of personal income. Moreover, My Number usage is expected to encompass all financial transactions, including not only banks but also insurance companies and securities companies. Also, the use of My Number cards and smartphones for personal authenti- cation in Internet banking is being reviewed. Services incor- porating the My Number system are expected to expand in an array of industries. With the planned introduction of a unified format and online applications for tax legal records that incorporate My Number in January 2017, demand for the renewal of payroll-accounting systems is expected to increase among general companies. Given that the My Number system is to become an impor- tant part of Japan’s social infrastructure, the Fujitsu Group will leverage its abundant expertise in system construction and advanced security technology to provide ICT that supports the expanded use of My Number. Fujitsu’s Studies of Private Use of My Number Employee number management Payment and accounting systems Support for reducing tax rates (invoices) SI business Outsourcing BPO Safety management measures Continual monitoring Business consulting Consumer devices Private use of My Number Usage of the individual number card IC Card solutions Biometric authentication PCs Iris smartphones Security Individual authentication technology Anonymization and encryption Network services Secure network FENICS Terminals and devices Information kiosks Business PCs 31 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION Review of Operations by Region ASIA In Asia, we have defined the businesses of each base to reflect the differ- ing market conditions in respective countries and regions, such as their cultures and degrees of economic development, and painstakingly adjusted businesses to match the needs of each customer. Further, we aim to leverage growth in Asia to expand our global business. At present, we are advancing the coordination of businesses in Japan and Asia based on the One Asia framework established in October 2015. In addition to a specialized sales structure based on the expertise in industries and operations that it has developed in Japan over many years, the Group is strengthening systems engineering capabilities and introduc- ing its solutions and delivery expertise to Asia, where local businesses are utilizing these advantages. Through these efforts, we aim to remain a partner that is able to provide optimal, high-quality solutions to the diverse issues and needs of governments and companies across Asia. Toshio Hirose Head of Asia Region Overview of Operations in Fiscal 2015 Priority Tasks in Fiscal 2016 With greater attention to the local conditions of each country, we are precisely selecting and focusing with a view to further business expansion and to securing a position for the Fujitsu brand. Also, in the strategic fields identified for each country, we aim for high growth by taking maximum advantage of the One Asia framework. We are reinforcing the existing mainstay platform business further. At the same time, we will change businesses qualita- tively by forming specialized teams and investing to establish support centers that cater to fields promising rapid growth in Asia, such as the IoT, big data, security, and digital innovation. Revenue rose 8.6% year on year, to ¥466.3 billion, mainly resulting from infrastructure services. Due to higher rev- enue, operating profit increased ¥2.0 billion year on year, to ¥9.5 billion. In South Korea, the solutions business grew in the distribu- tion, financial, and healthcare fields, which are areas of strength for the Group. For example, we introduced a vein- based authentication solution to Shinhan Bank, a major local bank. In Singapore, we are strengthening our alliance with Singapore’s Agency for Science, Technology and Research (A*STAR) in the high performance computing field. In March 2016, we provided a supercomputer for Singapore’s National Supercomputing Centre, the country’s first such facility. As for Vietnam, in addition to existing business with Japanese companies, we received major orders for platforms from local entities thanks to active marketing focused on government agencies and major local companies, including Sacombank and other large financial institutions. REVENUE (Billions of yen) 500 400 300 200 100 0 420.9 429.4 466.3 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) OPERATING PROFIT/OPERATING PROFIT MARGIN (Billions of yen) 10.0 7.5 5.0 2.5 0 9.5 2.0 7.4 1.7 5.0 1.2 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (%) 4.0 3.0 2.0 1.0 0.0 (Years ended March 31) (Years ended March 31) Note: Due to regional realignment in fiscal 2013, data is for three fiscal years. Operating profit (left) Operating profit margin (right) Note: Due to regional realignment in fiscal 2013, data is for three fiscal years. 32 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Expansion of Businesses in Asia through the One Asia Framework The purpose of the One Asia framework is to expand business in Asia’s growing markets by strengthening coordina- tion among the Fujitsu Group’s businesses in Japan and Asia. In October 2015, we unified the sales structure of Japan and Asia and established a dedicated systems engineering organization for Asian businesses. By taking maximum advantage of rich expertise in specific industries and robust delivery capabilities developed in Japan, we aim to ensure the realization of business opportunities, expand businesses, and reinforce the Fujitsu brand in Asia. We will leverage the innovative projects launched via the One Asia framework in rolling out new products and services in countries throughout Asia. At the same time, we will leverage our leading-edge technology to expand new innova- tion businesses. The following are examples of such initiatives under the One Asia framework. Example 1 Example 2 Fujitsu Installs Singapore’s National Supercomputer—Testimony to Our Comprehensive Strengths The Government of Singapore aims to become the world’s first “Smart Nation” by making maximum use of ICT to create an efficient and technologically advanced lifestyle infrastruc- ture within which people can live in ease and comfort. Fujitsu is collaborating with Singapore’s Agency for Science, Technology and Research (A*STAR) and Singapore Management University on a research project using big data to address challenges that highly urbanized cities frequently face, with a view to realizing the “Smart Nation” concept. In June 2015, we won the contract to supply the city-state’s first national petascale supercomputer system, marking the culmination of a long- standing relationship with the Singapore government while realizing the fruits of our Group-wide activities. Delivery was completed successfully in fiscal 2015, as our teams across Asia and Japan worked together applying extensive experience and technological know-how in supercomputers nurtured over many years. Winning this contract for Southeast Asia’s largest supercomputer both raised our profile and expanded our business in Asia. Establishment of a Smart Factory in China through Use of Japan’s Leading-Edge IoT Technology In accordance with the Chinese government’s “Made in China 2025” strategic framework, which aims to heighten the technological sophistication of China’s manufacturing, the Fujitsu Group is advancing a Smart Manufacturing Project with a major state-owned company in China, INESA (Group) Co., Ltd. As part of this project, we are converting a plant of INESA Display Materials Co., Ltd., into a smart factory. This company belongs to the INESA Group and manufactures color filters for liquid crystal displays. Specifically, we have used our sensors, network technologies, a dashboard solu- tion, and a big data analysis platform to build a system that visualizes the plant’s operational status. The project is in the vanguard of global smart factory initiatives, and we secured the business deal thanks to the concerted efforts of a team comprising Japanese and Chinese personnel. Aiming to help realize the “Made in China 2025” strategic framework, we will provide other Chinese companies with a standardized approach that we have established based on this system, thereby contributing to the advancement of China’s manufacturing industry and society. Singapore’s National Supercomputing Centre The “Intelligent Dashboard” visualizing the operational status of the production lines of the entire factory 33 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES EUROPE, THE MIDDLE EAST, INDIA, AND AFRICA (EMEIA) PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION Review of Operations by Region Since fiscal 2015, as part of our business model transformation, we have been streamlining the product business’s sites in Europe and increasing the pace of transition toward services. In tandem with these efforts, in fiscal 2016 we switched from management based on sub-regions to man- agement organized around business types and began operations under a new sales and delivery system. The aims of these changes are to heighten customer satisfaction and increase our presence in the European market. Duncan Tait Head of EMEIA Region Overview of Operations in Fiscal 2015 Priority Tasks in Fiscal 2016 Revenue decreased 2.6% year on year, to ¥963.5 billion. In Under the new sales and delivery system organized around the UK, there was a lull in major business deals, while PC unit sales were down at European bases. Operating loss was ¥1.5 billion, compared with the previous fiscal year’s operating profit of ¥24.4 billion. Factors affecting earnings were expenses arising from changes to the overall sales and delivery system in EMEIA; business model transfor- mation expenses of ¥21.7 billion incurred as a result of strengthening the cost-competitiveness of the product busi- ness; and an increase in US dollar-denominated component procurement costs centered on PCs, which accompanied the euro’s depreciation. We switched from management based on sub-regions to management organized around business types. This entailed integrating the operations of four sub-regions and realigning them based on sales, services, and platforms. Through such changes, we aim to raise the efficiency of departments with common areas, improve our ability to cater to customers, and heighten customer satisfaction. Moreover, we aim to increase our presence in the European market. business types rather than regions, we are pursuing business deals with companies strategically selected from among Europe’s top 100 companies and stepping up sales activities dedicated to handling large business deals. In this way, we aim to secure multiregional business deals in which we can bring to bear our global delivery capabilities. As part of the global rollout of the MetaArc platform, launched in Japan in September 2015, we began providing the platform in the UK, Finland, Germany, and Spain. By providing high- value-added solutions that leverage the MetaArc platform, we will establish an unshakable standing as a partner that sup- ports the digital innovation of customers in Europe. In Europe, there is concern about the effect of the UK’s with- drawal from the European Union. Such negative effects as a loss of investor confidence are possible. On the other hand, potentially positive impacts include contract renewals aimed at ensuring the stability of existing projects as well as oppor- tunities for new projects focused on efficiency enhancement. Therefore, we will continue to monitor developments carefully. REVENUE (Billions of yen) 1,000 817.5 785.2 944.7 989.2 963.5 800 600 400 200 0 OPERATING PROFIT (LOSS)/OPERATING PROFIT (LOSS) MARGIN (Billions of yen) 40 20 0 27.0 2.9 24.4 2.5 –0.0 –0.0 –2.5 –19.2 –0.2 –1.5 (%) 10.0 5.0 0.0 –5.0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) –20 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Years ended March 31) Note: Including intersegment sales (Years ended March 31) Operating profit (loss) (left) Operating profit (loss) margin (right) 34 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION Initiatives Aimed at Transitioning toward Services in EMEIA EMEIA comprise the core region of the Fujitsu Group’s over- seas business and account for 29,000 employees* and revenue of approximately ¥1 trillion. In recent years, Fujitsu Technology Solutions GmbH, previously Fujitsu Siemens Computers (Holding) B.V., has led efforts centered on conti- nental Europe to raise the proportion of service businesses in the Group’s business portfolio and enhance profitability. In particular, a sudden weakening of the euro versus the US dollar in the second half of fiscal 2014 dealt a blow to our PC and x86 server businesses in Europe. Consequently, establishing a business structure that mitigates exchange rate volatility has become a pressing task. With this in mind, we have been strengthening our capabilities and extending our customer base through mergers and acquisitions. Also, in the context of current Group-wide business model trans- formation efforts, we are taking steps to improve the profit- ability of the EMEIA business as a priority task. Fiscal 2015 saw the implementation of the first phase of these efforts. In Germany, we decided to close an x86 server development base in Paderborn and increased the efficiency of a manufacturing and distribution base in Augsburg. From fiscal 2016, to advance digital transformation in service businesses, we will take measures to strengthen human resources. More specifically, we will change over to the skill- sets needed to realize such transformation by increasing the number of personnel assigned to new roles while scaling back the number in conventional roles. These new roles will be assigned primarily to personnel who have skillsets suited to service businesses based on digital technology, which is becoming mainstream, and to offshore personnel in a Group-wide drive to expand and improve the capabilities of Global Delivery Centers. In this way, we will steadily transi- tion toward services and enhance profitability not only by strengthening sales activities but also through measures focused on personnel and their capabilities. * As of March 31, 2016 Fujitsu Forum 2016, held in Munich in November 2016 History of Structural Reforms and M&As in Europe 1990 Fujitsu takes 80% stake in UK-based International Computers Limited (ICL). 1998 ICL becomes wholly owned subsidiary. 1999 Fujitsu and Germany’s Siemens establish joint venture, Fujitsu Siemens Computers (Holding) B.V. 2002 ICL is renamed Fujitsu Services Holdings PLC. 2006 Fujitsu and Germany’s SAP AG announce expansion of global partnership in services area. 2007 Fujitsu Services acquires Swedish IT services company Mandator AB. 2009 Fujitsu obtains shares of Fujitsu Siemens Computers from Siemens, converts the former into wholly owned subsidiary, and establishes Fujitsu Technology Solutions GmbH. 2013 Fujitsu acquires France-based cloud service provider RunMyProcess SAS. 2014 Fujitsu Services acquires American IT services company GlobeRanger Corp. 2015 Fujitsu Services acquires British IT services company Applied Card Technologies Ltd. Fujitsu acquires France-based UShareSoft, SAS, to strengthen the cloud business. 35 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PART 2 EVOLUTION OF THE GLOBAL MATRIX ORGANIZATION Review of Operations by Region THE AMERICAS In fiscal 2015, we revised our business strategy in the Americas. Specifically, we are working to increase the proportion of business appli- cation services relative to managed infrastructure services, which manage customers’ ICT assets at datacenters. To make our businesses more profit- able, we will strengthen and expand such high-value-added business application services as consulting services, Hybrid IT, and Software as a Service. Duncan Tait Head of the Americas Region Overview of Operations in Fiscal 2015 Priority Tasks in Fiscal 2016 Revenue increased 4.2% year on year, to ¥421.9 billion. Growth in sales of audio and navigation systems and the effect of exchange rates, among other factors, more than compensated for customers’ restrained investment in optical transmission systems. Operating loss was ¥1.3 billion, compared with the previous fiscal year’s operating profit of ¥4.8 billion. This decline reflected the recognition of business model transformation expenses of ¥9.6 billion due to impairment losses for facili- ties related to managed infrastructure services businesses, such as datacenters in the United States, and expenses arising from the closure of network equipment develop- ment bases. In January 2016, Duncan Tait, a director who is also the head of EMEIA, became the head of the Americas Region and revised medium- to long-term business strategies. In North America, we will standardize and heighten the efficiency of conventional managed infrastructure services, which manage customers’ ICT assets at datacenters. In conjunction with these efforts, we will shift the emphasis toward business application services, focusing on more profitable areas such as consulting and cloud services. REVENUE (Billions of yen) 500 400 300 200 100 0 386.0 404.7 421.9 277.5 273.7 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Years ended March 31) Note: Including intersegment sales 36 In North America’s digital services field, we are strengthen- ing measures for quickly identifying the needs of corporate customers and rapidly providing leading-edge digital ICT in the manner most compatible with each customer’s busi- ness. As in Japan, we have established a Digital Services Business division, which prepares strategies, develops per- sonnel, enables personnel exchanges, and plans solutions to strengthen and expand the digital services business. As for Latin America, we are strengthening our ability to cater to customers from Japan and other countries that are developing businesses in the region as part of their global- ization efforts. We are accelerating business development in Latin America centered on Brazil, and in recent years, we have opened branches in Argentina, Chile, and Colombia. We are constructing a Fujitsu Cloud environment in Brazil and increasing provision of the cloud-based services that we have been promoting. Although the existing market for the communications busi- ness in North America has leveled off, datacenter-related traffic and communications demand are up. We are expand- ing the business with a focus on 1FINITY, a new disaggre- gated platform that enables flexible responses to increased traffic between datacenters, and Virtuora, a virtualization solution for wide area networks. OPERATING PROFIT (LOSS)/OPERATING PROFIT (LOSS) MARGIN (Billions of yen) 9 6 3 0 0.4 0.2 –3 2012 (Years ended March 31) 7.5 2.0 4.8 1.2 –0.9 –2.3 2013 2014 (IFRS) 2015 (IFRS) –0.3 –1.3 2016 (IFRS) Operating profit (loss) (left) Operating profit (loss) margin (right) (%) 6.0 4.0 2.0 0.0 –2.0 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATION OCEANIA In this region, our business development efforts focus on Australia and New Zealand. In managed infrastructure services, which are the core of our businesses, we provide high-quality services with outstanding reliabil- ity and safety through multiple datacenters. These include two data- centers that we are currently upgrading to Tier 4 with a view to enhancing quality even further. In recent years, advances in digital technology have supported the emergence of new business models across a range of indus- tries. Aiming to offer “connected services,” the Fujitsu Group will support customers’ businesses by increasing business development efforts in rela- Mike Foster Head of Oceania Region tion to big data, analytics, and other areas of the digital services field. Overview of Operations in Fiscal 2015 Priority Tasks in Fiscal 2016 Revenue decreased 8.3% year on year, to ¥103.9 billion. Due to factors including lower revenues from managed infrastructure services, operating profit declined ¥0.4 bil- lion year on year, to ¥2.6 billion. However, excluding the effect of exchange rates, our major base in Oceania, Fujitsu Australia Limited, achieved a year-on-year rise in revenues and posted operating profit that was approximately unchanged from the previous fiscal year. Business conditions in Oceania have become challenging in recent years, mainly due to fiercer competition stemming from the emergence of vendors from India. In response, we have strengthened competitiveness and increased the speed of our responses to markets. For example, we have stepped up customer-focused efforts, visualized costs and efficiency, and consolidated capabilities. Business deals for governments progressed favorably cen- tered on the introduction of enterprise resource planning and application maintenance. Further, we actively offered customers engaged in strengthening their security the asset management solutions of US-based GlobeRanger Corp., which has competence in radio frequency identifica- tion technology and joined the Fujitsu Group in 2014. One of our main strategies is to strengthen current capabili- ties. For example, we are upgrading datacenters to Tier 4 and raising the basic level of service management. At the same time, we are actively switching over resources from local personnel to offshore personnel. The above-mentioned efforts will enhance service quality and strengthen cost-competitiveness. With our sights set on expansion of businesses in the digi- tal solutions field, we are strengthening efforts—including personnel hiring and development—aimed at establishing our position as a leading ICT vendor in such fields as mobil- ity, security, cloud, and data analysis. Specifically, we are expanding our customer base by offering solutions to gov- ernment agencies and companies in a wide array of indus- tries. For example, we are offering the asset management solutions of GlobeRanger as well as Platform-as-a-Service solutions that use the RunMyProcess platform, which enables the construction of systems combining various cloud and on-premise services. Also, we are proceeding with field trials of “SPATIOWL,” a cloud service that provides new value by using large volumes of location data collected from diverse sources. Other efforts to extend our service menu will include actively exploring mergers with and acquisitions of companies that have unique technology or solutions. REVENUE (Billions of yen) 120 80 40 0 113.7 113.3 103.9 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) OPERATING PROFIT/OPERATING PROFIT MARGIN (Billions of yen) 3.0 3 2 1 0 2.7 2.6 2.5 0.3 0.3 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Years ended March 31) (Years ended March 31) Note: Due to regional realignment in fiscal 2013, data is for three fiscal years. Operating profit (left) Operating profit margin (right) Note: Due to regional realignment in fiscal 2013, data is for three fiscal years. (%) 3.0 2.0 1.0 0.0 37 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES Managing Capital to Accelerate Growth Strategies To continuously create corporate value, it is vital for companies to manage not only financial capital but also non-financial capital, such as personnel, R&D, IT, and manufacturing facilities. In other words, companies today face a strategic challenge of generating innovation by efficiently combining their various types of capital. As global society and digital society evolve, business conditions that surround Fujitsu in the information and communication technology (ICT) field are forever changing. Therefore, it is critical to receive feedback from a wide range of stakeholders and tackle numerous emerging issues in a timely manner. We at Fujitsu are working toward business transformation, constantly listening to and accepting external views so as to achieve both continuous corporate growth and a sustainable society. This section introduces an overview of the Company’s initiatives. 38 Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES 39 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CSR AT THE FUJITSU GROUP CSR AT THE FUJITSU GROUP CSR at Fujitsu is practiced by implementing the Fujitsu Way. In all its business activities, in applying the Fujitsu Way in light of the expectations and needs of multiple stakeholders, the Fujitsu Group contributes to the sustainable development of society and the planet. Our CSR initiatives focus on the five challenges below. In addressing these challenges, we demonstrate a commitment to responsible business operations as a global ICT company. Fujitsu Group CSR Policy Contributing to the sustainable development of society and the planet Addressing Society’s Challenges through Corporate Activities Priority 1 Providing Opportunities and Security through ICT Protecting the Global Environment Fujitsu will contribute to the creation of a society where IT connects and supports the world’s seven billion people, providing them with security and opportunities to pursue their dreams. Fujitsu will contribute to the resolution of global environ- mental challenges through ICT, while at the same time reducing the Fujitsu Group’s own environmental footprint. Communicating and Collaborating with Stakeholders As a good corporate citizen, Fujitsu will pursue a thorough understanding of the multiple needs and expectations of its stakeholders and pursue business activities to meet them. Priority 2 Priority 5 Strengthening the Foundation of CSR Activities Embracing Diversity and Inclusion Developing Human Resources for Their Contribution to Society and the Planet Priority 3 Fujitsu will promote diversity in its human resources, irrespective of nationality, gender, age, or disability, to enable individuals to grow with the Company. Fujitsu will lead the way in cultivating employees who, from a global perspective, are pioneers in contributing to the advancement of society. Priority 4 Systems for Promoting CSR Initiatives Strengthening Our Global CSR Governance Structure The Fujitsu Group is advancing CSR activities that transcend regional boundaries through top-down and bottom-up approaches. To advance global CSR activities and promote them in-house, the heads of four global regions exchange opinions and discuss regional issues at CSR Board Meetings. Representatives from each region and leaders at each office implement the CSR Board Meeting’s policies and measures. Meanwhile, the CSR Global Community encourages related departments to collaborate in the advancement of CSR measures focused on specific issues and enables the sharing of best practices. Advancing CSR Activities Based on ISO 26000 Since fiscal 2012, we have conducted an annual CSR survey at Group companies worldwide based on the ISO 26000 interna- tional standard for social responsibility. Focusing on the issues identified through these surveys, from fiscal 2016 we are setting improvement targets and action plans and, at the same time, have scheduled the introduction of a CSR management system to support the implementation of such measures. By providing on-site support for the activities of Group companies and encour- aging lively discussions between the Company and Group compa- nies, the Group will strengthen overall governance and enhance the quality of business management. Revising CSR Policy Priorities In light of changes in international society and business condi- tions, we have undertaken a revision of the “Five Priority Issues” of the CSR Policy that we established in 2012, in accordance with the below steps. Currently at Step 3, we plan to decide on new priorities in fiscal 2017. Step 1 Analyze international norms and external conditions • Prepare a list of candidate items of material importance Establish 34 items in light of Sustainable Development Goals (SDGs), the ISO 26000 standard, and various guidelines • Undertake mapping based on degrees of social and in-house importance Conduct questionnaire targeting business unit heads and above to select priorities from among the 34 items Step 2 Hold dialogues with stakeholders • Exchange opinions with multiple stakeholders, including CSR experts, customers, and employees Step 3 Select priorities Step 4 Select key performance indicators (KPIs) 40 Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES Global Measures for Human Rights Measures for Sustainable Development Goals Our Approach to Human Rights We believe respect for human rights is indispensable to a global company’s fulfillment of CSR. To advance human rights measures, the Group has established the below statement and principles. Working in partnership with many different stakeholders, we will meet responsibilities in relation to human rights. • Fujitsu Group Human Rights Statement • Fujitsu Guiding Principles of Respect for Human Rights in Employment For the complete text, please visit the following website: http://www.fujitsu.com/global/about/csr/vision/hrapproach/ Building a Human Rights Due Diligence Scheme We are establishing a Human Rights Due Diligence Scheme, which identifies the effect on human rights of business activities throughout the value chain and prevents or mitigates any nega- tive effects. This is particularly evident in procurement as we have updated procurement-related documents and made them appli- cable to the entire Group, conducted a written survey of suppliers’ measures for human rights and other aspects of CSR, and per- formed on-site audits of overseas suppliers’ implementation of CSR measures. We will continue consulting with external experts in and outside of Japan to identify potential human rights issues in our business activities. At the same time, we will take concrete measures based on global collaboration. EPN06019 デザイン A（英語・米州）：ｗ594×ｈ420 Inculcating the Fujitsu Group Human Rights Statement To coincide with Human Rights Day on December 10, we created “business and human rights” posters and displayed them at approximately 230 locations in Japan and overseas. Further, we heightened each employee’s awareness of human rights issues by developing and conducting a “business and human rights” e-learning program for Group employees worldwide. Towards respect for all people There is no border in social responsibility. Fujitsu Group is aiming to develop a future where everyone is respected throughout our value chain. 1. Respect internationally recognized human rights such as Universal Declaration of Human Rights. 2. Evaluate business impact on human rights and take actions to prevent and remediate problems. 3. Address ICT related issues such as data security and privacy. 4. Continuous awareness-raising efforts to embed attitude of respecting human rights. Human Rights Contact ・Cheryl Miller, Vice President, Head of Human Resources, Fujitsu Americas, Inc. (Email:Cheryl.miller@us.fujitsu.com, Tel: +1(214)429-3152) Fujitsu Group Human Rights Statement 人権ポスター.indd 1 2015/11/13 16:05:44 In addition, we hold workshops mainly for senior managers at the major bases of overseas Group companies. Drawing on the expertise of Shift, a US nonprofit organization focused on human rights in business, the workshops further understanding of companies’ responsibilities in relation to human rights and allow participants to discuss human rights issues that the Fujitsu Group faces. Incorporating Sustainable Development Goals Companies are expected to play a role in realizing the Sustainable Development Goals (SDGs) that the UN Sustainable Development Summit adopted in 2015. The Fujitsu Group is proactively aligning its SDGs with sustainable growth, integrating the SDG philosophy into management and moving forward on measures across the employee hierarchy to ensure that its business contributes to the achievement of SDGs. Also, from an outside-in perspective that takes into account international society’s expectations, the Fujitsu Group will continue seeking ways to benefit society. Measures across the Employee Hierarchy SDG workshops (fiscal 2015) Held mainly for business division heads to increase under- standing of SDGs and encourage discussions about issues in the advancement of business activities Roundtable discussions with CSR experts (fiscal 2016) Invited CSR experts to participate in three separate roundtable discussions with business division heads, executives, and the president and directors, which were themed on contributions to sustainable development and continuing corporate growth (For summaries of the roundtable discussions, please visit the following website: http://www.fujitsu.com/global/about/csr/activities/society/dialog/ For a summary of the roundtable discussion in which the president participated, please see pages 42–43.) Business seminars themed on social issues and SDGs (fiscal 2016) Conducted business seminars themed on social issues and business development for general employees Held webinars for employees conducted by external experts and held joint workshops with the World Business Council for Sustainable Development For details on workshops, please visit the following website: http://www.fujitsu.com/jp/group/fri/en/resources/ events/2016/160714.html 41 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES STAKEHOLDER DIALOGUE STAKEHOLDER DIALOGUE Enhancing Business Management through Dialogue with Outside Experts Contributing to Sustainable Development and Continuing Corporate Growth Aiming to reflect the opinions of diverse stakeholders in business management, the Fujitsu Group regularly invites outside experts to participate in dialogues with its senior management team. Recently, we hosted a lively discussion about how best to use technology to contribute to sustainable development and ensure the Company’s continued growth. Dr. Yuichi Ono Ms. Makiko Eda Ms. Kaoru Nemoto Mr. Tatsuya Tanaka Mr. Norihiko Taniguchi Mr. Mitsuya Yasui Mr. Shigeaki Honjo Experts Fujitsu After the dialogue Experts Innovate to Reach Sustainable Development Goals Sustainable Development Goals (SDGs)*1 represent a “master plan” for driving the world forward through to 2030. In other words, they will become a “common language” for the world. There is a strong affinity between the “leaving no one behind” ideal that underpins the SDGs and the Fujitsu Group’s vision of realizing a Human Centric Intelligent Society. As part of efforts to realize its “do no harm” principle when providing aid on the ground, the United Nations is taking measures to solve issues through innovation that takes advantage of the latest technology, such as drones, biometric-authentication, and FinTech,*2 and enables efforts on a larger scale. I hope to see the Fujitsu Group’s technologies playing useful roles worldwide. Ms. Kaoru Nemoto Director United Nations Information Centre Continue Taking on Reform Aimed at Sustaining Business Growth Disruptive innovation in digital society is creating new business models and having a worldwide effect. Business managers must respond rapidly to such worldwide change to sustain business growth. The integration of social values and technology will be a major theme. We will work with the Fujitsu Group in the information and communication technology (ICT) field to examine ways in which we can contribute to the happiness of more people through further development and beneficial exploitation of technology. Ms. Makiko Eda President, Intel K.K. (Japan) Vice President, Sales and Marketing Group, Intel Corporation Dr. Yuichi Ono Assistant Director and Professor, International Research Institute of Disaster Science (IRIDeS), Tohoku University 42 Use ICT to Help People Make Optimal Decisions To create new ways of thinking that are unfettered by conventional wisdom, it is necessary to establish a diverse base and undertake globally creative disruption. Also, focusing on large-scale partnerships with the United Nations and other international organizations will enable the creation of business models that affect society. In the disaster field, in which I specialize, and other fields, situations often become irremediable due to an inability to use information effectively. I look forward to the emergence of ICT that helps people make optimal decisions in a variety of situations. Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES Fujitsu Adopt External Viewpoints to Spur Reform The essence of corporate social responsibility lies in transforming management and businesses in light of the Earth’s finite resources and the need for sustainability. As a corporate group operating technology-based busi- nesses, the Fujitsu Group has made focusing on people and contributing to their happiness and wellbeing a major premise of its businesses. Today’s discussion reaffirmed that for continuous growth it is vitally important to examine basic premises in light of outside viewpoints and reform business management flexibly without being bound to existing methods. In today’s world, ICT is indispensable in daily life. A single ICT application can advance or hinder humanity’s development significantly. Regarding the role we should play in achieving such common global targets as the SDGs, we will adopt an outside-in approach to transforming our activities. Through an unending cycle of reform, whereby we inform stakeholders about our priorities and seek feedback, we aim to keep growing as a corporate group that meets society’s expectations. We intend to actively collaborate for and support global innovation. Aim to Build Systems from a Global Perspective Fujitsu Group engineers who build or ensure the stable operation of system infrastructure that underpins cus- tomers’ businesses have a strong commitment and sense of mission in relation to supporting Japan and the world. We actively secure and foster such personnel. However, in the performance of their duties, our personnel have few opportunities to incorporate measures that address global problems. We will adopt a more global viewpoint by raising the percentage of non-Japanese personnel in divisions. At the same time, we will focus efforts on creating businesses that address social issues through knowledge integration. Ensure the Group’s Sustainability through Governance I think that governance is an important component of the Group’s sustainability. Currently, we are strengthening governance by increasing the diversity of our directors and setting basic governance policies. In addition, we focus constantly on the missions and ethics of managers and the contribution to society of our businesses. In particular, our external directors have a well-developed awareness of such global issues as SDGs. In con- sultation with external directors, I want to examine the measures we can take to meet the expectations of external stakeholders, including the participants in today’s discussion. Adopt a Global Viewpoint As the Fujitsu Group’s think tank, the institute considers how to reflect external opinions in the Group’s busi- nesses. To receive feedback, we need to proactively release more information. Therefore, we are inviting exter- nal stakeholders, including those from overseas, to events aimed at disseminating such information. By approaching issues from a global viewpoint, we can identify where the technology of Japan and the Fujitsu Group can be useful. To avoid only having in-house discussions that tend to lack variety, I want to com- municate with external stakeholders to incorporate new viewpoints. Tatsuya Tanaka Representative Director and President Norihiko Taniguchi Director and Corporate Executive Officer, SEVP, Head of Global Services Integration Business Mitsuya Yasui Corporate Executive Officer, EVP, Head of Legal, Compliance & IP Unit Shigeaki Honjo President and Representative Director Fujitsu Research Institute Through the dialogue, we reaffirmed the major role that Human Centric ICT should fulfill and the importance of approaching issues from a global viewpoint. In light of the opinions expressed, we will increase the scale of value creation centered on technological innovation so that we can contribute to sustain- able development globally. For details on the dialogue, please visit the Fujitsu Group’s website (“About Fujitsu,” “Corporate Responsibility,” “With Our Stakeholders,” ”Stakeholder Dialogue”). http://www.fujitsu.com/global/about/csr/activities/society/dialog/ *1 The United Nations General Assembly unanimously adopted the SDGs in September 2015. There are 17 SDGs, which comprise 169 targets relating to people, the Earth, and nutrition. International society is tasked with reaching these goals by 2030. *2 This term was coined through a combination of the words “financial” and “technology.” FinTech refers to the use of smart devices and big data technology to eliminate inefficiencies in existing financial services and provide innovative financial services. For details on the Fujitsu Group’s initiatives in this area, please see “Social and Relationship Capital” on page 47. 43 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES SIX TYPES OF CAPITAL SIX TYPES OF CAPITAL 1. Human Capital—Building Diverse, Global Foundations to Drive Digital Transformation— Employees are the Fujitsu Group’s most important type of capital. As digital transformation progresses, the creativity and collaboration of employees are essential to create innovative services that leverage artificial intelligence (AI), robotics, and other leading-edge information and communication technology (ICT) and develop new business models. We are employee- centric in designing organizations, HR strategies, and policies because employees are the source of Fujitsu’s growth. Organizational Strategies for Developing Digital Businesses Globally Workforce Composition As of March 31, 2016, the Fujitsu Group had 156,515 employees worldwide. On a non-consolidated basis, we had 24,112 employees, with an average age of 43.3 years. 16% of employees were female. In fiscal 2016, we have hired approximately 500 new graduates. For details about the global matrix organiza- Global HR Infrastructure to Organize the Best Group Structure With a view to further evolving the global matrix organization and expanding global business, we have established global HR infrastructure that enables formation of the structure best suited to global business changes and deployment of the right people to organizations. ( tion, please see “Evolution of the Global Matrix Organization” from pages 24–27.) Specifically, we are introducing FUJITSU Leveling to evaluate jobs based on a common methodology; Fujitsu Leadership Competencies to define common competencies expected of all of our managers; Fujitsu Role Framework to provide standardized job descriptions; and a skill framework to provide standardized definitions of the skill requirements. All of these data are stored and managed in a single global HR Information System. Global HR Infrastructure g n i l e v e L U S T I J U F Fujitsu Leadership Competencies Fujitsu Role Framework Skills Framework Global HR Information System HR Strategies Aimed at Driving Digital Transformation In the Group-Wide Talent Strategy Committee, the Fujitsu Group’s senior executives discuss talent management and development strategies which underpin business achievement. Meanwhile, Business-Group Talent Management Committees discuss specific talent development priorities based on their business needs. Based on these strategies, we identify high performing and high potential individuals and provide developmental opportunities such as challenging assignments, assessment, coaching, mentoring, and training aimed at fostering leaders who are able to lead the Fujitsu Group’s transformation across the globe in the digital era. “Technology Evangelists” Who Promote the Latest Technologies In an increasingly advanced information society, influential “evangelists” who can promulgate content on the latest technolo- gies play a critical role in raising the profile of the Fujitsu Group’s vision and services. With this in mind, we are fostering technology evangelists, well-versed in technological trends and customer needs, who are able to build strong relationships with govern- ment agencies and industry bodies and heighten the Fujitsu Group’s market standing. Technical Specialists Underpinning the Development of Digital Businesses Systems engineers are a crucial part of the Group’s human capital as they are essential for the growth of digital services and integra- tion services. To support them in developing skills and a career path, we have introduced and operate a Career Framework which conforms with IT industry skill standards, such as Information Technology Skill Standards and Skills Framework for the Information Age. As our business models evolve, we continue to renew the Career Framework to design the best career path for specialists. In recent years, we have been focusing on fostering next-generation system engineers who are capable of offering customers not only our existing mission-critical systems but also new, advanced systems—known as systems of engagement (SoE)— which integrate with social media and Internet of Things (IoT) devices and utilize big data analytics. 44 Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES Diversity Essential for Digital Innovation In keeping with its Diversity-Driven Innovation goal, the Fujitsu Group is promoting diversity and inclusion as a global management strategy. Since establishing the Diversity Promotion Office within Fujitsu Limited in 2008, the Company has been advancing initiatives aimed at improving employee growth, job satisfaction, and engagement, and improving corporate competitiveness and growth. In 2015, we received special certification—known as Platinum Kurumin certification—as a company that supports child rearing, from the Ministry of Health, Labour and Welfare. In the same year, our initiatives to empower women resulted in designation as a Nadeshiko Brand by the Ministry of Economy, Trade and Industry and the Tokyo Stock Exchange. In 2016, we were recog- nized as an Eruboshi (level three) company, pursuant to the Act to Advance Women’s Success in Their Working Life, from the Minister of Health, Labour and Welfare. Also, Fujitsu Limited received a gold award as a company satisfying all of the bench- marks of Japan’s first evaluation index for the initiatives of com- panies and other organizations regarding lesbian, gay, bisexual, and transgender individuals—the Pride Index—which was estab- lished by a private organization, called work with Pride. The Nadeshiko Brand logo Going Forward Our primary management stance on human capital is to set out the Fujitsu Group’s vision, code of conduct, business goals, and key performance indicators; increase transparency and engage- ment through dialogue between managers and employees; and build commitments and iterate improvements. We will continue to advance our corporate culture to promote innovation, while looking ahead to how humans and technology can generate the highest value and also to the future of relation- ships between employees and companies, as people’s work values and priorities change. Further, in response to intensifying security threats from cyber attacks that undermine companies’ businesses, we are committed to increasing our security specialists through our Security Meister Certification System. We recognize and certify highly skilled security engineers who can protect customers’ system development and operations as Security Meisters, and by the end of fiscal 2017, we plan to foster more than 2,000. Our Group already possesses many outstanding Security Meisters, who are influential in the global community of security technology experts and who have earned commendations from industry bodies. In this way, we are continuing to hone our security technology and provide even higher-quality services. Security Meister Certification System High Master • Counters sophisticated threats • Analyzes global developments Expert • Uses specialized skills to provide security services Field • Ensures on-site quality • Responds to issues appropriately Senior Security Coordinator Computer Wizard Penetration Tester Secure NW Coordinator Security Product Expert Security Incident Handler System Security Engineer Creation of the Best Working Environment for Our Employees Workstyle Innovation As lifestyles and values diversify, we have taken advantage of technology to develop a Telework System, which allows employees to work anywhere and at any time, so that all employees can find work rewarding and fully demonstrate their creativity. We believe it is our important corporate responsibility to provide a secure working environment for employees with child-rearing or nursing- care commitments. 45 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES SIX TYPES OF CAPITAL 2. Intellectual Capital With the rapid progress of digital innovation, intellectual capital is becoming more important than ever as a factor in establishing competitive superiority among a host of different companies and realizing Human Centric Innovation. The Fujitsu Group is moving forward with the development of leading-edge technology and the creation of new businesses and services while increasing and improving intellectual capital that underpins business activities, such as knowledge and expertise. Intellectual Property Creation and Accumulation Intellectual properties created through R&D are a source of long- term corporate competitiveness and an important management resource. The Fujitsu Group has established an R&D system cen- tered on Fujitsu Laboratories Ltd., which has nine R&D bases in Japan, the United States, China, and Europe. Through the inte- grated management of the intellectual properties these bases produce, we are able to exploit intellectual properties in the regions that need them. Our R&D strategy entails conducting leading-edge research based on medium- to long-term perspectives and insights into future market and industry trends and developing technology in step with business strategies. Currently, we are concentrating on the creation of intellectual properties for the business portfolio that business model transformation will produce. Specifically, we have set out the “hyper-connected cloud” as an overarching technologi- cal concept for future digital business platforms. Based on this concept, we are researching technology and developing practical applications that will form the hub of digital businesses in a world where many different things are interconnected, including cloud systems, IoT, next-generation ICT infrastructure, high-speed large-capacity networks, AI, and security. Among intellectual properties, R&D-generated patents are important for establishing technological superiority and strength- ening competitiveness. We not only file new ideas as patents but also use patents to develop new businesses. For example, we encourage co-creation to establish new markets and partici- pate in standardization initiatives. Ensuring competitiveness Promoting co-creation in core areas Cross licensing Standardization Relinquishing patents Technological alliances Patent enforcement Open source Accumulation of Intellectual Capital for Co-Creation Digital innovation means enabling customers to grow by digitiz- ing their competitive advantages. Moreover, it entails the realiza- tion of co-creation that links these advantages with those of other stakeholders. Based on the “hyper-connected cloud,” Fujitsu Laboratories is pursuing R&D focused on technology that accumu- lates new knowledge resulting from the use of big data analysis or machine learning as the intellectual capital of customers. Another focus of our R&D efforts is technology for co-creation that incorporates the intellectual capital of other stakeholders. The Fujitsu Group will provide business platforms that enable the Group to use its own intellectual capital as well as to accumulate and use customers’ competitive advantages as intellectual capital. Granted Patents in Japan in 2015 Granted Patents in the US in 2015 1 TOYOTA MOTOR CORPORATION 2 Canon Inc. 3 Mitsubishi Electric Corporation 4 TOSHIBA CORPORATION 5 Panasonic Corporation 6 FUJITSU LIMITED 7 Seiko Epson Corporation 8 Ricoh Company, Ltd. 9 FUJIFILM Corporation 10 Honda Motor Co., Ltd. 11 DENSO CORPORATION 12 NEC Corporation 13 Dai Nippon Printing Co., Ltd. 14 Hitachi, Ltd. 15 Sharp Corporation 16 KYOCERA Corporation 17 Sony Corporation 18 JFE Steel Corporation 19 Fuji Xerox Co., Ltd. 20 NISSAN MOTOR CO., LTD. 4,122 3,728 3,344 2,626 2,570 2,348 2,211 2,064 1,881 1,790 1,735 1,579 1,310 1,309 1,193 1,191 1,122 1,111 906 842 Note: Based on patent publication date, total count of all applicants (excluding group companies of each company) Source: Fujitsu survey based on Japan Patent Office data (number of issued patents) 1 IBM Corporation 2 Samsung Electronics Co., Ltd. 3 Canon Inc. 4 QUALCOMM Incorporated 5 Google Inc. 6 TOSHIBA CORPORATION 7 Sony Corporation 8 LG Electronics, Inc. 9 Intel Corporation 10 Microsoft Corporation 11 Apple Inc. 12 Samsung Display Co., Ltd. 13 Taiwan Semiconductor Manufacturing Company Limited 14 General Electric Company 15 Ricoh Company, Ltd. 16 Seiko Epson Corporation 17 TOYOTA MOTOR CORPORATION 18 Panasonic Corporation 19 FUJITSU LIMITED 20 Telefonaktiebolaget LM Ericsson 7,355 5,072 4,134 2,900 2,835 2,627 2,455 2,242 2,048 1,956 1,938 1,838 1,774 1,757 1,627 1,620 1,581 1,474 1,467 1,407 Note: Based on patent publication date, total count of all applicants Source: IFI CLAIMS Patent Services data 46 Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES 3. Social and Relationship Capital The world’s fifth-largest and Japan’s largest IT services corporate group, the Fujitsu Group provides services to approxi- mately 170,000 corporate customers. US magazine FORTUNE has chosen Fujitsu as one of the “world’s most admired companies” for four consecutive years. Our extensive customer base and solid reputation are attributable to the relation- ships of trust with diverse stakeholders that outstanding technological capabilities have enabled us to build. We view this trust as social and relationship capital. Furthermore, we are strengthening this trust through the construction of digital ecosystems and open innovation that links us with stakeholders. Open Innovation Advancement and Digital Ecosystem Formation Increasingly, parties inside and outside the Group are pooling ideas and technology to exploit ICT or take on the development and provision of new services. Open innovation means combin- ing our human and technological resources with those of other companies or research institutes to create innovative services and new value. The Fujitsu Group advances open innovation through collaborations with customers, government agencies, and aca- demic research institutes; the formation of consortia with industry peers; and the hosting of ideathons and hackathons*1 that include companies from other industries. With a view to collaboration with venture companies in Japan and around the world, we established the MetaArc Venture Community in March 2016. This community provides four support programs for venture companies aiming to establish digital inno- vation businesses. The Fujitsu Group will use the achievements of open innovation with community members to form digital ecosystems that create new value. Tasked with spreading digital ecosystems for financial ser- vices, the Financial Innovation For Japan consortium is an example of open innovation in the FinTech*2 field. Aiming to create innovative services in the FinTech field, the consortium comprises more than 250 companies, including Japanese finan- cial institutions, major system integrators, other IT services companies, and FinTech companies. As the consortium host, the Fujitsu Group organizes general meetings to provide venues for its presentations and opportunities for exchanges among par- ticipating companies. The Fujitsu Group is also expanding the use of digital ecosys- tems in research to proceed with R&D that would be challenging to tackle independently. For example, Fujitsu Laboratories is conducting more than 100 joint research projects with govern- ment agencies and academic research institutes, and is building digital ecosystems for R&D in Singapore’s transport field and in Europe’s smart house and healthcare fields. *1 These terms were coined through a combination of the words “idea” and “marathon” and “hack” and “marathon.” Ideathons and hackathons are events held based on certain rules and with the aim of creating new ideas or software. *2 This term was coined through a combination of the words “financial” and “technology.” FinTech refers to the use of smart devices and big data technology to eliminate inefficiencies in existing financial services and provide innovative financial services. Development environment Matching MetaArc Venture Community FUJITSU Funding Sales promotion Financial institutions FinTech companies Insurance Credit Banking Securities Leasing FIFJ Venue for matching financial institutions and FinTech companies Company A Company D Fujitsu Company F Company G Company B Company E Company C Support programs of the MetaArc Venture Community Consortium comprising FinTech companies and approximately 100 financial institutions Developing and providing a common service platform enabled by a digital business platform and other technology 47 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES SIX TYPES OF CAPITAL 4. Manufacturing Capital The use of cloud systems and the spread of the IoT are likely to cause a tremendous surge in the types and volume of data exchanged through networks. Processing this data calls for the establishment of physical facilities with capabilities befitting a new era. Therefore, the Fujitsu Group is operating approximately 120 datacenters worldwide, expanding and improving Global Delivery Centers (GDCs), and continuing to invest in infrastructure that is its manufacturing capital as an ICT company. Cloud Era Datacenters In April 2016, we opened a new facility at our Tatebayashi Datacenter. Boasting a total floor area of 39,000 square meters and 4,000 racks, the new building will become the core facility of the “FUJITSU Digital Business Platform MetaArc.” The facility offers a network platform with the flexibility to meet user needs in the cloud era. Consequently, we expect the facility to help customers realize digital innovation in their businesses. We also expect it to be used by cloud service providers. Furthermore, the new facility has state-of-the-art environmen- tal performance and security, and meets Japan’s highest energy efficiency standards by incorporating the latest air-conditioning equipment and optimizing operating and ICT equipment environ- ments. Also, robust defenses against external disasters and attacks make the facility a datacenter that “never stops.” In addi- tion to having a seismically isolated structure and multiple power sources, the datacenter includes features that prevent hacking and incorrect operation. Moreover, we conduct vulnerability diagnoses and monitor access. In conjunction with the establishment of leading-edge data- centers, the Fujitsu Group is investing in the renewal of existing datacenters to enable cloud and IoT services and increase opera- tional efficiency. Global Delivery Centers Offshore and nearshore GDCs are a key part of the Fujitsu Group’s growth strategy, which is focused on expanding its global business. GDCs at eight locations worldwide provide customers around the world with high-quality services 24 hours a day, 365 days a year. The centers’ activities include developing, managing, and operating applications; operating helpdesks in more than 30 languages, and remotely managing customers’ IT infrastructure. In sales efforts for global projects spanning multiple regions, our GDCs are a major selling point of the advantages we offer. Currently, we are expanding our GDC network and capacity. As of the end of September 2015, the number of GDC personnel stood at 6,700, and we plan to raise this number to 18,000 in fiscal 2017. Expanding the centers will heighten the cost effi- ciency and speed of the service business and increase the scale and profitability of the global business. ( about GDCs, please see pages 26–27.) For more information Datacenter Numbers and GDC Locations Sweden 2 Finland 2 Denmark 2 UK 9 Netherlands 1 Germany 5 Spain 1 Portugal Poland India Russia China 3 Japan 70 Korea 1 Philippines Hong Kong 1 Vietnam 1 Malaysia Canada 4 USA 4 Costa Rica Brazil 1 Thailand 1 South Africa 2 Singapore 3 Australia 6 Countries with datacenters (Figures in boxes are the numbers of datacenters.) Countries with GDCs Countries with datacenters and GDCs 48 Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES 5. Natural Capital The Fujitsu Group contributes to curbing the effect of society’s use of fossil fuels and mineral resources on natural capital and to developing sustainably. Every three years we prepare and implement an environmental action plan aimed at reducing the environmental impacts resulting from our business activities. In April 2016, we launched the Fujitsu Group Environmental Action Plan (Stage VIII). Under this plan, we are contributing to the sustainability of customers and society by providing ICT services and energy-saving products. Also, we are reducing greenhouse gas emissions across our value chain with the realiza- tion of zero emissions as a long-term goal. Environmental Impact Reduction through Leveraging ICT We leverage our ICT and expertise in environmental activities to help increase customers’ business management efficiency and contribute to the sustainability of the environment. One example of such efforts is our development of the FUJITSU Environment Dashboard as an environmental solution. At the head offices of corporate customers, we build a system that aggregates and visualizes in real time multiple bases’ power usage volumes and progress toward energy-saving targets. This system is helping customers reduce power consumption significantly and lower their environmental impact. Garnering an impressive reputation at home and abroad, our solution received a commendation in the Professional Concept category of Germany’s iF DESIGN AWARD 2015, one of the world’s most respected design awards. Material Balance Fujitsu depicts the overall image of its environmental impacts using numbers in order to engage in business activities with the environment in mind. Manageable scope of the Fujitsu Group Within the scope of the Fujitsu Group’s impact A Raw materials INPUT B Energy, raw materials, water, chemical substances C D Energy Energy Reuse/ Recycling I Used products Suppliers Fujitsu Customers Transport Transport Collection Design▶Procurement▶ Manufacturing/ Development OUTPUT E CO₂ F GHG, waste, water, chemical substances G CO₂ H CO₂ Fiscal 2015 Key Performance INPUT A/B Design/Procurement/ OUTPUT E/F Design/Procurement/ Manufacturing/Development Manufacturing/Development The FUJITSU Environment Dashboard screen Sustainable Use of Natural Capital The Fujitsu Group is reducing greenhouse gas emissions across its value chain while quantitatively analyzing emissions of waste, water, and chemicals from operating bases with a view to lower- ing environmental impact. In particular, we view energy saving at datacenters—which underpin our businesses—as an important goal. Accordingly, we are focusing on achieving the ambitious target of improving datacenters’ power usage effectiveness*1 by at least 8% versus fiscal 2013’s level. *1 This is a measure of datacenter power efficiency. It is the ratio of the total amount of energy used by the datacenter to the amount used by its ICT equipment. Lower values indicate low power usage by non-ICT equipment, indicating a power-efficient datacenter. Raw Materials Metal Plastic Others Chemical Substances*2 VOCs PRTR Water Water usage Energy Total Purchased electricity Heavy oil, kerosene, etc. LPG, LNG Natural gas, city gas District heating and cooling C Distribution/Sales Energy Fuel (light oil, gasoline, etc.) D Usage Energy Electricity I Collection/Reuse/Recycling Resources recycling rate Amount processed 1.3 ktons 9.7 ktons 18 ktons 9 ktons 15 ktons Raw Materials CO2 emissions Chemical Substances*2 VOCs PRTR Atmospheric Release Total GHG emissions CO2 GHG other than CO2 (PFC, HFC, SF6, others) NOx SOx 1,680 GWh Water Discharge 15.83 Mm3 18.37 PJ 8,590 kL Wastewater discharges 3,454 tons 29.92 Mm3 BOD COD 42 TJ Waste Amount of waste generated Thermal recycling volume 1.50 PJ Material recycling volume Disposal volume G Distribution/Sales Atmospheric Release CO2 H Usage Atmospheric Release CO2 7,898 GWh (77.64 PJ) 94.5% 5,203 tons 630 ktons-CO2 212 tons 10 tons 876 ktons 786 ktons-CO2 90 ktons 103 tons 108 tons 14.08 Mm3 397 tons 160 tons 20.7 ktons 4.6 ktons 14.9 ktons 1.1 ktons 100 ktons-CO2 4,410 ktons-CO2 *2 Substances that qualify as both a PRTR targeted chemical and a VOC are included under “VOCs” only. 49 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES SIX TYPES OF CAPITAL 6. Financial Capital: CFO Message To realize our vision of the company that Fujitsu needs to be in 30 years’ time, we aim to fully transform ourselves between now and 2020, as well as to achieve sustainable growth and raise medium- to long-term corporate value. Hidehiro Tsukano Director and Corporate Executive Officer, CFO Business Model Transformation Roadmap Fujitsu is now tackling business model transformation on a level unprecedented in its 80-year history. We were spurred into action by an awareness that we must be a step ahead of structural change in the ICT industry if we are to achieve sustainable corpo- rate value creation. The reforms we are implementing now are fundamentally different from short-term measures that work to improve profitability. We are determined to see them through in order to consistently achieve an operating profit margin of at least 10%. As of October 2016, we have entered the execution stage of our “business structure transformation” and “growth strategy transformation” based on our Management Direction. We expect to advance to the “assessment” stage by around the middle of fiscal 2017 and to the “optimization” stage—involving reinforce- ment and adjustment measures—in fiscal 2019. By the end of fiscal 2020, we expect to have in place a business model that drives growth by providing connected services as One Fujitsu. This is our scenario for realizing maximum benefits from such unprecedented reforms to our business model. Business Structure Transformation and Reallocation of Human Resources We are promoting business model transformation from two perspectives: business structure transformation and growth strategy transformation. With business structure transformation, we are concentrating our management resources on the Technology Solutions busi- ness, while with other operations we are moving forward on establishing wholly owned subsidiaries and bringing in capital from outside the Group. Businesses we are targeting here are those in which we cannot invest alone, and which are characterized by low or highly volatile profits. As such, even if our revenue shrinks as we concentrate resources in Technology Solutions, we antici- pate only a modest impact in terms of lower operating profit. Growth strategy transformation, meanwhile, aims to reshape the mechanisms that generate profits. The focus here is on rede- ploying human resources according to structural change in ICT services. In fiscal 2016, we plan to reduce the number of conven- tional roles in Europe while assigning more resources to meet expanding demand for digital services, which we expect to drive future growth in the ICT services market. In addition, we are Outline of Business Model Transformation Planning Fiscal 2015 Execution Assessment Fiscal 2016 Fiscal 2017 Fiscal 2018 Optimization Fiscal 2019 Business Structure Transformation Growth Strategy Transformation F i s c a l 2 0 1 5 M a n a g e m e n t D i r e c t i o n Phased Structural Transformation Acceleration of Connected Services F i s c a l 2 0 1 6 P r o g r e s s R e v i e w 50 Focus management resources on Technology Solutions Increase global competitiveness as an ICT services company Fujitsu Group Integrated Report 2016MANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES For more information working to upgrade and expand our network of GDCs, our off- shore development and service bases. ( on GDCs, please refer to pages 26–27.) We anticipate business model transformation expenses in fiscal 2016 to total ¥45 billion, consisting chiefly of around ¥30 billion in digital transformation expenses centering on the above-noted personnel realignments. However, the amounts given here are only rough estimates; it is important that we do not let financial constraints hinder our efforts to drive through business model transformation. Business Model Transformation Expenses and Cost Cutting In tandem with business model transformation, we are pushing ahead with cost reductions on three main fronts. First, we are seeking cost savings through making full use of GDCs. Besides expanding and reinforcing our GDC network, we are promoting its increased utilization through staff training, aiming to reduce costs by a combined total of ¥30 billion over the three years from fiscal 2015. Second, we are targeting cost savings through migrating our internal systems to the K5* service platform. Under the strategic objective of gaining know-how in migrating various systems to the cloud by adopting them first in-house, we are moving about 640 systems operating internally within the Fujitsu Group to the K5 platform. As well as acquiring know-how, we anticipate cost savings of a cumulative ¥35 billion over the five years from fiscal 2015. Third, we are implementing Group-wide cost reduction proj- ects. We expect our ongoing drive to optimize the procurement of parts and materials and enhance cost efficiency to reduce costs by a total of ¥40 billion in the three years from fiscal 2015. We aim to improve profit margins through these three cost reduction measures as we seek to optimize business through our business structure transformation initiatives. Use of Free Cash Flow Free cash flow in fiscal 2015 amounted to ¥88.7 billion, and we project it will remain positive from fiscal 2016 onwards. In addi- tion, we expect to book gains on the sale of shares if business divestitures go through as we hope under our business structure transformation initiatives. We place top priority on reinvesting the cash generated to reinforce human resources and strengthen technologies and businesses, including through mergers and acquisitions (M&As). Another high priority is to use the cash to enhance share- holder returns through dividends. The timing and size of pay- ments is determined with careful attention paid to the progress and timing of business model transformation, including business divestitures and M&As, and the balance of the distribution and effect of funds, for example, strengthening our financial standing by eliminating pension obligations and raising the equity attrib- utable to owners of the parent ratio. Where We Envisage Ourselves in 30 Years Our solid earnings and market share in Japan have prompted some stakeholders to question whether overseas expansion is the shortest path for improving profitability. Some have also sug- gested that it might be better to maintain a certain level of profit- ability at low risk with low growth. We have carefully considered whether taking a defensive stance limited to the Japanese market is really where Fujitsu should be. Our conclusion is, rather, that we should do everything head-on toward realizing a vision of being a globally competitive ICT services company. As I said at the outset, business model transformation is a major project lasting five years in which we are investing a great deal of money. Bearing in mind our vision of where we should be in 30 years’ time, we are aiming to become a more profitable corporate group better positioned to achieve sustainable growth. To that end, we are determined to raise corporate value over the medium to long term by doing our utmost to transform ourselves. * K5 is a new cloud service platform that integrates Fujitsu’s knowledge and know-how in the application and management of systems with open technologies. It aims to improve the development and operational efficiency of customers’ systems. Progress in Cost Reductions Strengthening cost competitiveness through Company-wide projects Fiscal 2015 Management Direction Fiscal 2016 to date ¥30.0 billion reduction (cumulative 3 years) ¥35.0 billion reduction (cumulative 5 years) ¥40.0 billion reduction (cumulative 3 years) ¥10.0 billion ¥1.0 billion ¥25.0 billion Offshore utilization Migration of all internal systems on to K5 Company-wide cost reduction projects 51 Fujitsu Group Integrated Report 2016PROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES PERFORMANCE HIGHLIGHTS PERFORMANCE HIGHLIGHTS Fujitsu Limited and Consolidated Subsidiaries The Fujitsu Group adopted International Financial Reporting Standards (IFRS) in fiscal 2014. Figures for fiscal 2013 are presented based on both Japanese GAAP and IFRS. Fiscal year ended March 31 FINANCIAL DATA Net sales (revenue) Net sales (revenue) outside Japan Percentage of sales outside Japan (%) Operating profit Operating profit margin (%) 2007 2008 2009 2010 2011 2012 2013 2014 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) Yen (millions) Year-on-year change (%) 2016 (IFRS) 2015 (IFRS) ¥5,100,163 ¥5,330,865 ¥4,692,991 ¥4,679,519 ¥4,528,405 ¥4,467,574 ¥4,381,728 ¥4,762,445 ¥4,762,445 ¥4,753,210 1,825,255 1,923,621 1,499,886 1,748,304 1,587,363 1,506,096 1,498,215 1,801,491 1,801,491 1,879,981 35.8 36.1 182,088 204,989 3.6 3.8 32.0 68,772 1.5 37.4 94,373 2.0 35.1 33.7 34.2 37.8 37.8 39.6 132,594 105,304 88,272 142,567 147,275 178,628 2.9 2.4 2.0 3.0 3.1 3.8 Net profit (loss) (profit (loss) attributable to owners of the parent) 102,415 48,107 (112,388) 93,085 55,092 42,707 (79,919) 48,610 113,215 140,024 Cash flows from operating activities Cash flows from investing activities Free cash flow Cash flows from financing activities ¥ 408,765 ¥ 322,072 ¥ 248,098 ¥ 295,389 ¥ 255,534 ¥ 240,010 ¥ 71,010 ¥ 175,532 ¥ 176,502 ¥ 280,149 ¥ 253,092 (151,083) (283,926) (224,611) 1,020 257,682 (234,953) 38,146 62,325 23,487 296,409 (47,894) (405,310) (142,108) (190,830) (161,481) (128,873) (128,938) (200,516) 113,426 49,180 (166,933) (138,966) (90,471) 100,384 46,659 (44,794) 47,564 (46,217) 79,633 (17,327) Inventories ¥ 412,387 ¥ 383,106 ¥ 306,456 ¥ 322,301 ¥ 341,438 ¥ 334,116 ¥ 323,092 ¥ 330,202 ¥ 330,202 ¥ 313,882 ¥ 298,849 Monthly inventory turnover rate (times) 0.93 1.03 0.98 1.04 1.02 1.01 1.00 1.07 1.07 1.11 Total assets 3,943,724 3,821,963 3,221,982 3,228,051 3,024,097 2,945,507 2,920,326 3,079,534 3,105,937 3,271,121 Owners’ equity (equity attributable to owners of the parent) 969,522 948,204 748,941 798,662 821,244 841,039 624,045 573,211 566,515 790,089 Return on equity (%) Owners’ equity ratio (equity attributable to owners of the parent ratio) (%) Return on assets (%) Interest-bearing loans D/E ratio (times) Net D/E ratio (times) R&D expenses Capital expenditure Depreciation Amounts per share of common stock (yen) 10.9 24.6 2.6 5.0 24.8 1.2 (13.2) 23.2 (3.2) 12.0 24.7 2.9 745,817 887,336 883,480 577,443 470,823 381,148 534,967 519,640 560,243 578,492 534,913 –7.5 0.77 0.31 254,095 305,285 202,825 0.94 0.36 258,717 249,063 200,509 1.18 0.47 249,902 167,690 223,975 0.72 0.20 224,951 126,481 164,844 6.8 27.2 1.8 0.57 0.14 5.1 28.6 1.4 0.45 0.14 (11.8) 21.4 (2.7) 0.86 0.40 231,052 121,766 116,565 8.1 18.6 1.6 0.91 0.38 23.2 18.2 3.7 0.99 0.46 20.6 24.2 4.4 0.73 0.27 236,210 130,218 141,698 238,360 140,626 131,577 221,389 122,282 115,180 222,516 122,863 115,929 202,722 140,697 121,207 Net profit (loss) (profit (loss) attributable to owners of the parent) ¥ 49.54 ¥ 23.34 ¥ (54.35) ¥ 45.21 ¥ 26.62 ¥ 20.64 ¥ (38.62) ¥ 23.49 ¥ 54.71 ¥ 67.68 ¥ 41.94 Dividends 6 8 8 8 10 10 5 4 4 8 Owners’ equity (equity attributable to owners of the parent) 469.02 458.31 362.30 386.79 396.81 406.42 301.57 277.03 273.79 381.88 NON-FINANCIAL DATA (ESG INDICATORS) Environmental Trends in total greenhouse gas emissions (whole Group globally) (10,000 tons) 153.0 189.4 166.8 131.3 118.5 109.8 101.4 94.8 94.8 89.7 87.6 –2.3 Social Number of employees 160,977 167,374 165,612 172,438 172,336 173,155 168,733 162,393 162,393 158,846 Percentage of female managers (non-consolidated) (%) 2.2 2.4 2.9 3.1 3.5 3.7 4.0 4.3 4.3 4.6 Governance Percentage of external directors (non-consolidated) (%) 20.0 20.0 20.0 30.0 30.0 36.4 33.3 27.3 27.3 36.4 40.0 –0.3 0.8 –32.5 –38.0 –9.7 11.5 — — –4.8 –1.4 –0.9 –11.3 10.9 –1.2 –38.0 0.0 –0.9 ¥4,739,294 1,894,216 40.0 120,612 2.5 86,763 (164,317) 88,775 (67,741) 1.12 3,226,303 782,782 11.0 24.3 2.7 0.68 0.20 179,895 156,049 119,800 8 378.37 156,515 4.8 Point 1 Operating profit Point 2 Profit attributable to owners of the parent Operating profit declined ¥58.0 billion year on year, to ¥120.6 billion. This decrease was Income from investments accounted for using the equity method, net, rose due to the attributable to the recognition of business model transformation expenses of ¥41.5 billion— transfer of the system LSI device design and development business to an affiliate, as well as comprising ¥32.4 billion for businesses outside Japan, ¥5.1 billion for realignment of the recognition of dilution gain from changes in equity interest accompanying an offering of network products, and ¥3.9 billion for realignment of the Ubiquitous Solutions segment—and shares of an affiliate in China. However, profit before income taxes decreased as a result of an increase in US dollar-denominated component procurement costs at European bases, an increase in net financial expenses due to a net loss on foreign exchange accompanying which accompanied the euro’s depreciation versus the US dollar. rapid appreciation of the yen in fiscal 2014. Profit for the year attributable to owners of the parent declined ¥53.2 billion year on year, to ¥86.7 billion. Point 1 Point 2 Point 3 Point 4 52 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS PERFORMANCE HIGHLIGHTS Fujitsu Limited and Consolidated Subsidiaries The Fujitsu Group adopted International Financial Reporting Standards (IFRS) in fiscal 2014. Figures for fiscal 2013 are presented based on both Japanese GAAP and IFRS. 2007 2008 2009 2010 2011 2012 2013 2014 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) Net profit (loss) (profit (loss) attributable to owners of the parent) 102,415 48,107 (112,388) 93,085 55,092 42,707 (79,919) 48,610 113,215 140,024 ¥5,100,163 ¥5,330,865 ¥4,692,991 ¥4,679,519 ¥4,528,405 ¥4,467,574 ¥4,381,728 ¥4,762,445 ¥4,762,445 ¥4,753,210 1,825,255 1,923,621 1,499,886 1,748,304 1,587,363 1,506,096 1,498,215 1,801,491 1,801,491 1,879,981 35.8 36.1 182,088 204,989 3.6 3.8 32.0 68,772 1.5 37.4 94,373 2.0 35.1 33.7 34.2 37.8 37.8 39.6 132,594 105,304 88,272 142,567 147,275 178,628 2.9 2.4 2.0 3.0 3.1 3.8 ¥4,739,294 1,894,216 40.0 120,612 2.5 86,763 ¥ 408,765 ¥ 322,072 ¥ 248,098 ¥ 295,389 ¥ 255,534 ¥ 240,010 ¥ 71,010 ¥ 175,532 ¥ 176,502 ¥ 280,149 ¥ 253,092 (151,083) (283,926) (224,611) 1,020 257,682 (234,953) 38,146 62,325 23,487 296,409 (47,894) (405,310) (142,108) (190,830) (161,481) (128,873) (128,938) (200,516) 113,426 49,180 (166,933) (138,966) (90,471) 100,384 46,659 (44,794) 47,564 (46,217) 79,633 (17,327) (164,317) 88,775 (67,741) ¥ 412,387 ¥ 383,106 ¥ 306,456 ¥ 322,301 ¥ 341,438 ¥ 334,116 ¥ 323,092 ¥ 330,202 ¥ 330,202 ¥ 313,882 ¥ 298,849 Monthly inventory turnover rate (times) 0.93 1.03 0.98 1.04 1.02 1.01 1.00 1.07 1.07 1.11 3,943,724 3,821,963 3,221,982 3,228,051 3,024,097 2,945,507 2,920,326 3,079,534 3,105,937 3,271,121 Owners’ equity (equity attributable to owners of the parent) 969,522 948,204 748,941 798,662 821,244 841,039 624,045 573,211 566,515 790,089 Owners’ equity ratio (equity attributable to owners of the parent ratio) (%) 6.8 27.2 1.8 5.1 28.6 1.4 (11.8) 21.4 (2.7) 8.1 18.6 1.6 23.2 18.2 3.7 20.6 24.2 4.4 1.12 3,226,303 782,782 11.0 24.3 2.7 2016 (IFRS) 2015 (IFRS) –0.3 0.8 –32.5 –38.0 –9.7 — 11.5 — –4.8 –1.4 –0.9 745,817 887,336 883,480 577,443 470,823 381,148 534,967 519,640 560,243 578,492 534,913 –7.5 Yen (millions) Year-on-year change (%) Net profit (loss) (profit (loss) attributable to owners of the parent) ¥ 49.54 ¥ 23.34 ¥ (54.35) ¥ 45.21 ¥ 26.62 ¥ 20.64 ¥ (38.62) ¥ 23.49 ¥ 54.71 ¥ 67.68 ¥ 41.94 Dividends 6 8 8 8 10 10 5 4 4 8 Owners’ equity (equity attributable to owners of the parent) 469.02 458.31 362.30 386.79 396.81 406.42 301.57 277.03 273.79 381.88 8 378.37 0.57 0.14 236,210 130,218 141,698 0.45 0.14 238,360 140,626 131,577 0.86 0.40 231,052 121,766 116,565 0.91 0.38 221,389 122,282 115,180 0.99 0.46 222,516 122,863 115,929 0.73 0.27 202,722 140,697 121,207 0.68 0.20 179,895 156,049 119,800 –11.3 10.9 –1.2 –38.0 0.0 –0.9 10.9 24.6 2.6 0.77 0.31 5.0 24.8 1.2 0.94 0.36 254,095 305,285 202,825 258,717 249,063 200,509 (13.2) 23.2 (3.2) 1.18 0.47 249,902 167,690 223,975 12.0 24.7 2.9 0.72 0.20 224,951 126,481 164,844 Trends in total greenhouse gas emissions (whole Group globally) (10,000 tons) 153.0 189.4 166.8 131.3 118.5 109.8 101.4 94.8 94.8 89.7 87.6 –2.3 Percentage of female managers (non-consolidated) (%) 2.2 2.4 2.9 3.1 3.5 3.7 4.0 4.3 4.3 4.6 160,977 167,374 165,612 172,438 172,336 173,155 168,733 162,393 162,393 158,846 156,515 4.8 Percentage of external directors (non-consolidated) (%) 20.0 20.0 20.0 30.0 30.0 36.4 33.3 27.3 27.3 36.4 40.0 Fiscal year ended March 31 FINANCIAL DATA Net sales (revenue) Net sales (revenue) outside Japan Percentage of sales outside Japan (%) Operating profit Operating profit margin (%) Cash flows from operating activities Cash flows from investing activities Free cash flow Cash flows from financing activities Inventories Total assets Return on equity (%) Return on assets (%) Interest-bearing loans D/E ratio (times) Net D/E ratio (times) R&D expenses Capital expenditure Depreciation Amounts per share of common stock (yen) NON-FINANCIAL DATA (ESG INDICATORS) Environmental Social Number of employees Governance Point 3 Equity attributable to owners of the parent ratio Point 4 Dividends Other components of equity decreased due to changes in exchange rates and share prices. The decline in earnings in the consolidated business results for fiscal 2015 reflected the However, retained earnings rose as a result of the recognition of profit for the year attribut- recognition of business model transformation expenses, incurred as a result of stepped-up able to owners of the parent. Equity attributable to owners of the parent ratio (owners’ efforts to transform business models. However, we secured a certain level of earnings and, as equity ratio) edged up 0.1 of a percentage point from the previous fiscal year-end, to 24.3%. a result, paid an annual dividend of ¥8 per share, comprising an interim dividend of ¥4 and a year-end dividend of ¥4. 53 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONSPROGRESS IN BUSINESS MODEL TRANSFORMATIONCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES BUSINESS OVERVIEW BUSINESS OVERVIEW Fujitsu delivers total solutions in the field of information and communication technology (ICT). Along with the provision of a broad array of services, our comprehensive business encompasses the development, manufacture, sales, and maintenance of the cutting-edge, high-quality, and high-performance products and electronic devices that make these services possible. REVENUE/BREAKDOWN OF REVENUE* SALES (REVENUE)* BY PRINCIPAL PRODUCTS AND SERVICES Technology Solutions Japan ¥2,052.1 billion (Billions of yen) 4,000 Business description Services Fujitsu provides solutions and system integration for system consulting and construction as well as infrastructure services centered on outsourcing services (complete operations and management of information systems). System Platforms Fujitsu provides system products, such as servers and storage systems that form the backbone of information and commu- nication technology (ICT) systems, and network products, such as mobile-phone base stations, optical transmission systems, and other communications infrastructure. ¥3,283.3 billion 65.7% Overseas ¥1,231.2 billion 3,243.0 3,302.8 3,283.3 2,934.9 2,942.3 2,627.2 2,706.2 1,754.2 3,000 2,371.2 2,387.2 Infrastructure Services 2,000 1,000 563.6 555.1 615.7 596.5 0 2012 2013 2014 (IFRS) 2015 (IFRS) (Years ended March 31) Services System Platforms * Includes intersegment sales 1,010.9 Solutions and System Integration Network Products System Products 256.0 262.0 2016 (IFRS) Ubiquitous Solutions Overseas ¥362.5 billion (Billions of yen) 1,500 Business description Fujitsu manufactures PCs within a made-in-Japan framework, delivering high-quality, high-added-value products including desktop PCs, laptop PCs, water- and dust-resistant tablets, and customization options. With mobile phones, Fujitsu supplies mobile communications carriers with its own mid-range to high spec smartphone and tablet products centering on the Raku-Raku Phone series and the Raku-Raku Smartphone. We supply high-quality and easy-to-use smartphones to Mobile Virtual Network Operators (MVNOs) and various products to corporations that satisfy a wide range of customization needs. For mobilewear, Fujitsu is responding to diverse needs with “Connectivity” Products, among them intuitively operated car navigation systems that connect to mobile phones for a more enjoyable driving experience. Device Solutions Business description The LSI device business and electronic components business comprise Fujitsu’s Device Solutions. In the LSI device business, Fujitsu offers wafer foundry services, LSI device sales, and system memory businesses such as FRAM and FCRAM. In the electronic components business, publicly listed consolidated subsidiaries such as Shinko Electric Industries, Fujitsu Component, and FDK provide semiconductor packages and other electronic components as well as structural components such as batteries, relays, and connectors. ¥1,040.9 billion 20.8% 1,154.2 889.5 1,090.2 822.8 1,125.4 799.3 1,062.8 1,040.9 709.3 651.3 1,000 500 264.7 267.4 326.0 353.5 389.5 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) Japan ¥678.3 billion (Years ended March 31) PCs/Mobile Phones Mobilewear * Includes intersegment sales Overseas ¥314.2 billion ¥603.9 billion 12.1% (Billions of yen) 800 600 400 200 584.7 327.1 540.3 289.6 600.2 321.6 595.6 313.7 603.9 314.6 258.6 252.5 280.2 283.4 290.7 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) Japan ¥289.7 billion (Years ended March 31) LSI Devices Electronic Components * Includes intersegment sales 54 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS OPERATING PROFIT (LOSS)/ OPERATING PROFIT (LOSS) MARGIN FISCAL 2015 HIGHLIGHTS In the Services sub-segment, sales in the system integration business rose supported by expanded investment, particularly in the financial and public sectors. Infrastructure services also did well, particularly in the outsourcing business. In the System Platforms sub-segment, system product sales rose in Japan and overseas amid global growth in x86 servers in tandem with the spread of cloud computing. Overall sales, however, declined owing to fewer large-scale business deals, especially for mainframes. Sales in the network products business also contracted as mobile communications carriers in Japan held down investment. Overseas, sales rose in Asia but fell in the UK amid large-scale business deals coming to an end; sales were also weak in the US. We booked a total of ¥35.9 billion in expenses incurred in the process of implementing business model transformation, comprising ¥19.1 billion in the Services sub-segment and ¥16.7 billion in the System Platforms sub-segment. These included expenses relating to restructuring of the network business in Japan and overseas, to the closure of a base and rationalization in EMEIA, and to the booking of an impairment loss for equipment in North America. Sales of PCs to both the corporate and consumer markets fell as the end of some operating system product support led to a year-on-year decline in replacement demand in the first quarter. In addition, the depreciation of the euro and the yen against the US dollar weighed on profit by pushing up costs for parts. For mobile phones, sales of smartphones both to the consumer and corporate markets rose, but overall sales contracted as unit sales of feature phones declined. Profit was also held down by expenses incurred to deal with a defective mobile phone model. Profit in the mobilewear business rose, supported by higher sales in Europe and the US. We recorded ¥1.6 billion in business model transformation expenses in EMEIA. We also booked ¥3.9 billion to reform and establish the PC and mobile phone businesses into wholly owned subsidiaries with effect from February 1, 2016. Sales of both LSI devices and electronic components rose, on the effect of yen depreciation against the US dollar, particularly in the first half of the fiscal year. In the system LSI devices business, sales were depressed by lower shipments of products for smartphone and PC appli- cations, particularly in the second half of the fiscal year and by the transfer of the system LSI design and development operations to Socionext Inc. with effect from March 2, 2015. (Billions of yen) 250 233.0 222.4 200 171.2 173.9 5.8 5.9 7.2 6.7 150 100 50 186.2 5.7 0 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Years ended March 31) Operating profit (left) Operating profit margin (right) (Billions of yen) 40 20 0 –20 19.9 1.7 9.6 0.9 8.7 0.8 –0.7 –7.6 –2.4 –26.8 –40 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) (Years ended March 31) Operating profit (loss) (left) Operating profit (loss) margin (right) (Billions of yen) 40 20 36.9 6.2 30.3 5.0 11.5 1.9 0 –1.7 –10.1 –2.6 –14.2 (%) 15 12 9 6 3 0 (%) 4 2 0 –2 –4 (%) 10 5 0 –20 2012 2013 2014 (IFRS) 2015 (IFRS) 2016 (IFRS) –5 (Years ended March 31) Operating profit (loss) (left) Operating profit (loss) margin (right) 55 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONSPROGRESS IN BUSINESS MODEL TRANSFORMATIONCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES OPERATIONAL REVIEW AND OUTLOOK Technology Solutions OPERATIONAL REVIEW AND OUTLOOK Technology Solutions Services System Platforms Fujitsu’s Competitive Advantage Fujitsu is supporting the use of information and communica- tion technology (ICT) globally by leveraging to the full its extensive track record across different industries and countries and regions. Through enhancing our connected services we are contributing to customers’ value creation and drive for innovation around the world. Fujitsu’s services business ranks top by market share in Japan and fifth globally. We provide services across a wide range of countries and regions, including Europe, the Americas, Asia, and Oceania. Outsourcing services are a key field for us, where through our worldwide network of about 120 datacenters centered in Japan and Europe, we offer cloud services such as IaaS, PaaS, and SaaS that make operation of customers’ ICT systems easier and help to make their operations greener. We also have an extensive track record in building large-scale and leading-edge systems in a broad spectrum of industries and fields, including manufacturing, distribution, finance, the public sector, communications, healthcare, and education. That record has been underpinned by wide-ranging system engineering resources with leading-edge technological skills to help customers use ICT across countries, regions, and languages. It spans national government-based systems through to those of corporate customers with global bases. Through the use of not only conventional mission-critical systems but also big data, mobile, cloud, IoT, and other new digital technologies, we are enhancing our connected services and contributing to customers’ value creation and business innovation. Market Trends and Opportunities The IT services market is expected to grow globally amid an increasing focus on broadening business opportunities and efficiency through the use of ICT. In Japan, demand for system upgrading is expected to expand in tandem with the introduction of the My Number system. Japan’s IT services market is projected to grow at a CAGR of 1.9% for the period from 2015 to 2018. In the Japanese economy, the outlook for corporate earnings has been clouded by the apprecia- tion of the yen. That, in turn, is expected to make companies cautious on capital investment. At the same time, a growing number of customers are looking to provide new services making use of accumulated data. There has, for example, been swelling demand for building new industry-specific systems, such as those related to FinTech in the financial field and, in the retail sector, omni-channel retailing (a multichannel approach to sales span- ning shopping online through to shopping at brick-and-mortar stores). In addition, the introduction of Japan’s Social Security and Tax Number System, commonly known as the “My Number” system, has prompted moves by the national government, municipalities, and business enterprises to reshape their ICT infrastructure. The use of the My Number system is expected to expand. In line with these developments, IT investment in Japan is expected to continue to grow. The global IT services market is projected to grow at a CAGR of 2.6% from 2015 to 2018, with growth in Asia leading the way. Although the outlook for markets particularly in Europe is unclear owing partly to the decision by the UK to leave the EU, the use of ICT focused particularly on cost cutting is expected to move ahead. Economic growth is projected to continue centering on emerging markets. Against this economic backdrop, IT invest- ment is expected to edge upward in every region. IT SERVICES MARKET SHARE IN JAPAN IN 2015 (REVENUE BASIS) Fujitsu 13.0% Others 54.6% Company A 9.0% Company B 8.4% Company C 8.4% Company D 6.6% GLOBAL IT SERVICES MARKET SHARE IN 2015 IT SERVICES MARKET FORECAST (JAPAN/GLOBAL) (REVENUE BASIS) Company B 3.4% Company A 5.7% Company C 2.8% Company D 2.6% Fujitsu 2.0% Others 83.5% (TOTAL VALUE BASIS) (Billions of US dollars) (Billions of US dollars) 60 45 30 15 800 600 400 200 0 2015 2016 2017 2018 0 Source: Gartner, “Market Share: IT Services 2015,” Source: Gartner, “Market Share: IT Services 2015,” Japan (left) Global (right) April 6, 2016 April 6, 2016 Source: IDC Worldwide Black Book 2016, Version 3, * Chart created by Fujitsu based on Gartner data. * Chart created by Fujitsu based on Gartner data. Nov. 2016 56 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS OPERATIONAL REVIEW AND OUTLOOK Technology Solutions Issues As the IT services market gains momentum, it has become increasingly essential we reinforce our solutions manage- ment and enhance the competitiveness of our products and services. We are looking quickly to shift our business focus from products to services as we strive to improve profit margins globally. With services, we see growing risks of a shortage of system engi- neers to meet the needs of a lively domestic market. In order to preempt this, we aim to make more efficient use of our system engineer resources while also making greater use of offshoring and enhancing the efficiency of system development and con- struction processes themselves. We are also strengthening our staff training with a focus on management capabilities in order to prevent unprofitable projects from the outset. With cloud services, expansion of the market has led to intensifying competition with other companies, necessitating the development and launch of even more competitive products and services. In the overseas business, we need to further shift our emphasis from products to services and rapidly improve profit margins. Priorities common to operations in both Japan and overseas are to quickly establish the next-generation services business model that will supersede the existing one and to achieve strong growth. Initiatives Going Forward We aim to promote business centering on the “FUJITSU Digital Business Platform MetaArc” and to expand into new business sectors in Japan and overseas. From an ICT perspective, we aim to support customers’ efforts to innovate and expand globally. We actively aim to propose not only conventional system con- struction but also the use of new systems to tap into strong IT investment momentum in Japan. In particular, we are focusing on expanding business centering on MetaArc. We will combine the core Systems of Record (SoR), a key Fujitsu strength, with the new Systems of Engagement (SoE) group of services that utilize IoT devices in order to promote businesses that leverage fully the Company’s knowledge and experience to provide connected services and support customers’ innovation. In Japan, the expansion of cloud services is expected to lead to the uptake of ICT in industry sectors and categories where it had not previously penetrated. Fujitsu will optimize system main- tenance and operation costs while supporting new value creation through the provision of its Next Generation Cloud System. Outside Japan, we are working under Fujitsu’s global matrix organization to shift our emphasis from businesses centered on products to service businesses. Based on a common platform of services in Japan and overseas, we offer ICT support to customers with bases overseas as well as to those expanding globally by broadening operations from Japan into other markets. Reformation of Tokyo Stock Exchange’s ‘arrowhead’ stock dealing system Joint trial with Ha Nam Province in Vietnam on agricultural business that utilizes ICT Transforming customer experience and minimizing fraud with a new ticketing platform of Comboios de Portugal 57 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONSPROGRESS IN BUSINESS MODEL TRANSFORMATIONCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES OPERATIONAL REVIEW AND OUTLOOK Technology Solutions Services System Platforms Competitive Advantage Fujitsu supplies an extensive lineup of system products centering on servers around the world, ranking top in server market share in Japan and eighth globally. In optical trans- mission systems, the Company has large market shares in Japan and overseas underpinned by its advanced technolo- gies and highly regarded support capabilities. System Products The system products business centers on servers, where Fujitsu boasts top share in the Japanese market. Globally, we provide a broad product lineup to meet diverse customer needs, including advanced and highly reliable mainframes and UNIX servers that support the mission-critical systems of corporations. These servers are equipped with proprietary CPUs—Fujitsu is one of the few global ICT companies with the technology to manufacture its own proces- sor chips. We also provide x86 servers to support cloud computing and storage system able to hold huge—and ever-increasing— amounts of data. Network Products With network products, Fujitsu holds high market shares in opti- cal transmission systems and mobile-phone base stations used by mobile communications carriers in Japan, backed by its advanced technology and support capabilities. We have also maintained a large market share in the highly competitive North American market for optical transmission systems, where we have benefited from our highly regarded technological capabilities and lengthy track record. We have also taken the lead over other companies in offering solutions that meet new customer needs accompanying the move toward network virtualization as typified by software-defined networking (SDN) and network function virtualization (NFV). Market Trends and Opportunities The global server market is expected to grow supported by market expansion in emerging economies and increasing datacenter demand. In the optical transmission market, we expect to see increased investment in network virtualization and softwarization. System Products The server market in Japan is projected to contract at a CAGR of –7.4% in the period from 2015 to 2018. Demand is expected to slow as growth in the x86 server market turns negative in con- junction with the spread of cloud computing and as the high-end server market sees fewer large-scale business deals. Globally, the server market is forecast to expand at a CAGR of 3.9% from 2015 to 2018 supported by growth in demand for volume-zone servers owing to market expansion in emerging economies and increasing datacenter demand. Network Products Capital expenditure in the optical transmission market has been declining in and outside of Japan as mobile communications carriers shift the focus of their investment from infrastructure to enhancing services. Recently, there has been an increasingly marked trend toward the adoption of disaggregation, whereby a server separates components and resources into subsystems rather than all functions being included within one piece of hardware. In addition, with accelerated moves toward network virtualization and softwarization, investment in 100 Gbps optical transmission, and the integration of optical transmission and packet process- ing, we expect investment to continue to expand over the medium term, though only slight growth is projected for the market as a whole. SERVER MARKET SHARE IN JAPAN IN 2015 OPTICAL FIBER NETWORKING MARKET SHARE FOR NORTH AMERICA IN 2015 (REVENUE BASIS) Others 21.4% Company D 8.5% Company C 9.2% Company B 14.0% Fujitsu 23.9% (REVENUE BASIS) Others 18.8% Company D 10.1% Company A 30.0% Company A 23.0% Company C 11.7% Company B 13.9% Fujitsu 15.5% SERVER MARKET FORECAST (JAPAN/GLOBAL) (TOTAL VALUE BASIS) (Billions of yen) (Billions of US dollars) 600 450 300 150 0 2015 2016 2017 2018 80 60 40 20 0 Source: IDC Japan, “Japan Quarterly Server Tracker Source: Ovum, “Market Share Spreadsheet & Analysis Japan (left) Global (right) CY16Q2,” September 16, 2016 2Q16 Global ON,” August 2016 Sources: IDC Japan, “Japan Quarterly Server Tracker—Forecast,” September 23, 2016, for Japan; IDC, “Worldwide Quarterly Server Forecast, 2016Q2,” for global data 58 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS Issues We need to raise business efficiency and competitiveness in response to the advance of commoditization and the contrac- tion of the server market in Japan. In network systems, we need to quickly shift our emphasis to next-generation busi- nesses applying virtualization technology. Initiatives Going Forward We intend to contribute to the realization of the IoT through infrastructure using MetaArc and in-house products. We aim to accelerate business model transformation globally, develop solutions adapted to network virtualization technologies, and step up the shift toward services. System Products In the server business, the market particularly for low-end models has become increasingly commoditized and price competition has been intensifying. In Japan, the market itself has been con- tracting accompanying the growing use of cloud-based systems and moves toward server concentration. We must seek to boost competitiveness and raise market share by cutting costs and increasing efficiency even as we maintain product quality. Network Products Customers in Japan and overseas have continued to rein in capital expenditure, continuing the trend seen in the previous fiscal year. In the network industry, there has also been an ongoing shift from hardware-based to software-based control. In response, we need to quickly transform our business from a hardware-centric focus to one providing next-generation network systems sought by customers that use virtualization technologies and software control such as SDN and NFV. In doing so, we need to push for- ward with leading-edge and cost-efficient technology development. System Products Servers, storage, and software products provide a vital platform for realizing the IoT. We are supporting infrastructure platforms by providing highly reliable, high-performance services using in-house products incorporated within our MetaArc. Network Products While further reinforcing the development of solutions tailored to the use of SDN and NFV network virtualization technologies, we are shifting our focus toward services and accelerating business model transformation both in Japan and overseas. We also aim to expand business meeting needs associated with growing traffic volume between mobile communications carriers’ networks and datacenters mainly through our new 1FINITY optical transmission system, which uses disaggregation architecture. In the mobile system field, we are stepping up 5G technology development and standardization. PRIMERGY CX2550 M2 2-way multi-node x86 server FUJITSU Storage ETERNUS DX8000 S3 series disk storage system FUJITSU Network 1FINITY series 59 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONSPROGRESS IN BUSINESS MODEL TRANSFORMATIONCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES OPERATIONAL REVIEW AND OUTLOOK Ubiquitous Solutions Ubiquitous Solutions Ubiquitous Solutions Business: Structural Reforms Fujitsu has established its PC and mobile phone businesses as wholly owned subsidiaries. We also plan to change the capital structure of Fujitsu TEN, at the core of our mobile- wear business, and remove it from the scope of Fujitsu Group consolidation. Market Trends and Opportunities Global markets for smartphones and tablets are expected to grow in scale, while markets for PCs are seen contracting in both Japan and overseas. Markets for car navigation systems are projected to grow with the expansion of markets in emerging economies. The market for smartphones, tablets, and PCs combined is projected to see a CAGR of –2.0% in Japan and of 1.5% globally. With PCs, markets are expected to contract both in Japan and globally against a backdrop of demand in industrialized countries turning down off a peak and economic slowing in emerging markets. With tablets, the shift to smartphones with large screens has been siphoning off demand. In Japan, however, demand is expected to continue to expand supported by the Japanese government’s “Vision for ICT in Education” initiative. With smartphones, market growth is expected to continue underpinned by the transition from feature phones to smartphones. Global demand for car navigation systems, meanwhile, is forecast to continue to grow against a backdrop of expansion in emerging markets. With effect from February 1, 2016, Fujitsu transferred its note- book PC and desktop PC businesses to the newly established Fujitsu Client Computing Limited and transferred the mobile phone business to the newly established Fujitsu Connected Technologies Limited through company splits. With the ongoing commoditization of ubiquitous products, mainly of PCs and smartphones, it has become increasingly difficult to achieve differentiation, and competition with emerg- ing global vendors has intensified. In response, Fujitsu decided to restructure these operations in order to clarify management accountability, to enable swift management decisions, and to pursue comprehensive efficiency by creating independent com- panies for the PC and the mobile phone businesses, and to establish an integrated structure covering all aspects of research, development, design, manufacturing, sales, planning, and after-sales services. On September 9, 2016, DENSO CORPORATION, Toyota Motor Corporation, and Fujitsu announced a basic agreement to change the capital structure of Fujitsu TEN, in which Fujitsu currently has an equity stake of 55%. A final agreement is due to be signed before the end of the fiscal year ending March 31, 2017. On October 27, 2016, Fujitsu, Fujitsu Client Computing, and Lenovo Group Limited announced that they have begun exploring a strategic cooperation in the realm of research, development, design, and manufacturing of PCs in the global market. The two companies will continue to work together with a view to creating a successful model to compete in a dynamic global marketplace. PC MARKET SHARE IN JAPAN IN 2015 SMARTPHONE MARKET SHARE IN JAPAN IN 2015 GLOBAL PC, TABLET, AND SMARTPHONE MARKET FORECAST (UNIT BASIS) Company H 1.1% Company G 1.8% Company F 2.0% Company E 2.4% Company D 10.9% Company C 11.9% Company I 0.8% Others 6.6% (UNIT BASIS) Others 10.3% (TOTAL VALUE BASIS) (Billions of US dollars) Company A 27.7% Fujitsu 6.2% Company D 7.1% Company C 9.6% Company A 52.4% 800 600 400 200 Company B 13.4% Fujitsu 21.4% Company B 14.4% 0 2015 2016 2017 2018 Source: Gartner, “Market Share: Final PCs, Ultramobiles and Source: IDC Japan, “Japan Quarterly Mobile Device PC Tablet Smartphone Mobile Phones, All Countries, 3Q16,” November 14, 2016 Tracker 2016Q3” Source: IDC Worldwide Black Book 2016, Version 3, * Chart created by Fujitsu based on Gartner data. Nov. 2016 60 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS Ubiquitous Solutions Issues In the PC business, our business operations need to focus on profitability. With smartphones and mobilewear, we must take the lead in bringing to market competitive products and not let slip new opportunities presented by the emergence of new businesses and technologies. Initiatives Going Forward In the PC business, we are aiming to raise margins by shift- ing our focus to high-value-added products. In the mobile phone business, we are looking to expand market share with mobilewear by unearthing opportunities in both established and new businesses. With PCs, global price competition and contracting markets are making it essential for an independent company to undertake business with a focus on margins while making sustained efforts to cut costs. With mobile phones, established markets have been sluggish and demand for smartphones has slowed but the mar- ket for Mobile Virtual Network Operator (MVNO) devices featuring inexpensive rates has been growing rapidly. In that market, we need to develop appealing new products and ensure their timely supply. With mobilewear, the auto industry is developing new technologies such as automatic driving support systems, and we must respond by developing efficient, highly reliable software. With PCs, we are working to raise profitability by shifting toward high-value-added products through differentiating ourselves from other companies in such areas as security-related products and customized products, which are particular Fujitsu strengths. We are looking to reinforce our tablet business by broadening our product lineup. With mobile phones, we are striving to expand market share on the twin engines of the established smartphone business and new-market businesses, including MVNO and corporate-use devices. The automotive industry is expected to see dramatic change particularly in such areas as the growing use of information led by the increasing spread of networks. Fujitsu, having businesses in both communications/ICT and automotive control fields, will leverage this chance, using business and product transformation to connect people, vehicles, and communities. This, in turn, will con- tribute to realizing a comfortable, mobile, and connected society. ESPRIMO FH90/A3, a large-screen desktop offering outstanding sound and image quality arrows NX F-01J, a smartphone produced for Docomo ECLIPSE AVN-SZX05i, car navigation system 61 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONSPROGRESS IN BUSINESS MODEL TRANSFORMATIONCORPORATE GOVERNANCE / CORPORATE DATAFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES OPERATIONAL REVIEW AND OUTLOOK Device Solutions Device Solutions Fujitsu’s Initiatives Fujitsu’s Device Solutions business comprises the LSI device business and the electronic components business. In the LSI device business, the Fujitsu Semiconductor Group has three core operations: (1) system memory businesses centering on ferroelectric random access memory (FRAM), which has the low-voltage, high-speed read/write endurance and low power con- sumption characteristics ideally suited to an energy-conserving society; (2) wafer foundry services, the first in the world to use ultra-low-power Deeply Depleted Channel (DDC) transistor and gallium nitride (GaN) mass production technologies; and (3) LSI device sales in which solutions and a vast array of electronic device products produced by the Fujitsu Group and other manu- facturers in Japan and overseas are supplied to customers not only in Japan but also across the Americas, Europe, and Asia. In the electronic components business, we anticipate strong growth in demand for high-performance semiconductors in IoT- related and other markets. Publicly listed consolidated subsidiar- ies in the Fujitsu Group, namely Shinko Electric Industries, are leading our efforts to bolster marketing and development capa- bilities and broaden our technological reach as we seek to com- mercialize new products and tap into that demand. Fiscal 2015 Business Results and Outlook In fiscal 2015, revenue in the Device Solutions segment rose by 1.4% year on year to ¥603.9 billion. Despite the impact of trans- ferring the system LSI device design and development business to an affiliated company and weak demand for smartphones and PC applications, yen-denominated sales of both LSI devices and electronic components rose, supported by yen depreciation against the US dollar particularly in the first half of the fiscal year. Operating profit declined ¥6.5 billion year on year to ¥30.3 billion, reflecting partly the transfer of the system LSI device design and development business to an affiliated company. Looking ahead, we expect a harsh operating environment for both the LSI device business and the electronic components business against a backdrop of slowing global economic growth, markets that have hit a peak for such core applications as smart- phones and PCs, and the negative impact of yen appreciation. In these challenging conditions, we are working to dramatically improve customer performance and competitiveness in their product markets by delivering to those customers even higher- quality products and services. Overview of the FSL Group (As of November 2016) Fujitsu DBJ Panasonic UMC 100% FSL 15.9% 84.1% 100% Started operations in December 2014 Started operations in December 2014 • Holding company for the three companies in Aizu. 100% FEI AFSL • Trading company 40% 40% 20% Socionext Started operations in March 2015 • FSL and Panasonic’s system LSI businesses merged and started operations with an investment from the DBJ. • A fabless-type company whose activities include the design and development of system LSI devices. • By focusing its activities in growth areas and growing into a global company, Socionext aims to make an initial public offering in a few years. Tera Probe ON 35% 65% 100% 90% 10% Started operations in January 2016 Aizu Wafer Test AFSP Aizu 150 mm AFSW Started operations in December 2014 Aizu 200 mm AFSM Started operations in December 2014 • Wafer test business transferred from AFSW • Took over the 150 mm wafer production line from FSL and engaged in the foundry business, including gallium-nitride (GaN) power devices. • Took over the 200 mm wafer production line from Fujitsu Semiconductor and engaged in the foundry business. • Received an investment of ¥700 million from ON and concluded a contract to act as the foundry for that company. Producing for ON will ensure stable, long-term production at the plant. Notes FSL: Fujitsu Semiconductor FEI: Fujitsu Electronics AFSL: Aizu Fujitsu Semiconductor AFSM: Aizu Fujitsu Semiconductor Manufacturing AFSW: Aizu Fujitsu Semiconductor Wafer Solution AFSP: Aizu Fujitsu Semiconductor Probe MIFS: Mie Fujitsu Semiconductor DBJ: Development Bank of Japan UMC: United Microelectronics Corporation ON: ON Semiconductor Mie 300 mm MIFS • Took over the 300 mm wafer production line of the Mie Plant from FSL and engaged in the foundry business. • Received an investment of ¥10.0 billion and a license for 40 nm technology from UMC. 62 Fujitsu Group Integrated Report 2016REVIEW OF OPERATIONS CORPORATE GOVERNANCE / CORPORATE DATA ROUNDTABLE DISCUSSION AMONG EXTERNAL DIRECTORS CORPORATE GOVERNANCE ROUNDTABLE DISCUSSION AMONG EXTERNAL DIRECTORS Ongoing Evolution of the Fujitsu Group’s Corporate Governance Atsushi Abe Managing Partner Chiaki Mukai Vice President Miyako Suda Special Advisor Jun Yokota Special Advisor to the Chairman Sangyo Sosei Advisory Inc. Tokyo University of Science The Canon Institute for Global Studies KEIDANREN Based on the philosophy set out in the Fujitsu Way, Fujitsu works tirelessly to improve its corporate governance with a view to medium- to long-term growth and corporate value enhancement. Progressive measures to strengthen corporate governance systems have resulted in the Board of Directors being comprised of at least as many non- executive directors as executive directors and the establishment of an Independent Officers Council, comprising external directors and external Audit & Supervisory Board members. We invited the external directors to discuss the changes in the Board of Directors that have resulted from the improvements to our corporate governance structure. 63 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA CORPORATE GOVERNANCE / CORPORATE DATA ROUNDTABLE DISCUSSION AMONG EXTERNAL DIRECTORS — Since becoming an external director at Fujitsu, have you seen changes in the Board of Directors? If so, how has it changed? Jun Yokota: I was appointed as an external director at the Annual Shareholders’ Meeting held in June 2014, so this is my third year on the Board of Directors. My impression is that the Board’s discussions have changed quite considerably com- pared with those we had when I began attending meetings. Initially, I felt that there was a slight defensiveness in response to external directors’ statements at times. Recently, however, there has been an atmosphere of openness that has encouraged us to speak frankly about anything. Miyako Suda: The seating arrangements at meetings made an impression. Now, non-executive directors and executive directors sit around the table randomly, but three years ago, executive directors sat on one side of the table while non- executive directors sat facing them on the other side. Atsushi Abe: It used to be the case that when external directors questioned something, the responsible officer would explain strenuously that there was no problem concerning the matter being discussed. It was almost as if we had made an accusation against the person. Normally, a board of direc- tors’ meeting should be a place where executive directors and non-executive directors exchange opinions, identify issues, and together find ways of addressing the issues. Boards that operate in this fashion are productive and are able to fully realize their oversight functions. Chiaki Mukai: This is the first time that I have served as a director, so I cannot make comparisons with other companies. However, I feel that meetings of the Board of Directors have changed quite a lot since I began attending them in the sum- mer of 2015. At first, they were a venue for reporting on the progress of business management. Recently, they have become more of a forum for open discussions that include real matters of concern. I think this may be attributable to the beneficial effect of the Independent Officers Council. — What are the functions of the Independent Officers Council? Specifically, what type of changes has the Independent Officers Council encouraged in the Board of Directors? Mukai: As a director, discussing policies from a long-term viewpoint calls for surveying the Fujitsu Group’s whole profile as a corporate group. And, grasping the whole profile requires knowledge. At meetings of the Independent Officers Council, we focus on one or two topics and examine them from many different angles. This makes the meetings very good opportu- nities to acquire knowledge and debate and exchange opin- ions freely. Abe: Partly because Fujitsu’s business field is information and communication technology (ICT), we need to obtain more knowledge, including knowledge about specialized fields. My understanding is that the Company established the Independent Officers Council after external officers expressed a desire to know more about the Fujitsu Group and its busi- nesses. When meetings began in July 2015, the council mainly augmented our knowledge. Now, however, its role as a forum for debate has expanded. Yokota: A problem we all face is that in-depth discussion of any single matter is difficult because the Board of Directors must examine and issue resolutions on an extremely wide range of matters. At the Independent Officers Council, we are able to ask questions and state opinions from a variety of perspectives, and we can ask any question, no matter how basic. This is having a favorable effect on the Board of Directors. Suda: External directors and external Audit & Supervisory Board members are the council’s main members. We select a topic in light of the Board of Directors’ agenda and invite an executive director to participate in a council meeting to pro- vide explanations and exchange opinions with us. Whether we are trying to understand a topic or having a heated discussion, each meeting is exhausting because we truly give everything we have got. For the same reason, I believe we contribute to the efficiency of the Board of Directors. At the Independent Officers Council, we are able to ask questions and state opinions from a variety of perspectives, and we can ask any question, no matter how basic. This is having a favorable effect on the Board of Directors. 64 Fujitsu Group Integrated Report 2016 To heighten corporate value over the medium to long term, the Fujitsu Group needs to consider how to raise the value of all assets, not only business activities and strategies but also personnel and technical expertise. — In addition to the Independent Officers Council, Fujitsu has initiated several measures relating to governance systems and management since June 2015. How do you view such initiatives? Suda: The appointment of Mr. Duncan Tait as the Group’s first non-Japanese director has been a significant change. Listening to his reports and discussing matters directly with him has given me a strong sense that the speed of decision making in other countries is different from that in Japan. Recently, I have told executive directors that postponing deci- sions to allow executive directors to give full explanations on matters is tantamount to “the tail wagging the dog.” Abe: The balance and diversity of the Board of Directors have improved. The Board that the Annual Shareholders’ Meeting appointed in June 2016 comprises five executive directors and five non-executive directors. In addition, the Board has included two female members and a non-Japanese director since 2015. I think these changes in the makeup of the Board are contributing to the greater liveliness of discussions men- tioned earlier. The increase in the channels by which we can provide feedback to the senior management team merits praise. As well as the Independent Officers Council, there are opportunities for external directors to meet and talk one-to- one with the president and corporate executive officers. In another new initiative, I spoke directly with an institutional investor in my capacity as an external director and shared the content of the discussion with the Board of Directors in August 2016. I think such initiatives benefit the Board and should be continued. Yokota: The holding of a meeting of the Board of Directors in London for the first time in February 2016 was a good oppor- tunity to highlight the Fujitsu Group’s diversity. As well as furthering my understanding of the businesses in Europe, the Middle East, India, and Africa (EMEIA), the trip gave local employees and Board members opportunities to talk directly and thereby get to know each other as coworkers in the Fujitsu Group, rather than as the somewhat distant, abstract individuals that we had been to each other. Given that local employees said speaking with us directly and receiving recog- nition for their achievements in the day-to-day operations boosted their motivation, I think the trip was very worthwhile. Mukai: One thing that particularly pleased me about the visit to London was listening to young employees talk about their pride in belonging to the Fujitsu Group. It was great to get a firsthand sense of the achievements in personnel develop- ment. I particularly appreciated this experience, because to heighten corporate value over the medium to long term, the Fujitsu Group needs to consider how to raise the value of all assets, not only business activities and strategies but also personnel and technical expertise. — What needs to be strengthened to heighten the effective- ness of the Board of Directors? Abe: As a Japanese company, Fujitsu’s corporate governance is advanced. However, there is room for improving evaluations of the Board of Directors’ effectiveness and individual direc- tors’ performances. I am also the external director of a U.S. company. Once a year, members of the board of directors evaluate its functions to check its effectiveness. Also, the company has a system whereby individual directors strive to improve in light of the one-to-one feedback on their perfor- mance that the chairperson offers. Also, in U.S. companies individual directors participate in considerable education and training to improve their abilities. Mukai: I would welcome feedback regarding whether external directors are adequately performing the oversight and advi- sory functions expected of them and whether they are meet- ing shareholders’ expectations. If the Company has requests, we can consider whether there is anything we can do in response. Also, I think such efforts would invigorate the Board of Directors. Yokota: I agree, because all I can say at present is that I think we “seem to be helping,” judging from the many different types of work the Company asks us to do. 65 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE / CORPORATE DATA ROUNDTABLE DISCUSSION AMONG EXTERNAL DIRECTORS Suda: In addition to annual feedback, which is of course required, I think it is necessary to improve the cycle whereby executive directors explain how they responded to the various opinions stated at meetings of the Independent Officers Council and the Board of Directors. I mention this because, at the moment, we are occasionally merely stating opinions without any follow up. If executive directors explained how they had used the opinions or gave reasons why they could not act on such opinions, the external directors would also be able to progress. Abe: The role of a board of directors is to provide oversight and recommendations, not to put forward critiques. Therefore, action should follow the statement of an opinion. Mukai: From the viewpoint of improving the functioning of the Board of Directors, I would like more information on the big picture. For example, we know from reading various docu- ments and receiving reports at meetings that the Group is pursuing a variety of initiatives regarding artificial intelli- gence. Inherently, the Board of Directors should discuss the strategies and timing of the Group’s efforts to win out against competitors. However, the current situation is frustrating because when we examine individual matters, their connec- tion to overall strategies is not always sufficiently explained. I would like to devote time to forward-looking discussions that encompass future directions, initiatives the Group plans, and the pace at which it plans to tackle them. Abe: The Fujitsu Group’s businesses cover a wide area. Consequently, the Board of Directors discusses a broad spec- trum of topics, including technology, markets, personnel, and diversity. Given the difficulty of everyone discussing every topic, one approach might be to establish subcommittees for each topic. — Are there any issues with regard to the executive compensation system? Abe: Personally, I agree with more clearly basing compensa- tion on performance. I think it would provide a positive incen- tive because taking responsibility for results is already part of the mindset of the Fujitsu Group’s managers. Yokota: I also agree with on-target bonuses*1 as a policy. That said, problems can arise if systems encourage the setting of easily attainable targets. Therefore, there is a need for further discussion on setting targets and methods of evaluating business results. Suda: Taking into account its earnest, sincere corporate cul- ture, the Fujitsu Group probably would not set low targets. However, it is important that as a whole compensation sys- tems provide rewards that appropriately reflect long-term as well as short-term business results. Mukai: The only way to heighten corporate value is to heighten the value of all Company assets, including person- nel. Accordingly, shareholders and investors will certainly be amenable to rewarding leaders who achieve this. — In recent years, medium- to long-term management in relation to the environment, society, and governance has become a focus of attention. What is your view of the Fujitsu Group’s measures for the environment and society? Suda: The way in which Fujitsu promotes its initiatives may be an issue. Unfortunately, greater society’s awareness of the efforts of the Group does not match Fujitsu’s extensive involvement in many different initiatives. Also, there is a tendency to focus simply on social contributions rather than on leveraging initiatives for business growth. Mukai: The problem is perhaps that, while the Group is attempting to leverage initiatives in businesses, its activities are slow and diffuse. My point here relates to my earlier remark about the big picture. For example, the chairman and president have stated that they see the United Nation’s Sustainable Development Goals,*2 or SDGs, as a business opportunity, and through individual projects, the Group is tackling a range of different initiatives that are producing results. However, I cannot discern an overall strategy or which of the 17 SDGs the Fujitsu Group is concentrating on. Yokota: As a corporate group engaged in ICT businesses, the Fujitsu Group consumes large amounts of electricity. As such, there is scope to demonstrate more sensitivity to the issue of The increase in the channels by which we can provide feedback to the senior management team merits praise. For example, there are opportunities for external directors to meet and talk one-to-one with the president and corporate executive officers. 66 Fujitsu Group Integrated Report 2016 I think it is necessary to improve the cycle whereby executive directors explain how they responded to the various opin- ions stated at meetings of the Independent Officers Council and the Board of Directors. energy consumption. While saying that it is a global corporate group, the Fujitsu Group has a surprisingly Japan-based out- look. In establishing environmental and social strategies, the Group should adopt a more global perspective. Suda: Also, it is necessary to clarify the costs associated with environmental, societal, and governance initiatives. Last year, the Group’s subsidiary in the UK received a prestigious com- mendation in the corporate social responsibility field—the Responsible Business of the Year 2015 Award.*3 When I visited London, one of the people responsible for the company’s initiatives in the field mentioned the considerable cost of initiatives. This gave me pause for thought. Despite the large number of initiatives the Group conducts in Japan, there is little awareness of their cost. Clarifying the scale of costs will motivate the Group to leverage initiatives in businesses. Mukai: In London, I spoke with an employee who works in Scotland usually but visits London periodically to attend meetings. By giving such arrangements greater exposure, the Group could demonstrate to both external and internal audiences the potential for using the Group’s technology to work in remote locations at home and also for creating work- places that energize employees. I think this would boost employee motivation. Abe: In a corporate group like the Fujitsu Group, which is large and covers a wide business field, it is not possible to inform every person about everything. With respect to strategies, it is necessary to set simple goals and advance Group-wide efforts to reach them. Moreover, the Group should communicate these goals in plain language. — To conclude, what are your goals as external directors? Mukai: Junior employees provide support to each external officer as part of the secretariat-related functions of the Independent Officers Council. This provides an excellent opportunity to listen directly to the views of the young employees who will one day lead the Fujitsu Group. Also, it allows me as an older person to tell them what I have learned from my experiences. While participating as an external direc- tor in discussions based on broad perspectives, I want to be useful as a mentor for junior employees. Suda: Fujitsu is a company with a strong desire to acquire and reflect a range of different feedback from people, also includ- ing those from outside the Group. Nonetheless, I feel that many of the agenda items that the Board of Directors handles are treated as if they are already being close to conclusion. I want to use the Independent Officers Council and other means to contribute more to the process and play a role that entails questioning the direction of discussions themselves. Abe: In this discussion, we have mentioned various areas that require improvement. I think we are still in the initial stage, and as such we have made a fairly good start. With my sights set on the Fujitsu Group’s future, I will fulfill my role to help enable free and vigorous discussions. Yokota: I view the Fujitsu Group in a positive light as a corpo- rate group with many excellent qualities. On the other hand, I think the Group needs to be more proactive in leveraging these qualities to fully realize growth. As a director, I will encourage the Group’s efforts in this respect. *1 This primarily refers to systems that use consolidated net sales and consolidated operat- ing income as indicators and that determine bonuses based on the degrees of attainment of business result targets for a fiscal year. *2 The United Nations General Assembly unanimously adopted the SDGs in September 2015. There are 17 SDGs, which comprise 169 targets relating to people, the Earth, and nutrition. International society is tasked with reaching these goals by 2030. *3 Presided over by HRH The Prince of Wales, the British nonprofit organization Business in the Community gives this award in recognition of companies that engage in initiatives to realize an equitable society and a more sustainable future. 67 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE / CORPORATE DATA MANAGEMENT MANAGEMENT (As of November 1, 2016) Masami Yamamoto Representative Director Chairman Tatsuya Tanaka Representative Director President Norihiko Taniguchi Director Number of years as director: 6 years Number of Fujitsu shares held: 133,622* Number of years as director: 1 year Number of Fujitsu shares held: 31,217* Number of years as director: 2 years Number of Fujitsu shares held: 59,905* Birth: January 11, 1954 Apr. 1976 Joined Fujitsu Limited Jun. 2004 Executive Vice President, Personal Systems Business Group Jun. 2005 Corporate Vice President Jun. 2007 Corporate Senior Vice President Jan. 2010 Corporate Senior Executive Vice President Apr. 2010 President Jun. 2010 Representative Director President Jun. 2015 Representative Director Chairman*1 Birth: September 11, 1956 Apr. 1980 Joined Fujitsu Limited Birth: September 7, 1954 Apr. 1977 Joined Fujitsu Limited Apr. 2005 Director of the Board and Vice President, Fujitsu (China) Holdings Co., Ltd. May 2005 President and Representative Director, Fujitsu Advanced Solutions Limited*2 Dec. 2009 Senior Vice President, Manufacturing Industry Business Unit Apr. 2012 Corporate Vice President Apr. 2014 Corporate Senior Vice President Jan. 2015 Corporate Executive Officer SEVP Jun. 2015 Representative Director President*1 Jun. 2007 Executive Vice President Jun. 2008 Corporate Vice President Apr. 2010 Corporate Senior Vice President Apr. 2014 Corporate Executive Vice President Jun. 2014 Director and Corporate Executive Officer SEVP, Head of Global Services Integration Business*1 Hidehiro Tsukano Director Duncan Tait Director Tatsuzumi Furukawa Director Number of years as director: 3 years Number of years as director: 1 year Number of Fujitsu shares held: 37,017* Number of years as director: 1 year Number of Fujitsu shares held: 0* (Served as director of Fujitsu for 7 years from 1994 to 2001) Number of Fujitsu shares held: 53,000* Birth: March 21, 1958 Apr. 1981 Joined Fujitsu Limited Jun. 2009 Head of Corporate Planning and Business Strategy Office May 2011 Corporate Vice President Apr. 2014 Jun. 2015 Director*1 Corporate Senior Vice President/CFO*3 Apr. 2016 Corporate Executive Officer SEVP, Head of Global Corporate Functions/CFO*1 Birth: March 24, 1966 Mar. 1996 Business Development Head, Managed Services, Digital Equipment Corporation*4 Jun. 1999 Managed Services Director, Compaq Global Services, Compaq*4 Jun. 2004 Director and General Manager, Outsourcing, HP Services, Hewlett-Packard Jan. 2006 Managing Director UKMEA, Unisys Oct. 2009 Managing Director, UK&I Private Sector Division, Fujitsu Services Ltd. Mar. 2011 CEO, Fujitsu Services Ltd. Apr. 2014 Jun. 2015 Corporate Senior Vice President, Fujitsu Limited Director*1 Aug. 2016 Corporate Executive Officer SEVP, Head of EMEIA & Americas Region*1 Birth: November 17, 1942 Apr. 1965 Joined Fujitsu Limited Jun. 1994 Director Apr. 2000 Jun. 2013 Director, Fujitsu Limited*1 Senior Vice President (until June 2001) Jun. 2001 Corporate Senior Executive Vice President and Representative Director, NIFTY Corporation Jun. 2002 President and Representative Director, NIFTY Corporation Jun. 2007 Chairman and Representative Director, NIFTY Corporation (until June 2008) 68 Fujitsu Group Integrated Report 2016 * Number of shares held as of March 31, 2016 *1 To present *2 Currently, Fujitsu Mission Critical Systems Limited *3 CFO: Chief Financial Officer *4 Currently, Hewlett-Packard *5 Currently, the Japan Aerospace Exploration Agency (JAXA) *6 Currently, Deutsche Bank *7 Currently, Deutsche Securities Inc. *8 Currently, Unitas Capital AUDIT & SUPERVISORY BOARD MEMBERS Audit & Supervisory Board Members Kazuhiko Kato Yoshiki Kondo Audit & Supervisory Board Members (External) Megumi Yamamuro Special Counsel, URYU & ITOGA Hiroshi Mitani Koji Hatsukawa Certified public accountant CORPORATE EXECUTIVE OFFICERS Miyako Suda Director Jun Yokota Director Special Advisor, The Canon Institute for Global Studies Special Advisor to the Chairman of KEIDANREN Representative Director and Chairman Number of years as director: 3 years Number of Fujitsu shares held: 5,716* Number of years as director: 2 years Number of Fujitsu shares held: 1,647* Birth: May 15, 1948 Birth: June 26, 1947 Masami Yamamoto Representative Director and President Apr. 1982 Associate Professor, School of Economics, Senshu University Apr. 1971 Joined the Ministry of Foreign Affairs Jan. 1998 Deputy Director-General, Economic Affairs Bureau Tatsuya Tanaka Apr. 1988 Professor, School of Economics, Senshu University Jun. 2002 Consul-General of Japan in Hong Kong Apr. 1990 Professor, Faculty of Economics, Gakushuin University Apr. 2001 Member of the Policy Board, the Bank of Japan (until March 2011) May 2011 Jun. 2013 Special Advisor, The Canon Institute for Global Studies*1 Director, Fujitsu Limited*1 Apr. 2004 Ambassador Extraordinary and Plenipotentiary to the State of Israel May 2009 Ambassador Extraordinary and Plenipotentiary to the Kingdom of Belgium Oct. 2012 Jun. 2014 Jun. 2014 Ambassador Extraordinary and Plenipotentiary in charge of Economic Diplomacy and of Recon- struction Assistance to Iraq (until January 2014) Special Advisor to the Chairman of KEIDANREN*1 Director, Fujitsu Limited*1 Chiaki Mukai Director Atsushi Abe Director Vice President of the Tokyo University of Science Managing Partner, Sangyo Sosei Advisory Inc. Number of years as director: 1 year Number of Fujitsu shares held: 5,418* Number of years as director: 1 year Number of Fujitsu shares held: 3,283* Birth: October 19, 1953 Apr. 1977 Mitsui & Co., Ltd. Jun. 1990 Manager, Electronic Industry Department, Mitsui & Co., Ltd. Jan. 1993 Managing Director, Alex. Brown & Sons, Inc.*6 Aug. 2001 Managing Director and Head of Global Corporate Finance, Deutsche Securities Limited*7 Aug. 2004 Partner and Head of Japan, J.P. Morgan Partners Asia*8 (until March 2009) May 2007 Dec. 2009 Feb. 2011 Jun. 2015 Board Member, Edwards Group Ltd. (until October 2009) Managing Partner, Sangyo Sosei Advisory Inc.*1 Board Member, ON Semiconductor Corporation*1 Director, Fujitsu Limited*1 Birth: May 6, 1952 Nov. 1977 Staff, Department of Surgery, Keio University School of Medicine (until November 1985) Aug. 1985 Payload Specialist, The National Space Develop- ment Agency of Japan*5 (until March 2015) Jun. 1987 Visiting Scientist, Division of Cardiovascular Physiology, Space Biomedical Research Institute, NASA Johnson Space Center (until December 1988) Sep. 1992 Research Instructor of the Department of Surgery, Baylor College of Medicine (until August 2011) Apr. 2000 Visiting Professor of the Department of Surgery, Keio University School of Medicine*1 Sep. 2004 Visiting Professor of the International Space University (until September 2007) Oct. 2007 Director, Space Biomedical Research Office, Human Space Technology and Astronaut Department of JAXA Apr. 2011 Oct. 2014 Apr. 2015 Jun. 2015 Senior Advisor to the JAXA Executive Director (until March 2015) Vice President of the Science Council of Japan*1 Vice President of the Tokyo University of Science*1 Director, Fujitsu Limited*1 Corporate Executive Officers Norihiko Taniguchi Hiroyuki Ono Akira Kabemoto Hidehiro Tsukano Shingo Kagawa Nobuhiko Sasaki Duncan Tait Naoyoshi Takatsuna Corporate Executive Officers Masaaki Hamaba Susumu Ishikawa Kazuhiro Igarashi Tango Matsumoto Hidenori Furuta Shinichi Koizumi Mitsutoshi Hirono Mitsuya Yasui Toshiharu Kitaoka Hideki Kiwaki Kiyoshi Handa Hiroyuki Sakai Kazuo Miyata Executive Fellow Kazuhiko Ogawa Corporate Executive Officers Takato Noda Atsuo Yatagai Hiroaki Kondo Hiromu Kawakami Kazuo Imada Youichi Hirose Katsumi Nakano Takeshi Nakajima Masaki Kubota Akihisa Kamata Fumihiko Teduka Katsuhiko Satou Akihiro Okada Jo Oda Shikou Kikuta Toshio Hirose Mike Foster Sumito Kobayashi Toshinori Kobayashi Seiji Bonkohara Masayuki Seno Junichi Saito Takahito Tokita Hiroshi Hayashi Junichi Azuma Isamu Yamamori Masayoshi Matsumoto Hirohisa Yamaguchi Katsumi Fujiwara Megumi Shimazu Yuichi Koseki Senior Fellow Mitsuhiro Kishimoto 69 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE CORPORATE GOVERNANCE Basic Approach to Corporate Governance The Company regards corporate governance as a critical mechanism to fulfill the senior management team’s mission in a manner befitting shareholders’ trust. This mission is based on the FUJITSU Way and enables a form of business management that, rather than pursuing short-term profits, justifies the trust of customers and business partners, motivates employees to work with vitality and pride, and contributes to society. Through such business management, the Company will grow and enhance corporate value over the medium to long term. Structural Framework The Company outlines the following rules to ensure the effective oversight and advice from the diverse perspectives of non-executive directors (hereinafter, the term used for the combination of inde- pendent directors and non-executive directors appointed from within the Company) to executive directors on their management execution, as part of the Board of Directors’ function while taking advantage of a company with an Audit & Supervisory Board system: a. Same number or more of non-executive directors responsible for oversight are appointed as executive directors responsible for management execution. b. Independent directors are appointed as the core members of non-executive directors, and at least one non-executive direc- tor is appointed from within the Company. c. Independent directors must meet the independence standards (hereinafter referred to as “Independence Standards”) estab- lished by the Company. d. In nominating non-executive director candidates, the Company takes account of the background of candidates and their insight on the Company’s business. Realizing Corporate Governance with Vitality Mitsuya Yasui Corporate Executive Officer Executive Vice President, Head of Legal, Compliance & IP Unit The Company has adopted its current corporate governance structure to facilitate sound business management and precise, agile decision making. Specifically, we clarify man- agement responsibility through the involvement of directors whom the Annual Shareholders’ Meeting has appointed concerning decisions on important matters. Moreover, we ensure effective corporate governance through the audits of Audit & Supervisory Board members and mutual supervision among directors. When the “company with committees” (currently, the “com- pany with nominating committee, etc.”) governance system became institutionalized, the Company maintained its Audit & Supervisory Board governance system based on the view that Audit & Supervisory Board members perform effective audits. The Company adopted this position because it deemed that 70 e. Audit & Supervisory Board members conduct external audits and provide oversight of the Board of Directors. The voluntary Executive Nomination Committee and Compensation Committee, composed mainly of non-executive directors and Audit & Supervisory Board members, and the Independent Officers Council all function to complement the Board of Directors. f. Independent Audit & Supervisory Board members shall be the external Audit & Supervisory Board members who meet the Independence Standards. Based on a decision made by the Board of Directors in December 2015, the Company has established a basic policy “Corporate Governance Policy” summarizing the Company’s approach to corporate governance. http://pr.fujitsu.com/jp/ir/governance/governancereport-b-en.pdf In addition, for details on corporate governance, please see the Company’s website (“About Fujitsu,” “Corporate Responsibility,” “Management Systems,” “Corporate Governance”). http://www.fujitsu.com/global/about/csr/management/governance/ auditors who are able to exercise authority independently, without having to seek consultation, play a significant role in ensuring disciplined business management. The Company continues to ensure sound business management through the effective and objective audits of Audit & Supervisory Board members who are independent of the senior management team; active appointment of external directors; and the activities of the Executive Nomination Committee, the Compensation Committee, and an internal audit organization. The Company believes that it has established an optimal corporate governance structure. However, insomuch as the goal of corporate governance is to improve business manage- ment, the Company will continue to hold reviews and discus- sions at the Board of Directors, as required, and ensure the corporate governance structure operates with vitality. Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA 1. Overview of Corporate Governance Structure Initiatives Taken to Strengthen Corporate Governance 2002 2006 2009 2015 Introduced an executive officer system To expedite decision making through a significant delegation of authority and to separate management oversight and execution Reduced directors’ terms to one year To further clarify directors’ management responsibilities Established the Executive Nomination Committee and Compensation Committee Established the Independent Officers Council To ensure the transparency and objectivity of the process for choosing candidates for executives and the process of determining compensation, and to ensure an appropriate compensation system and level To support independent officers, who maintain a certain degree of separation from the execution of business activities, in consistently gaining a deeper understand- ing of Fujitsu’s business Established Corporate Governance Policy To explain to shareholders basic policies on the establishment and operation of systems in light of basic approaches to corporate governance Roles and Composition of Key Boards, Committees, and Councils Board of Directors The Company has a Board of Directors to serve as a body for making important decisions and overseeing management. The Board of Directors delegates the decision-making authority over management execution to the representative directors and subordinate corporate executive officers to the broadest extent that is permitted by law and the Articles of Incorporation of the Company, and is considered to be reasonable and will mainly perform as an oversight and advisory function. Moreover, the oversight function of the Board of Directors has been strengthened by actively appointing external directors with high independence and diverse perspectives. Furthermore, in order to better define the management responsibility of the directors, their terms were reduced from two years to one year in accordance with a resolution at the Annual Shareholders’ Meeting held on June 23, 2006. As of June 27, 2016, the Board of Directors comprises 10 members: five executive directors and five non-executive directors (including four external directors). The position of chairperson of the Board of Directors is separate from the position of president, who has ultimate responsibility for management execution. Audit & Supervisory Board The Company has an Audit & Supervisory Board that performs the auditing and oversight functions. From an independent position that does not entail involvement with management decisions or execu- tion, Audit & Supervisory Board members audit and provide oversight of the Board of Directors as well as management execution functions and attend important meetings, including meetings of the Board of Directors. The term of Audit & Supervisory Board members is four years. As of June 27, 2016, the Audit & Supervisory Board has five members, comprising two full-time Audit & Supervisory Board members and three external Audit & Supervisory Board members. Among the Audit & Supervisory Board members, full-time Audit & Supervisory Board member Mr. Kazuhiko Kato has extensive knowl- edge of finance and accounting issues due to his many years of management experience in the Company’s finance and accounting divisions, including service as the CFO. Further, Mr. Yoshiki Kondo, who became a full-time Audit & Supervisory Board member on June 27, 2016, has many years of experience in the sales divisions and system engineering divisions in Japan as well as extensive knowl- edge of the Company’s mainstay services business. In addition, regarding the fields of specialization of external Audit & Supervisory Board members, please see “Appointment of External Directors and External Audit & Supervisory Board Members” on pages 73–74. Executive Nomination Committee and Compensation Committee The Company has established the Executive Nomination Committee and the Compensation Committee as advisory bodies for its Board of Directors to ensure the transparency and objectiv- ity of its process for nominating directors and Audit & Supervisory Board members and its process for determining executive com- pensation, as well as to ensure the fairness of the method and level of executive compensation. The Executive Nomination Committee deliberates on candi- dates for director and Audit & Supervisory Board member posi- tions in accordance with the Framework of Corporate Governance Structure and the Procedures and Policy of Directors and Audit & Supervisory Board Members Nomination, stipulated in the Company’s Corporate Governance Policy, and provides its recom- mendations to the Board of Directors. In addition, the Compensation Committee provides its recommen- dations on the level of base compensation and the method for calcu- lating performance-based compensation to the Board of Directors in accordance with the Procedures and Policy of Determining Directors and Audit & Supervisory Board Members Compensation stipulated in the Company’s Corporate Governance Policy. Each committee is composed of a majority of non-executive directors and Audit & Supervisory Board members with at least one independent director. In fiscal 2016, each committee consists of three non-executive directors (including two independent directors) and one executive director. Both committees’ members as of July 28, 2016, are as follows. Chairman of both committees: Mr. Tatsuzumi Furukawa Members of both committees: Mr. Jun Yokota, Dr. Chiaki Mukai, and Mr. Masami Yamamoto 71 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE Independent Officers Council In response to the requirements of Japan’s Corporate Governance Code, which facilitates the activities of independent directors and Audit & Supervisory Board members, and in order to invigorate discussions on the medium- to long-term direction of the Company at its Board of Directors’ meetings, the Company believes it essential to establish a system that enables indepen- dent directors and Audit & Supervisory Board members, who maintain a certain degree of separation from the execution of business activities, to consistently gain a deeper understanding of the Company’s business. Based on this recognition, the Company established the Independent Officers Council, which comprises all independent officers (four external directors and three external Audit & Supervisory Board members). This coun- cil convened seven times in fiscal 2015. At meetings of the council, independent officers discuss one or two agenda items thoroughly to help respective officers form opinions and to enliven deliberations of the Board of Directors. Support System for Directors and Audit & Supervisory Board Members The Company provides directors and Audit & Supervisory Board members, irrespective of whether they are an executive director, non-executive director, or Audit & Supervisory Board member, with the following support necessary for each director and Audit & Supervisory Board member to fulfill their role and contribute to the Company’s corporate governance: • The Company prepares a framework to help directors and Audit & Supervisory Board members to acquire the • information they need, including advice from external experts, through financial support and staffing. The Company provides newly appointed directors and Audit & Supervisory Board members with necessary training, including information on their roles and responsibilities, internal struc- ture, and business lineup. In addition, the Company provides ongoing opportunities for updating such information and knowledge periodically and when directors and Audit & Supervisory Board members feel the need for further training while they remain in the position. Further, given that external officers’ knowledge of the Company’s business fields and corporate culture differs from that of internal officers, the Company has established systems that support external officers in addition to the above-mentioned support and the previously mentioned Independent Officers Council. The Company has established an organization through which the Company’s junior employees are assigned to respective external officers as assistants who provide direct support. Status of Management Execution Organs The Company appoints corporate executive officers and executive vice presidents who are assigned the management execution authority by the president and representative director. Furthermore, to heighten the efficiency of business management, the Company has established a Management Council comprising the representa- tive directors and the corporate executive officers to assist the president and representative director in making decisions. Fujitsu’s Corporate Governance Structure (As of June 27, 2016) Shareholders/Annual Shareholders’ Meeting Election/dismissal Election/dismissal Board of Directors: 10 members of the Board Executive Directors 5 members of the Board Oversight Non-Executive Directors 5 members of the Board (including 4 external directors) Basic Policy on Establishing an Internal Control Structure Consult Recommend/propose Executive Nomination Committee and Compensation Committee Information sharing and opinion forming Independent Officers Council 4 external directors and 3 external Audit & Supervisory Board members Audit/oversight Oversight Report Duty to establish a structure Oversight Report President and Representative Director Fujitsu Way Promotion Council Risk Management & Compliance Committee Others Promote internal control Audit Audit & Supervisory Board 5 Audit & Supervisory Board members (including 3 external Audit & Supervisory Board members) l E e c t i o n / d i s m i s s a l Report Oversight Corporate Executive Officers Departments, Group companies Management Council Report Oversight Accounting audit/ internal control audit Report Oversight Business audit Corporate Internal Audit Division Coordinate Coordinate Report Accounting Auditors 72 Corporate Governance StructureInternal Control StructureInternal Control DivisionBusiness Execution BodiesFujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA 2. External Directors / External Audit & Supervisory Board Members Independence Standards for External Directors and Audit & Supervisory Board Members The Company evaluates the independence of external officers based on the following standards. a. A director and Audit & Supervisory Board member will be independent if none of the following are met, at present and/or in the past: (1) Director or employee of one of Fujitsu Group companies;*1 (2) Director, executive officer, Audit & Supervisory Board member, or important employee of a major shareholder*2 of Fujitsu; (3) Director, executive officer, Audit & Supervisory Board member, or important employee of a major lender*3 to Fujitsu; (4) Partner or employee of accounting auditor of Fujitsu; (5) Director, executive officer, Audit & Supervisory Board member, or corporate executive officer mutually exchanged between Fujitsu and other company; (6) A person who receives significant amount of monetary ben- efits*4 or other property other than the compensation as a director or Audit & Supervisory Board member from Fujitsu; or (7) Director, executive officer, Audit & Supervisory Board member, or important employee of a major business partner*5 of Fujitsu. b. A person who does not have a close relative*6 will be indepen- dent, wherein a close relative meets one of the following, at present or at any time within the preceding three years: (1) Executive director, non-executive director,*7 or important employee of Fujitsu Group companies; (2) Director, executive officer, Audit & Supervisory Board member, or important employee of a major shareholder of Fujitsu; (3) Director, executive officer, Audit & Supervisory Board member, or important employee of a major lender to Fujitsu; (4) Partner or employee of accounting auditor company of Fujitsu; (5) Director, executive officer, Audit & Supervisory Board member, or corporate executive officer mutually exchanged between Fujitsu and other company; (6) A person who receives significant amount of monetary ben- efits or other property other than the compensation as a director or Audit & Supervisory Board member from Fujitsu; or (7) Director, executive officer, Audit & Supervisory Board member, or important employee of a major business partner of Fujitsu. *1 “Fujitsu Group companies” means Fujitsu Limited and its subsidiaries. *2 “Major shareholder” indicates the shareholder in the top 10 major shareholders listed in the latest business report of Fujitsu. *3 “Major lender” indicates the lender in the Group’s major lenders listed in the latest business report of Fujitsu. *4 “Significant amount of monetary benefits” means the sum of annual compensation for expert services and a donation equal to or more than ¥10 million. *5 “Major business partner” means a company with which Fujitsu Group companies made a business transaction within the preceding three fiscal years, and the total amount of the transaction exceeds 1% of consolidated sales revenue of either Fujitsu or that company. *6 “Close relative” means a family member, spouse, or cohabiter within the second degree of kinship (as stipulated in the Civil Code of Japan). *7 This condition applies only when judging the independence of Fujitsu’s external Audit & Supervisory Board member or a nominee thereof. Appointment of External Directors and External Audit & Supervisory Board Members Fujitsu actively appoints external officers to increase manage- ment transparency and further improve efficiency. Fujitsu determines independence based on the independence standards stated above. All external officers have been registered with and accepted as independent officers by the financial instru- ments exchanges on which Fujitsu is listed in Japan. Fujitsu’s views on the roles, functions, and specific appointed statuses of external directors and external Audit & Supervisory Board members are as follows: External Directors Miyako Suda As an economist, Ms. Suda is an expert in international macroeconomics, and because of her knowledge of financial policy and global managerial insight, having served for 10 years (two terms) as a member of the Policy Board of the Bank of Japan, she fulfills an oversight function and role as an external director with a global perspective in the corporate governance of Fujitsu. Moreover, Ms. Suda has never been a major shareholder, nor has she held an executive management position with a major trading partner of the Company. Therefore, Fujitsu considers Ms. Suda to be independent. Jun Yokota Mr. Yokota has served as Ambassador to Israel and Ambassador to Belgium, and is an expert in international economic negotiations, having served as a government representative for economic partnership agreement negotiations with Europe. Because of his deep knowledge of politics and economics from a global perspective, he fulfills an oversight function and role as an external director. Moreover, Mr. Yokota has never been a major shareholder, nor has he held an executive management position with a major trading partner of the Company. Therefore, Fujitsu considers Mr. Yokota to be independent. Chiaki Mukai Dr. Mukai began her career as a doctor and became Japan’s first female astronaut. She exemplifies the spirit of challenge advocated by Fujitsu by being at the cutting edge of scientific fields. As we can expect her to provide fair and objective oversight and advice from a global perspective based on her extensive knowledge of science and technology, she will fulfill an oversight function and role as an external director. Fujitsu and the Tokyo University of Science, where Dr. Mukai serves as vice president, had business transactions in fiscal 2015 amounting to approximately ¥11 million, which is considered immaterial and constituting no special relationship when taking into account the size of Fujitsu’s total sales. Therefore, Fujitsu considers Dr. Mukai to be independent. Atsushi Abe Mr. Abe has extensive knowledge of the ICT industry and M&As based on his many years of experience in investment banking and private equity business. As we can expect Mr. Abe to provide oversight and advice from a shareholder and investor perspective, as well as to contribute to the timely and resolute decision making of management, he fulfills an oversight function and role as an external director. Moreover, Mr. Abe has never been a major shareholder, nor has he held an executive management position with a major business partner of the Company. Therefore, Fujitsu considers Mr. Abe to be independent. 73 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE External Audit & Supervisory Board Members Megumi Yamamuro Hiroshi Mitani Koji Hatsukawa Mr. Yamamuro has many years of experience in the legal profession. As he is an expert in corporate law, including the Companies Act, and domestic and overseas compliance measures, he fulfills an audit and oversight function and role as an external Audit & Supervisory Board member utilizing his experience and knowledge in Fujitsu’s corporate governance. Mr. Yamamuro has never been a major shareholder, nor has he held an executive management position with a major business partner of the Company. Therefore, Fujitsu considers Mr. Yamamuro to be independent. Mr. Mitani has extensive knowledge of law, as well as areas involving business management including economics and social issues due to his experience as a public prosecutor and membership of the Fair Trade Commission. Therefore, he fulfills an audit and oversight function and role as an external Audit & Supervisory Board member utilizing his experience and knowledge in the corporate governance of Fujitsu. Mr. Mitani has never been a major shareholder, nor has he held an executive management position with a major business partner of the Company. Therefore, Fujitsu considers him to be independent. Mr. Hatsukawa has a wealth of auditing experience as a certified public accountant and broad knowledge of corporate accounting. Therefore, he fulfills an audit and oversight function and role as an external Audit & Supervisory Board member utilizing his experience and knowledge in the corporate governance of Fujitsu. Moreover, PricewaterhouseCoopers Aarata, where Mr. Hatsukawa served as CEO, has never performed an accounting audit for Fujitsu. Fujitsu and PricewaterhouseCoopers Aarata in fiscal 2015 had business transactions totaling approximately ¥200 million, which is considered immaterial and constituting no special relationship when taking into account the size of Fujitsu’s total sales. Therefore, Fujitsu considers Mr. Hatsukawa to be independent. 3. Policy for Deciding Executive Compensation To ensure a more highly transparent executive compensation system, Fujitsu established the Compensation Committee by a resolution of the Board of Directors at a meeting held in October 2009. The compensation of directors and Audit & Supervisory Board members is determined based on the following Executive Compensation Policy, which the Board of Directors revised in light of a report received from the Compensation Committee. Executive Compensation Policy To secure exceptional human resources required to manage the Fujitsu Group as a global ICT company, and to further strengthen the link between its financial performance and shareholder value, while at the same time improving its transparency, Fujitsu establishes its Executive Compensation Policy as follows. Executive compensation comprises the following: “Base Compensation,” specifically a fixed monthly salary in accordance with position and responsibilities; “Stock-Based Compensation,” which is a long-term incentive that emphasizes a connection to shareholder value; and “Bonuses” that are compensation linked to short-term business performance. • • Bonuses • Stock-Based Compensation • Stock-based compensation shall be granted to directors who carry out executive duties as a long-term incentive in accor- dance with their position, for the purpose of purchasing the Company’s own shares. Purchases of the Company’s own shares shall be made through the Director Stock Ownership Plan. Shares purchased for this purpose shall be held by each director for the term of his or her service. Bonuses shall be paid to directors who carry out executive responsibilities. The amount of a bonus shall reflect business performance in the respective fiscal year. As a specific method for calculating a bonus, Fujitsu shall adopt an “On Target model” that uses consolidated revenue and consolidated operating profit as indicators, and the amount shall be determined in accordance with the degree of achievement of the performance targets for the respective fiscal year. Base Compensation Base compensation is paid to all directors and Audit & Supervisory Board members. A fixed monthly amount shall be determined for each executive in accordance with the position and responsibilities of each executive. In accordance with a resolution of the Annual Shareholders’ Meeting, the total amount of Base Compensation, Stock-Based Compensation, and Bonuses shall not exceed ¥600 million per year for directors and ¥150 million per year for Audit & Supervisory Board members. (Reference) Executive compensation items and payment recipients Base Compensation For Management Oversight For Management Execution Stock-Based Compensation Bonuses — — — — — — Recipient Non-executive directors Executive directors Audit & Supervisory Board members 74 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA 4. Policy for Strategic Shareholdings and the Standard of Exercising Voting Rights The Company acquires and holds shares of other companies as strategic shareholdings to maintain and strengthen business transaction relationships, and it acknowledges that such action may significantly impact the benefits of shareholders. Based on the acknowledgement above, the Company has established a policy for strategic shareholdings and exercising voting rights as follows: • The Company makes judgment on the strategic shareholdings every year in light of the medium-term and long-term eco- nomic rationality and other matters and verifies its rationality in the Board of Directors’ meeting. When medium-term and • long-term contributions toward increasing the Company’s corporate value are expected, the Company continues the strategic shareholdings. In exercising the voting rights of shares that the Company holds as strategic shareholdings, the Company comprehensively decides how to exercise the rights on the agenda item in con- sideration of the purpose of the shareholding, the probability of maximizing the effect of the shareholding, and the increase in the Company’s corporate value as a minority shareholder. The Company considers selling the shares if it judges not to agree to the agenda item proposed by the investee company. 5. Status of Internal Audits, Accounting Audits, and the Internal Control Division Internal Audits and Accounting Audits Systems Internal Audits The Corporate Internal Audit Division serves as an internal audit group. This division audits the internal affairs of the entire Fujitsu Group in cooperation with the internal audit groups of each Group company and reports audit results to the president and represen- tative director. The Corporate Internal Audit Division reports once a month, as a rule, to full-time members of the Audit & Supervisory Board on auditing plans for and results of internal audits, including matters relating to Group companies, and makes regular reports, once every quarter as a rule, to the Audit & Supervisory Board and accounting auditor. The Corporate Internal Audit Division includes a significant number of employees with specialist internal auditing knowl- edge, including Certified Internal Auditors (CIA), Certified Information Systems Auditors (CISA), and Certified Fraud Examiners (CFE). Accounting Audits The accounting auditor, Ernst & Young ShinNihon LLC, reports to the Audit & Supervisory Board concerning the auditing plans and results. The accounting auditor also conducts an exchange of opinions when needed and carries out coordinated audits. The four certified public accountants associated with Ernst & Young ShinNihon LLC who performed the accounting audit were Messrs. Kazuhiko Umemura, Yuichi Mochinaga, Tsuyoshi Saita, and Akiyuki Matsumoto. In addition, they were assisted by a further 45 certified public accountants, 23 accounting assistants, and another 53 persons, all associated with Ernst & Young ShinNihon LLC. Internal Control System Internal Control Division Based on the Basic Policy on Establishing an Internal Control Structure, the Risk Management & Compliance Committee and Fujitsu Way Promotion Council maintain and operate risk manage- ment systems, compliance systems, and internal control structures related to financial reporting and execute duties regulated under the basic policy. The status of operation of the internal control system is periodically reported to the Board of Directors. Risk Management System and Compliance System The Company positions the risk management system and the compliance system at the heart of the Policy on the Internal Control System and has established the Risk Management & Compliance Committee, which supervises these systems globally. The Risk Management & Compliance Committee is chaired by the president and representative director and consists mainly of executive directors. The Risk Management & Compliance Committee meets about every quarter. Regarding compliance violations and risks in business operations, including information security, the Risk Management & Compliance Committee oper- ates a system that ensures the reporting of compliance violations and risks that have arisen to the Risk Management & Compliance Committee in a timely manner. It also operates the internal reporting system and formulates an action policy of the chief risk compliance officer. The progress and results of the activities of the Risk Management & Compliance Committee are periodically reported to the Board of Directors. The chief risk compliance officer directs internal organizations based on the above-mentioned policy and strives to prevent risks in business operations from arising and conducts activities to minimize the loss that may be caused by the risks that have arisen. From April 2016 onward, the Risk Management & Compliance Committee directly reports to the Board of Directors. Also, sub- committees of the Risk Management & Compliance Committee have been established for individual regions, which are geo- graphical regions of the Fujitsu Group worldwide, in order to instill the risk management system and the compliance system throughout the Fujitsu Group. 75 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES CORPORATE GOVERNANCE System to Ensure Proper Financial Reporting As for a system to ensure proper financial reporting, the Company has established the FUJITSU Way Committee. Under this commit- tee, a system called “Eagle Next” for evaluation and auditing of internal controls for the purpose of ensuring proper financial reporting throughout the Fujitsu Group has been established and is operated. Systems to Ensure the Appropriateness of Fujitsu Group Operations The risk management system, the compliance system, and the system for ensuring proper financial reporting cover the Fujitsu Group. In addition, as a part of a system to ensure the appropriate- ness of Fujitsu Group operations, the Company has established the Rules for Delegation of Authority called “Global DoA” that deter- mines authority for the decision making of important matters of Fujitsu Group companies (excluding certain subsidiaries) and the decision-making process. The Company has its Group companies comply with the Global DoA. In addition, Group companies are required to report on their operations to the Company. In this way, the Company has put in place systems for decision making and the reporting of important matters throughout the Group. 6. Review of Corporate Governance in Fiscal 2015 The Fujitsu Group is strengthening its corporate governance to ensure a sustainable increase in corporate value. Here we report on the status of this initiative in fiscal 2015. Number of Meetings of Key Boards and Committees Board of Directors’ meetings (including extraordinary meetings) Audit & Supervisory Board meetings (including extraordinary meetings) Attendance of external directors at Board of Directors’ meetings 15 (3) 9 (1) 100% Attendance of external Audit & Supervisory Board members at Board of Directors’ meetings 100% Ms. Miyako Suda: 100%; Mr. Jun Yokota: 100%; Dr. Chiaki Mukai: 100%; Mr. Atsushi Abe: 100% Mr. Megumi Yamamuro: 100%; Mr. Hiroshi Mitani: 100%; Mr. Koji Hatsukawa: 100% Attendance of external Audit & Supervisory Board members at Audit & Supervisory Board meetings 100% Mr. Megumi Yamamuro: 100%; Mr. Hiroshi Mitani: 100%; Mr. Koji Hatsukawa: 100% Details of Remuneration Type Number of Recipients 1 (6) 5 (3) Directors (Compensation paid to external directors) Audit & Supervisory Board members (Compensation paid to external Audit & Supervisory Board members) Remuneration Type Base Compensation Stock-Based Compensation Bonuses Other ¥413 million ¥35 million ¥85 million — (¥51 million) ¥114 million (¥38 million) Total Amount of Remuneration ¥534 million (¥51 million) ¥114 million (¥38 million) Notes: 1. The above includes directors and Audit & Supervisory Board members who resigned in fiscal 2015. 2. The limit on remuneration to directors (including external directors) was resolved to be ¥600 million per year at the 106th Annual Shareholders’ Meeting held on June 23, 2006. The limit on remuneration to Audit & Supervisory Board members (including external Audit & Supervisory Board members) was resolved to be ¥150 million per year at the 111th Annual Shareholders’ Meeting held on June 23, 2011. The Company is paying the compensation shown in the above table, abiding by the remuneration limits. 76 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA Evaluation of the Board of Directors In 2015, through a questionnaire mainly targeting external officers, the Company received evaluations focused on the operation of the Board of Directors. In 2016, through interviews mainly with external officers, the Company received feedback, which was reported to the Board of Directors and formed the basis of discussions on increasing the effectiveness of the Board of Directors. Accountability Fujitsu recognizes that explaining corporate and management information to shareholders, investors, and other stakeholders is an impor- tant task within corporate governance, and it strives to disclose information in a timely and appropriate manner. Meeting Number of Times Regular presenta- 12 tions to securities analysts and institu- tional investors Regular presenta- tions to foreign institutional investors Regular presenta- tions to individual investors 6 0 Engagement with 11 shareholders Content We hold regular presentations, including presentations by the president on our management direction, presenta- tions by the president and CFO on our earnings results, and presentations by various senior executives on business strategy for the operations they oversee. In addition, the media are always invited to the briefings by the president, CFO, and heads of businesses, with the understanding that individual investors can thereby obtain information through reports that appear in the media. The CFO and IR managers meet with foreign institutional investors regularly. We also have IR managers stationed in Europe and the US who meet and communicate regularly with investors, not only at the time of earnings announcements. At present, we do not hold presentations for individual investors. However, the investor relations section of our website includes materials used in presentations for securities analysts and institutional investors, transcripts of questions and answers, and videos. The Company has designated the CFO as the officer with overall control of promoting constructive dialogue with shareholders and established the Public and Investor Relations Division to advance such efforts. Taking fully into account the composition of the Company’s shareholders and under the overall control of the CFO, the Public and Investor Relations Division coordinates with divisions that assist in dialogues (business strategy divisions, accounting divisions, legal affairs divisions, business divisions, etc.) and senior business managers to hold dialogues and reports the results to the Board of Directors as required. Before convening the Annual Shareholders’ Meeting, we visit major institutional investors, who are the beneficial shareholders, and explain our management policies, approach to corporate governance systems, and the agenda items to be submitted to the Annual Shareholders’ Meeting. Further, in August 2016 in response to requests from institutional investors, we held a one-on-one meeting between an institutional investor and an external director (Mr. Atsushi Abe) for the first time. A report on this meeting was submitted to the Board of Directors. Videos, presentation materials, Q&As, and other materials can be viewed on the following website: http://www.fujitsu.com/global/about/ir/library/presentations/ 77 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES RISK MANAGEMENT RISK MANAGEMENT Our Approach to Risk Management Through its global activities in the ICT industry, the Fujitsu Group continuously seeks to increase its corporate value and to benefit its customers, local communities, and all other stakeholders. We give high priority to assessing and responding appro- priately to risks that threaten the achievement of our objectives, preventing materialization of these risks, and establishing measures to minimize the effect of materialized risks and prevent their recurrence. Moreover, we have built a Group-wide risk management and compliance system and are committed to its continuous implementation and improvement. Development of Our Risk Management and Compliance Structure To prevent the risk of loss arising during business execution, to respond appropriately to actualized risks, and to prevent their recurrence, the Fujitsu Group has established a Risk Management and Compliance Committee under the direct control of the Board of Directors. This committee is the highest-level decision-making body for risk management and compliance. Accordingly, the committee plays a leading role in identifying and assessing risks, deciding how to avoid or mitigate risks and whether to transfer or retain risks, and taking measures based on these decisions. In addition, the committee operates to minimize the effect when risks materialize. The Risk Management and Compliance Committee assigns chief risk and compliance officers to each of Fujitsu’s divisions and Group companies in and outside of Japan. Also, we established Regional Risk Management and Compliance Committees in April 2016. These committees coordinate with chief risk and compli- ance officers to advance Group-wide management of risk and compliance that is focused on preventing risks from arising as well as responding to materialized risks. Risk Management and Compliance Structure Board of Directors Risk Management & Compliance Committee Secretariat Risk Management Division Global Legal Headquarters Division Japan Appoint Risk Management & Compliance Committee, etc. Overseas Appoint Regional Risk Management & Compliance Committees, etc. Appoint chief risk and compliance officers Appoint regional chief risk and compliance officers Business Risks and Other Risks of the Fujitsu Group The Fujitsu Group identifies, analyzes, and assesses risks inherent in business activities and takes steps to avoid or mitigate the effects of these risks. In addition, we have established processes for responding to materialized risks. 78 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA Principal Risks 1. Economic and financial market trends • Risk associated with changes in the economic trends of mainstay markets • Risk associated with the inability to predict market changes accurately and risk associated with greater-than- expected market volatility • Risk associated with the effect of exchange rate fluctuations on import and export transactions and risk associated with a decrease in assets or an increase in liabilities as a result of exchange rate fluctuations • Risk associated with an increase in funding costs due to interest rate changes • Risk associated with the impairment of assets under management due to a slump in the stock market 2. Customers • Risk associated with changes in ICT investment trends among customers • Risk associated with the inability to continue trust-based, transactional, or contractual relationships with customers 3. Competition and industry • Risk associated with loss of competitiveness due to changes in market or competitive conditions • Risk associated with a decrease in competitive advantages with respect to R&D 4. Suppliers and partnerships • Risk associated with impediments resulting from the procurement of inferior quality products • Risk associated with tight component supply due to natural disasters or other unpredicted events • Risk associated with the inability to continue cooperative relationships with respect to partnerships, alliances, or licensing and risk associated with the inability to gain from such cooperation 5. Statutory regulations, • Risk associated with increased adaptive costs and business opportunity losses arising from the strengthening of, government policies, and tax or changes in, statutory regulations or government policies in countries where the Group has businesses 6. Other business execution • Risk associated with defective products and services and risk associated with delivery delays or unprofitable projects • Risk associated with the inability to gain adequate return on R&D investment, capital investment, or investment in business acquisition or business reorganization • Risk associated with license fees, settlements, or litigation resulting from the infringement of a third party’s intellectual property rights • Risk associated with the inability to employ or develop required personnel, such as managers and engineers, and risk associated with the inability to prevent a loss of personnel • Risk associated with soil or groundwater pollution at plants and risk associated with inappropriate handling of hazardous chemicals • Risk associated with earthquakes, water damage, fire, demonstrations, or operational errors at the facilities of operating bases, plants, or datacenters in Japan and overseas • Risk associated with a lowering of the credit rating of the Fujitsu Group as a result of its failure to reach earnings targets or deterioration in its financial position • Risk associated with the infringement of related laws and regulations in Japan and overseas and risk associated with being the subject of litigation in relation to business execution • Risk associated with the inability to continue businesses due to such natural disasters or accidents, including earthquakes, typhoons, and water damage, or the spread of infectious diseases (including the increased frequency or effect of the above-mentioned due to climate change) • Risk associated with the effect on businesses of conflicts, terrorism, demonstrations, strikes, or political instability in the countries or regions where the Group has businesses 7. Natural disasters and sudden events Response to Compliance Matters In fiscal 2015, the Japan Fair Trade Commission (JFTC) investigated Fujitsu Limited for its alleged violation of the Antimonopoly Act (unreasonable restraint of transaction) in connection with the sale of communication equipment to Tokyo Electric Power Company and Chubu Electric Power Company. With respect to the transactions with Tokyo Electric Power Company, in July 2016 the JFTC issued Fujitsu an administrative cease-and-desist order and an administrative surcharge order, and Fujitsu is responding appropriately to these orders. Fujitsu will continue cooperating fully and sincerely with the JFTC’s investigation and procedures. Immediately following the JFTC’s on-site inspection, Fujitsu conducted a thorough internal investigation within the Fujitsu Group and took appropriate measures in accordance with its policies and applicable laws and regulations. Fujitsu deeply regrets this incident and apologizes to all related parties for causing them concern. Aiming to adhere to the Fujitsu Way and comply with Japan’s Antimonopoly Act as well as the competition laws of other countries, Fujitsu established in-house regulations, conducted education for officers and other employees, and operated a whistleblowing system globally prior to this incident. Fujitsu will take rigorous measures to prevent the recurrence of such an incident and continue to strengthen compliance-related measures further. 79 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES INFORMATION SECURITY MANAGEMENT INFORMATION SECURITY MANAGEMENT Ensuring Information Security Bearing in mind that ICT constitutes a fundamental part of the Fujitsu Group’s business, the Fujitsu Group maintains infor- mation security throughout the Group and also proactively strives to maintain and improve its customers’ information security through Fujitsu’s products and services, and thereby contributes to the corporate philosophy that articulates our desire for “a network society that is rewarding and secure.” Information Security Policy and Related Rules The Fujitsu Group “seeks to be the customer’s valued and trusted partner and build mutually beneficial relationships with business partners” and to maintain confidentiality as a key aspect of its social responsibilities. To that end, the Group has established the Fujitsu Group Information Security Policy and is working to promote information security. In accordance with the Framework of Information Security Rules, each Fujitsu Group company uses the Information Security Policy Formulation Guidelines and works to ensure the consistency of the policies of each Group company, taking into account the systems and laws in each country. The Group companies also use the Global Information Security Management Framework to select, decide on, and implement information security measures as well as to evaluate and improve them. Fujitsu Group Information Security Policy (Full Text) http://www.fujitsu.com/downloads/CSR/society/ FujitsuGroupInformationSecurityPolicy010.pdf Framework of Information Security Rules Fujitsu Group Information Security Policy Group Companies in Japan Overseas Group Companies Information Management ICT Security • Information Management Rules • Rules for Information System Security • Confidential Information Management • Rules for the Use of Fujitsu PKI* Information Systems Security Policy and other rules and policies prepared by each company Rules of Third Parties • Personal Information Management Rules Implementation Procedures Implementation Procedures * Public Key Infrastructure. Rules relating to the use of systems for personal identification and encoding Information Security Organization In order to further strengthen its security measures in response to the recent trend of more numerous and sophisticated cyber attacks, Fujitsu has established the CyberSecurity Committee, chaired by a Chief Information Security Officer (CISO), under the Information Security Organization Risk Management & Compliance Committee, and has reviewed its global security organization structure, thereby ensuring the estab- lishment and implementation of information security measures. Risk Management & Compliance Committee CyberSecurity Committee (Chair: CISO) Japan Japan CISO EMEIA Oceania Asia The Americas EMEIA CISO Oceania CISO Asia CISO The Americas CISO Group company Group company 80 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATA Initiatives to Secure Information Security Overview Examples of initiatives in recent years IT Security Initiatives within the Operations of the Fujitsu Group In situations where ICT is utilized, a large volume of data related to busi- ness is collected and made easily accessible. This is accompanied by various risks, such as the risk of information being leaked, damaged, or unavailable. For this reason, the Fujitsu Group has positioned IT security, which seeks to ensure the secure management of information when using ICT, as a common Group-wide theme, and is working toward this end. Initiatives for the Protection of Customers’ Information Assets The organizations and Group companies in the Fujitsu Group that provide system integration services are called upon to maintain an even higher level of information management than the rest of the Fujitsu Group because they have many more opportunities to handle customer informa- tion assets and personal data. That is why Fujitsu’s Information Security Council Secretariat (Council Secretariat) provides its security management framework, which is the foundation of information security management, to all related organizations and Group companies. Related organizations and Group companies apply the framework and promote policies. Cyber attacks are becoming increasingly advanced and sophisticated. One of Fujitsu’s initiatives to protect customers’ information assets from this threat is to promote the development of information security personnel with advanced security skills. Initiatives toward the Improvement of Security Quality for Products and Services, Including Cloud-based Services • The Fujitsu Group Information Security Policy was formulated in April 2016. • To reinforce awareness of information security, e-Learning is implemented each year for all employees, including executive officers. • The CyberSecurity Committee was established. This committee discusses and approves basic policies regarding securing and enhancing security for the Fujitsu Group. • As of June 2016, 43 Group organizations had acquired Information Security Management System (ISMS) certification, which confirms compliance with the ISO/IEC 27001 international standard for information risk management. • In November 2016, we established the CyberSecurity Business Strategy Headquarters, which is positioned as the headquarters for the cyber security related operations of the Fujitsu Group. • We have positioned specialists in protecting information systems from cyber attacks as Security Meisters, and we plan to train and certify 2,000 engineers by the end of March 2018. It is important for service providers to respond to ever-changing security threats to enable customers to be able to use services, such as cloud-based services, with a sense of safety and security. Fujitsu, as a service provider, clearly defines the security countermeasures to be implemented, formu- lates guidelines and standards, and conducts audits. In addition, Fujitsu has established a dedicated organization that will respond to incidents. It is also engaged in third-party evaluation and makes information available to the public. • We have formulated the Fujitsu Cloud Data Security Standard (FJC DSS), which incorporates international security standards, customer security requirements, and Fujitsu’s abundant experience in cloud platform operations. • In November 2015, we established the FUJITSU Advanced Artifact Analysis Laboratory (“A3L”—A-cubed Lab) to track increasingly sophisticated cyber attacks and concentrate and reinforce expert analysis technologies. We are working to improve the security quality of software products, ensure security of products using open source software, and provide products with strong security against cyber attacks. • To enhance the quality of software products, activities to ensure security quality are being incorporated into the development process, centered on the Secure Software Development Promotion Team. The business activities of the Fujitsu Group are supported by business partners, whose software, services, goods, and materials provide the basis for the value added by Group companies. The Fujitsu Group aims to elimi- nate information security incidents together with its business partners. To this end, the Group continuously implements measures to maintain and strengthen information security, such as education, awareness raising, audits, and information sharing. • To prepare for the full-scale rollout of Japan’s Social Security and Tax Number System (commonly known as the “My Number” system) beginning in 2016, we revised the Information Management Procedure for Business Partners (agreement relating to information security between the Fujitsu Group and its partners) in September 2015. We also held training sessions to explain revisions and looked at case studies of targeted attacks. R&D on Security Technologies for Supporting a Safe Lifestyle Cyber attacks are becoming increasingly advanced and sophisticated. On the other hand, new services with identity confirmation are being explored, and there are demands for reliable identity confirmation technology that also protects personal information. Fujitsu Laboratories is developing the latest technologies to resolve these challenges. • We have developed security log analysis technologies that efficiently identify the sophisticated attacks hidden among the large volume of known attacks. • We have developed technology that extracts confidential data from a palm vein image and converts the data with a bio-code to encrypt it. For further details on information security management, please refer to Fujitsu Group Information Security Report 2016. http://www.fujitsu.com/global/about/resources/reports/securityreport/2016-securityreports/index.html 81 Fujitsu Group Integrated Report 2016CORPORATE GOVERNANCE / CORPORATE DATAPROGRESS IN BUSINESS MODEL TRANSFORMATIONREVIEW OF OPERATIONSFUJITSU GROUP OVERVIEWMANAGING CAPITAL TO ACCELERATE GROWTH STRATEGIES SHAREHOLDER DATA (As of March 31, 2016) Capital: Authorized Common Stock: Issued Common Stock: Number of Shareholders: ¥324,625 million 5,000,000,000 shares 2,070,018,213 shares 161,279 Equity Shareholdings by Type of Shareholder: Japanese Financial Institutions and Securities Firms Other Japanese Corporations Foreign Institutions and Individuals Japanese Individuals and Others Corporate Headquarters: Shiodome City Center, Transfer Agent: 1-5-2 Higashi-Shimbashi, Minato-ku, Tokyo 105-7123, Japan Telephone: +81-3-6252-2220 Mitsubishi UFJ Trust and Banking Corporation 4-5, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-8212, Japan 26.33% 13.11% 39.11% 21.45% Stock Exchange Listings: Tokyo, Nagoya * The 118,892 thousand shares of Fujitsu Limited stock held by Fuji Electric Co., Ltd., as retirement benefit trust assets are categorized under the shareholdings of “Other Japanese Corporations.” Accounting Auditors: Ernst & Young ShinNihon LLC Shareholder Information: For further information, Status of Principal Shareholders: Principal Shareholders Fuji Electric Co., Ltd. Number of Shares Held (Thousands) Percentage of Shares Held (%) 228,391 11.03 Japan Trustee Services Bank, Ltd. (for trust) 86,296 The Master Trust Bank of Japan, Ltd. (for trust) 73,514 Fujitsu Employee Shareholding Association Mizuho Bank, Ltd. Asahi Mutual Life Insurance Company 55,430 36,963 35,180 Japan Trustee Services Bank, Ltd. (for trust 9) 32,240 State Street Bank and Trust Company 505225 29,252 State Street Bank West Client Treaty 505234 28,692 State Street Bank and Trust Company 505001 28,387 4.17 3.55 2.68 1.79 1.70 1.56 1.41 1.39 1.37 Notes: 1. The shares held by Japan Trustee Services Bank, Ltd. (for trust), The Master Trust Bank of Japan, Ltd. (for trust), and Japan Trustee Services Bank, Ltd. (for trust 9) pertain to the trust business by the institution. 2. Of the shares held by Fuji Electric Co., Ltd., 118,892 thousand shares are trust properties that are trusted to Mizuho Trust & Banking Co., Ltd., and re-trusted to Trust & Custody Services Bank, Ltd., as retirement benefit trust assets. The voting rights involved in these shares are set forth to be exercised upon order of Fuji Electric Co., Ltd. The shares of Fujitsu Limited held by Fuji Electric Co., Ltd., and its consolidated subsidiaries total 231,875 thousand shares (representing an ownership stake of 11.21%), including 118,892 thousand shares held as retirement benefit trust assets. 3. Of the shares held by Mizuho Bank, Ltd., 4,250 thousand shares are trust proper- ties that are trusted to Mizuho Trust & Banking Co., Ltd., and re-trusted to Trust & Custody Services Bank, Ltd., as retirement benefit trust assets. The voting rights involved in these shares are set forth to be exercised upon order of Mizuho Bank, Ltd. please contact: Fujitsu Limited Public & Investor Relations Telephone: +81-3-6252-2173 Facsimile: +81-3-6252-2783 http://www.fujitsu.com/global/about/ir/ On the Publication of the Fujitsu Group Integrated Report 2016 (Editorial Policy) Since 2015, when the Fujitsu Group marked the 80th anniversary of its founding, we have published the Fujitsu Group Integrated Report, which integrates the previous Annual Report and CSR Report. This report is for our various stakeholders, including sharehold- ers and other investors, and provides information on non-financial aspects, such as society, the environment, and governance, together with financial information. Through this publication, we aim to communicate the Fujitsu Group’s initiatives for business activities and value creation comprehensively and simply. In editing the report, we have referred to various guidelines, such as the International Integrated Reporting Framework of the International Integrated Reporting Council. From the fiscal year ended March 31, 2015, Fujitsu has adopted the International Financial Reporting Standards (IFRS). However, some sections have presented results under the Japanese account- ing standard for the purpose of year-on-year comparison. These sections are indicated in the report. 82 All brand names and product names are trademarks and registered trademarks of their respective holders. Fujitsu Group Integrated Report 2016 FUJITSU GROUP’S INFORMATION DISCLOSURE Corporate Website Our corporate website presents information on the Fujitsu Group’s products, corporate activities, press releases, and messages from the president. http://www.fujitsu.com/global/ Investor Relations Website Our investor relations website presents information on financial results, materials and videos from various briefings, and corporate governance information. PDF versions of this Fujitsu Group Integrated Report are also available for viewing. http://www.fujitsu.com/global/about/ir/ Corporate Social Responsibility Website Our corporate social responsibility website provides information on the Company’s think- ing and initiatives in social and environmental fields and related promotion structures, as well as specific examples and data. PDF versions of the Fujitsu Group CSR Report, the Fujitsu Group Environmental Report, and the Fujitsu Group Information Security Report are also available for viewing. http://www.fujitsu.com/global/about/csr/ Fujitsu Group Reports Fujitsu Group CSR Report 2016 http://www.fujitsu.com/global/ about/resources/reports/ sustainabilityreport/ 2016-csrreport/index.html Fujitsu Group Environmental Report 2016 http://www.fujitsu.com/global/about/ resources/reports/sustainabilityreport/ 2016-environmentalreport/ Fujitsu Group Information Security Report 2016 http://www.fujitsu.com/global/about/ resources/reports/securityreport/ 2016-securityreports/index.html Please follow the link below for other publications and reports. http://www.fujitsu.com/global/about/resources/ 83 Fujitsu Group Integrated Report 2016 FUJITSU LIMITED Shiodome City Center, 1-5-2 Higashi-Shimbashi, Minato-ku, Tokyo 105-7123, Japan Telephone: +81-3-6252-2220 http://www.fujitsu.com/global/ Legibility We have reviewed this report using our ColorSelector tool to choose a highly accessible color combination so that the text and figures will be as legible as possible to the widest range of readers. Consideration for the Environment • This report has been printed using waterless printing, which reduces the amount of harmful materials used and emitted. • FSC® Certified Paper as designated by the Forest Stewardship Council® has been used in printing in order to help preserve forestry resources. • Vegetable oil inks has been used that do not include volatile organic compounds. ©2017 Fujitsu Limited Printed in Japan BA0048-1AP