Securities Report 6/12
Toyota Motor Corporation
24 June 2004
Notes to consolidated financial statements
FY2004
For the year ended March 31, 2004
1 Accounting Principles, Procedures and Presentation Methods for Consolidated
Financial Statements
The accompanying consolidated financial statements of Toyota Motor
Corporation (the 'parent company') have been prepared in accordance with
accounting principles generally accepted in the United States of America
('U.S. GAAP').
In September 1999, the parent company listed its American Depositary Shares
('ADS') on the New York Stock Exchange. Since then, the parent company has
prepared the consolidated financial statements in accordance with the
terminology, forms and preparation methods required in issuing ADS and
registered them with the United States Securities and Exchange Commission.
The following paragraphs describe the major differences between accounting
principles, procedures and presentation methods for consolidated financial
statements which the parent company and its subsidiaries (collectively
'Toyota') adopt and those in Japan.
(1) Consolidated statement of shareholders' equity
Toyota has prepared consolidated statement of shareholders' equity
which present all changes in shareholders' equity during a period as a
part of its consolidated financial statements.
The consolidated comprehensive income and all components of
comprehensive income are disclosed in accordance with Statement of
Financial Accounting Standards ('FAS') No. 130 Reporting Comprehensive
Income in the consolidated statement of shareholders' equity. In the
Statement, comprehensive income is defined as the change in equity of
a business enterprise during a period from transactions and other
events and circumstances from nonowner sources, and consists of net
income and other comprehensive income. Other comprehensive income
includes any changes in foreign currency translation adjustments,
unrealized gains or losses on securities and minimum pension liability
adjustments.
Any changes in capital surplus and retained earnings during a period
presented in consolidated statement of capital surplus and retained
earnings under accounting principles generally accepted in Japan
('Japanese GAAP') are included in the consolidated statement of
shareholders' equity.
(2) The basis for determination of subsidiary
Under U.S. GAAP, subsidiaries subject to the consolidation are
determined mainly based on the ownership of voting shares (more than
50%). Under Japanese GAAP, subsidiaries according to the control
basis are added to those subsidiaries determined by the ownership of
voting shares.
(3) Reporting category of equity in earnings of affiliated companies
Under Japanese GAAP, equity in earnings of affiliated companies is
included in non-operating income or expenses, while under U.S. GAAP,
it is presented below 'Income before minority interest and equity in
earnings of affiliated companies'.
(4) Recognition of gains on transfer of the substitutional portion of the
employee pension fund
Under Japanese GAAP, gains or losses on transfer of the substitutional
portion of the employee pension fund are required to be recognized at
the date of the approval for the separation of the benefit obligation
that relates to past employee services, while those gains or losses
can be recognized as a transitional measure at the date of the
approval for the exemption from the payment of the benefits related to
future employee services. Under U.S. GAAP, those gains or losses
should be recorded upon completion of the actual transfer of the plan
assets to the government.
FY2004
For the year ended March 31, 2004
(5) Accounting for leases
Under U.S. GAAP, Toyota has accounted for lease transactions in
accordance with FAS No. 13 Accounting for Leases. In the Statement,
as a lessor, Toyota has accounted them as if they are sold, and as
'sales-type leases' or 'direct financing leases' for lease
transactions that meet certain criteria. As a lessee, Toyota has
recorded fixed assets as capital leases' for lease transactions that
meet certain criteria.
(6) Accounting for accrued pension and severance costs
Under U.S. GAAP, Toyota has accrued pension and severance costs in
accordance with FAS No. 87 Employers' Accounting for Pensions
('FAS 87') and FAS No. 88 Employers' Accounting for Settlements and
Curtailments of Defined Benefit Pension Plans and for Termination
Benefits. In FAS 87, additional minimum pension liabilities are
required when the accumulated benefit obligation exceeds the fair
value of plan assets, while such treatment is not provided under
Japanese GAAP. Under U.S. GAAP, unrecognized actuarial gain or loss
is amortized over the remaining service period of employees when such
balance at beginning of year exceeds the 'Corridor' which is defined
as a 10% of larger of projected benefit obligation or fair value of
plan assets, while such gain or loss is amortized for a certain period
regardless of the Corridor under Japanese GAAP.
(7) Accounting for goodwill
Under U.S. GAAP, goodwill shall not be amortized and shall be tested
for impairment on annual basis and between annual tests if an event
occurs or circumstances change that would indicate the possibility of
the impairment, and written off when impaired in accordance with FAS
No. 142 Goodwill and Other Intangible Assets. Under Japanese GAAP,
goodwill shall be amortized over 5 years on the straight-line method,
while it shall be expensed as incurred, if not material.
2 Nature of operations
Toyota is primarily engaged in the design, manufacture, assembly and sale
of passenger cars, sport-utility vehicles, minivans, trucks and related
parts and accessories throughout the world. In addition, Toyota provides
retail and wholesale financing, retail leasing and certain other financial
services primarily to its dealers and their customers related to vehicles
manufactured by Toyota.
3 Summary of significant accounting policies
The parent company and its subsidiaries in Japan maintain their records and
prepare their financial statements in accordance with accounting principles
generally accepted in Japan, and its foreign subsidiaries in conformity
with those of their countries of domicile. Certain adjustments and
reclassifications have been incorporated in the accompanying consolidated
financial statements to conform with accounting principles generally
accepted in the United States of America.
Significant accounting policies after reflecting adjustments for the above
are as follows:
(1) Basis of consolidation and accounting for investments in affiliated
companies
The consolidated financial statements include the accounts of the
parent company and those of its majority-owned subsidiary companies.
All significant intercompany transactions and accounts have been
eliminated. Investments in affiliated companies in which Toyota
exercises significant influence, but which it does not control, are
stated at cost plus equity in undistributed earnings. Consolidated
net income includes Toyota's equity in current earnings of such
companies, after elimination of unrealized intercompany profits.
Investments in non-public companies in which Toyota does not exercise
significant influence (generally less than a 20% ownership interest)
are stated at cost.
FY2004
For the year ended March 31, 2004
(2) Estimates
The preparation of Toyota's consolidated financial statements in
conformity with accounting principles generally accepted in the United
States of America requires management to make estimates and
assumptions that affect the amounts reported in the consolidated
financial statements and accompanying notes. Actual results could
differ from those estimates. The more significant estimates include:
product warranties, allowance for doubtful accounts and credit losses,
residual values for leased assets, impairment of long-lived assets,
postretirement benefits costs and obligations, fair value of
derivative financial instruments and other-than-temporary losses on
marketable securities.
(3) Translation of foreign currencies
All asset and liability accounts of foreign subsidiaries and
affiliates are translated into Japanese yen at appropriate year-end
current rates and all income and expense accounts of those
subsidiaries are translated at average-period exchange rates. The
resulting translation adjustments are included as a component of
accumulated other comprehensive income.
Foreign currency receivables and payables are translated at
appropriate year-end current rates and the resulting transaction gains
or losses are taken into income currently.
(4) Revenue recognition
Revenues from sales of vehicles and parts are generally recognized
upon delivery which is considered to have occurred when the dealer has
taken title to the product and the risk and reward of ownership have
been substantively transferred, except as described below.
Toyota's sales incentive programs principally consist of cash payments
to dealers calculated based on vehicle volume or a model sold by a
dealer in a certain period of time. Toyota accrues these incentives
as revenue reductions upon the sale of a vehicle corresponding to the
program by the amount determined in the related incentive program.
Revenue from the sale of vehicles under which Toyota conditionally
guarantees the minimum resale value is recognized on a pro rata basis
from the date of sale to the first exercise date of the guarantee in a
manner similar to lease accounting. The underlying vehicles of these
transactions are recorded as assets and are depreciated in accordance
with Toyota's depreciation policy.
Revenue from retail financing contracts and finance leases is
recognized using the effective yield method. Revenue from operating
leases is recognized on a straight-line basis over the lease term.
Toyota on occasion sells finance receivables in transactions subject
to limited recourse provisions. These sales are to trusts and Toyota
retains the servicing and is paid a servicing fee. Gains or losses
from the sales of the finance receivables are recognized in the period
in which such sales occur.
(5) Other costs
Advertising and sales promotion costs are expensed as incurred.
Advertising costs were 371,677 million yen for the year ended March
31, 2004.
Toyota generally warrants its products against certain manufacturing
and other defects. Provisions for product warranties are provided for
specific periods of time and/or usage of the product and vary
depending upon the nature of the product, the geographic location of
its sale and other factors. Toyota provides a provision for estimated
product warranty costs at the time the related sale is recognized
based on estimates that Toyota will incur to repair or replace product
parts that fail while under warranty. The amount of accrued estimated
warranty costs is primarily based on historical experience as to
product failures as well as current information on repair costs. The
amount of warranty costs accrued also contains an estimate as to
warranty claim recoveries from suppliers.
Research and development costs are expensed as incurred and were
682,279 million yen for the year ended March 31, 2004.
FY2004
For the year ended March 31, 2004
(6) Cash and cash equivalents
Cash and cash equivalents include all highly liquid investments,
generally with original maturities of three months or less, that are
readily convertible to known amounts of cash and are so near maturity
that they present insignificant risk of changes in value because of
changes in interest rates.
(7) Marketable securities
Marketable securities consist of debt and equity securities. Debt and
equity securities designated as available-for-sale are carried at fair
value with changes in unrealized gains included as a component of
accumulated other comprehensive income in shareholders' equity, net of
applicable taxes. Debt securities designated as held-to-maturity
investments are carried at amortized cost. Individual securities
classified as either available-for-sale or held-to-maturity are
reduced to net realizable value for other-than-temporary declines in
market value. In determining if a decline in value is
other-than-temporary, Toyota considers the length of time and the
extent to which the fair value has been less than the carrying value,
the financial condition and prospects of the company and Toyota's
ability and intent to retain its investment in the company for a
period of time sufficient to allow for any anticipated recovery in
market value. Realized gains and losses, which are determined on the
average cost method, are reflected in the statement of income when
realized.
(8) Security investments in non-public companies
Security investments in non-public companies are carried at cost as
fair value is not readily determinable. If the value of a non-public
security investment is estimated to have declined and such decline is
judged to be other-than-temporary, Toyota recognizes the impairment of
the investment and the carrying value is reduced to its fair value.
Determination of impairment is based on the consideration of such
factors as operating results, business plans and estimated future cash
flows. Fair value is determined principally through the use of the
latest financial information.
(9) Finance receivables
Finance receivables are recorded at the present value of the related
future cash flows including residual values for finance leases.
(10) Allowance for credit losses
Allowance for credit losses are established to cover probable losses
on receivables resulting from the inability of customers to make
required payments. The allowance for credit losses is based primarily
on the frequency of occurrence and loss severity. Other factors
affecting collectibility are also evaluated in determining the amount
to be provided.
Losses are charged to the allowance when it has been determined that
payments will not be received and collateral cannot be recovered or
the related collateral is repossessed and sold. Any shortfall between
proceeds received and the carrying cost of repossessed collateral is
charged to the allowance. Recoveries are reversed from the allowance
for credit losses.
FY2004
For the year ended March 31, 2004
(11) Allowance for residual value losses
Toyota is exposed to risk of loss on the disposition of off-lease
vehicles to the extent that sales proceeds are not sufficient to cover
the carrying value of the leased asset at lease termination. Toyota
maintains an allowance to cover probable estimated losses related to
unguaranteed residual values on its owned portfolio. The allowance is
evaluated considering projected vehicle return rates and projected
loss severity. Factors considered in the determination of projected
return rates and loss severity include historical and market
information on used vehicle sales, trends in lease returns and new car
markets, and general economic conditions. Management evaluates the
foregoing factors, develops several potential loss scenarios, and
reviews allowance levels to determine whether reserves are considered
adequate to cover the probable range of losses.
The allowance for residual value losses is maintained in amounts
considered by Toyota to be appropriate in relation to the estimated
losses on its owned portfolio. Upon disposal of the assets, the
allowance for residual losses is adjusted for the difference between
the net book value and the proceeds from sale.
(12) Inventories
Inventories are valued at cost, not in excess of market, cost being
determined on the 'average cost' basis, except for the cost of
finished products carried by certain subsidiary companies which is
determined on the 'specific identification' basis or 'last in, first
out' ('LIFO') basis. Inventories valued on the LIFO basis totaled
190,642 million yen at March 31, 2004. Had the 'first in, first out'
basis been used for those companies using the LIFO basis, inventories
would have been 21,463 million yen higher than reported at March 31,
2004.
(13) Property, plant and equipment
Property, plant and equipment are stated at cost. Major renewals and
improvements are capitalized; minor replacements, maintenance and
repairs are charged to current operations. Depreciation of property,
plant and equipment is mainly computed on the declining-balance
method for the parent company and Japanese subsidiaries and on the
straight-line method for foreign subsidiary companies at rates based
on estimated useful lives of the respective assets according to
general class, type of construction and use. Estimated useful lives
is range from 3 to 60 years for buildings and from 2 to 20 years for
machinery and equipment.
Vehicles and equipment on operating leases to third parties are
originated by dealers and acquired by certain consolidated
subsidiaries. Such subsidiaries are also the lessors of certain
property that they acquire directly.Vehicles and equipment on
operating leases are depreciated primarily on a straight-line method
over the lease term, generally three years, to the estimated residual
value.
(14) Long-lived assets
Toyota reviews its long-lived assets, including investments in
affiliated companies, for impairment whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable. An impairment loss would be recognized when the carrying
amount of an asset exceeds the estimated undiscounted future cash
flows expected to result from the use of the asset and its eventual
disposition. The amount of the impairment loss to be recorded is
calculated by the excess of the assets carrying value over its fair
value. Fair value is determined mainly using a discounted cash flow
valuation method.
FY2004
For the year ended March 31, 2004
(15) Goodwill and intangible assets
Goodwill is not material to Toyota's consolidated balance sheets.
Intangible assets consist mainly of software. Intangible assets with
a definite life are amortized on a straight-line basis with estimated
useful lives mainly of 5 years. Intangible assets with an indefinite
life are tested for impairment whenever events or circumstances
indicate that a carrying amount of an asset (asset group) may not be
recoverable. An impairment loss would be recognized when the carrying
amount of an asset exceeds the estimated undiscounted cash flows used
in determining the fair value of the asset. The amount of the
impairment loss to be recorded is generally determined by using a
discounted cash flow analysis.
(16) Environmental matters
Environmental expenditures relating to current operations are expensed
or capitalized as appropriate. Expenditures relating to existing
conditions caused by past operations, which do not contribute to
current or future revenues, are expensed. Liabilities for remediation
costs are recorded when they are probable and reasonably estimable,
generally no later than the completion of feasibility studies or
Toyota's commitment to a plan of action. The cost of each
environmental liability is estimated by using current technology
available and various engineering, financial and legal specialists
within Toyota based on current law. Such liabilities do not reflect
any offset for possible recoveries from insurance companies and are
not discounted.
(17) Income taxes
The provision for income taxes is computed based on the pretax income
included in the consolidated statement of income. The asset and
liability approach is used to recognize deferred tax liabilities and
assets for the expected future tax consequences of temporary
differences between the carrying amounts and the tax bases of assets
and liabilities. Valuation allowances are recorded to reduce
deferred tax assets when it is more likely than not that a tax benefit
will not be realized.
(18) Derivative financial instruments
Toyota employs derivative financial instruments, including forward
foreign currency exchange contracts, foreign currency options,
interest rate swaps, interest rate currency swap agreements and
interest rate options to manage its exposure to fluctuations in
interest rates and foreign currency exchange rates. Toyota does not
use derivatives for speculation or trading purposes. Changes in the
fair value of derivatives are recorded each period in current
earnings. The ineffective portion of all hedges is recognized
currently in earnings.
(19) Net income per share
Basic net income per common share is calculated by dividing net income
by the weighted-average number of shares outstanding during the
reported period. The calculation of diluted net income per common
share is similar to the calculation of basic net income per share,
except that the weighted-average number of shares outstanding includes
the additional dilution from the assumed exercise of dilutive stock
options.
FY2004
For the year ended March 31, 2004
(20) Stock-based compensation
Toyota measures compensation expense for its stock-based compensation
plan using the intrinsic value method. Toyota accounts for the
stock-based compensation plans under the recognition and measurement
principles of the Accounting Principles Board ('APB') Opinion No. 25,
Accounting for Stock Issued to Employees, and related Interpretations.
No stock-based compensation cost is reflected in net income, as all
options granted under those plans had an exercise price higher than
the market value of the underlying common stock on the date of grant.
The following table illustrates the effect on net income and earnings
per share if the company had applied the fair value recognition
provisions of a Statement of Financial Accounting Standard ('FAS')
No. 123, Accounting for Stock-Based Compensation, to stock-based
employee compensation. See note 18 to the consolidated financial
statements for weighted-average assumptions used in option pricing
model.
Yen in millions
_______________________
For the year ended
March 31, 2004
________________________________________________________________________________
Net income As reported 1,162,098
Deduct: Total stock-based
compensation expenses
determined under fair value
based method for all awards,
net of related tax effects (1,237)
_______________________
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