Form 6-K
Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of June, 2003.

 

Commission File Number: 001-31221

 

Total number of pages: 62

 


 

NTT DoCoMo, Inc.

(Translation of registrant’s name into English)

 


 

Sanno Park Tower 11-1, Nagata-cho 2-chome

Chiyoda-ku, Tokyo 100-6150

Japan

(Address of principal executive offices)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F  x                    Form 40-F

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes  ¨    No  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-


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Information furnished in this form:

 

 

1.   English translation, dated May 30, 2003, of Notice of Convocation of the 12th Ordinary General Meeting of Shareholders.
2.   English translation of report to shareholders regarding the 12th fiscal year of NTT DoCoMo, Inc.


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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

   

NTT DoCoMo, Inc.

Date: June 2, 2003

 

By:

 

/S/    MASAYUKI HIRATA        


       

Masayuki Hirata

Executive Vice President and

Chief Financial Officer


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[Translation]

 

May 30, 2003

 

To Shareholders

 

NTT DoCoMo, Inc.

11-1, Nagata-cho 2-chome

Chiyoda-ku, Tokyo

Keiji Tachikawa

President and CEO

 

NOTICE OF CONVOCATION OF

THE 12th ORDINARY GENERAL MEETING OF SHAREHOLDERS

 

Dear Shareholders:

 

Notice is hereby given that the 12th Ordinary General Meeting of Shareholders of the Company will be held as described below. You are cordially invited to attend the General Meeting.

 

If on the appointed day you cannot be present, please review the “Reference Material for Exercise of Voting Rights” hereinafter, indicate your votes for or against on the enclosed proxy voting form and return it; or, if you use a personal computer, you may access our proxy voting site on the Internet (http://koushi.ufjtrustbank.co.jp/) and input your preferences.

 

When voting rights are exercised via the Internet, you are requested to observe carefully the cautions noted hereinafter.

 

Particulars

 

1.    Date and Time:

Thursday, June 19, 2003 at 10:00 a.m.

 

2.    Place of the Meeting:

Tsuru-no-ma, 1st Floor

 

Hotel New Otani

 

4-1, Kioi-cho, Chiyoda-ku, Tokyo

 

3.    Matters to be dealt with at the Meeting:

 

Matters to be reported:

Report on Business Report and Statement of Income for the 12th Fiscal Year (from April 1, 2002 to March 31, 2003) and Balance Sheet as of March 31, 2003

 

Matters to be resolved:

 

        First Item of Business:

Approval of proposed appropriation of retained earnings for the 12th Fiscal Year

 

        Second Item of Business:

Repurchase of shares

 

A summary of this item appears in the “Reference Document Pertaining to Exercise of Voting Rights” on page 3 to follow.

 


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        Third Item of Business:

Partial amendment to the Articles of Incorporation

 

A summary of this item appears in the “Reference Document Pertaining to Exercise of Voting Rights” on pages 4-5 to follow.

 

        Fourth Item of Business:

Election of 3 Directors

 

        Fifth Item of Business:

Election of 4 Corporate Auditors

 

        Sixth Item of Business:

Award of Retirement Benefits Payments to Retiring Directors and a Corporate Auditor

 

Financial Statements and a certified copy of Independent Auditor’s Report on the financial statements required to be attached to this Notice are as stated in the attached “Report for the 12th Fiscal Year” (from page 3 to page 40).

 


 

If you attend the General Meeting in person, please present the enclosed voting form to the receptionist at the General Meeting.

 

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Reference Document Pertaining to Exercise of Voting Rights

 

1.   Total number of voting rights held by all shareholders:

 

50,169,200 voting rights

 

2.   Items of Business and Matters for Reference:

 

First Item of Business:    Approval of Proposed Appropriation of Retained Earnings for the 12th Fiscal Year

 

The proposal for appropriation of retained earnings of the Company for this fiscal year is as stated in the “Report for the 12th Fiscal Year” (page 36) attached hereto.

 

The Company distributes dividends, taking into account results of operations and the management environment, from the perspective of providing continuous stable dividends while trying to enhance our financial condition and secure internal reserves.

 

It is proposed to declare a year-end dividend of ¥500 per share. The Company did not declare interim dividends due to regulations under the Commercial Code of Japan, and accordingly, the amount of the aggregate annual dividends for this fiscal year will be ¥500 per share.

 

Second Item of Business:    Repurchase of Shares

 

In order to improve capital efficiency and implement a capital strategy which corresponds to changes in the management environment, it is proposed that the Company repurchase up to 2,500,000 shares of common stock of the Company, up to an aggregate repurchase price of ¥600,000 million, during the term between the close of this Ordinary General Meeting of Shareholders and the close of the next following Ordinary General Meeting of Shareholders, pursuant to the provisions of Article 210 of the Commercial Code of Japan.

 

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Third Item of Business:    Partial Amendment to the Articles of Incorporation

 

1.  Reasons for Amendments

 

  (1)   As the “Law Concerning Partial Amendments, etc. of the Commercial Code of Japan, etc.” (Law No.44 of 2002) became effective on April 1, 2003, it is proposed that amendments in connection with the share certificates lapse system and the relaxation of quorum requirements for special resolutions at meetings of shareholders be made.

 

  (2)   To enhance corporate governance further, it is proposed that the number of the Corporate Auditors also be amended.

 

2.  Contents of Amendments

 

     The contents of amendments are as follows:

 

 

   

(Provisions proposed to be amended are underlined.)

Present


 

Proposed amendments


(Transfer Agent)

 

(Transfer Agent)

Article 6.

 

Article 6.

1.  (Omitted)

 

1.  (Same as present)

2.  (Omitted)

 

2.  (Same as present)

3.  The shareholders’ register (including the beneficial shareholders’ register; the same is applicable hereinafter) and the ledger of fractional shares of the Company shall be kept at the place of business of the transfer agent, and the registration of transfers of shares, entry or record in the ledger of fractional shares, delivery of share certificates, purchase of fractional shares and any other matters relating to shares and fractional shares shall be handled by the transfer agent, and not by the Company.

 

3.  The shareholders’ register (including the beneficial shareholders’ register; the same is applicable hereinafter), the ledger of fractional shares and the register of lost share certificates of the Company shall be kept at the place of business of the transfer agent, and the registration of transfers of shares, entry or record in the ledger of fractional shares, delivery of share certificates, registration of loss of share certificates, purchase of fractional shares and any other matters relating to shares and fractional shares shall be handled by the transfer agent, and not by the Company.

(Share Handling Regulations)

 

(Share Handling Regulations)

Article 7.  The Share Handling Regulations established by the Board of Directors shall govern the denominations of share certificates issued by the Company, the registration of transfers of shares, entry in the ledger of fractional shares, delivery of share certificates, purchase of fractional shares and any other procedures for matters relating to shares and fractional shares as well as the fees therefore.

 

Article 7.  The Share Handling Regulations established by the Board of Directors shall govern the denominations of share certificates issued by the Company, the registration of transfers of shares, entry or record in the ledger of fractional shares, registration of loss of share certificates, delivery of share certificates, purchase of fractional shares and any other procedures for matters relating to shares and fractional shares as well as the fees therefor.

 

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Present


 

Proposed amendments


(Method of Resolution)

 

(Method of Resolution)

Article 11.  (Omitted)

 

Article 11.  (Same as present)

(newly created)

 

2.  Resolutions pursuant to Article 343 of the Commercial Code of Japan shall be adopted at the shareholder meetings with a quorum of one-third of the voting rights of all shareholders, by the approval of two-thirds of the voting rights represented there at.

(Number of Corporate Auditors)

 

(Number of Corporate Auditors)

Article 20.  The Company shall have not more than four (4) Corporate Auditors.

 

Article 20.  The Company shall have not more than five (5) Corporate Auditors.

 

Fourth Item of Business:    Election of 3 Directors

 

As Mr. Hideaki Yumiba, Mr. Yoshiaki Aigami and Mr. Eiji Hagiwara will resign at the close of this General Meeting, to fill these vacancies, it is proposed that 3 Directors be elected.

 

The candidates for Directors are as follows:

 

Candidate

Number


  

Name

(Date of Birth)


  

History and Positions


    

Number of NTT DoCoMo Shares Owned


1

  

Yojiro Inoue

(March 25, 1949)

  

April 1972

  

Entered The Ministry of Posts and Telecommunications.

    

10

         

June 1998

  

Deputy General Manager of Institute for Posts and

Telecommunications Policy

      
         

July 1999

  

General Manager of Tokai Regional Bureau of The Ministry of Posts and Telecommunications

      
         

July 2000

  

Vice President of the SATELLITE INFORMATION

FOUNDATION FOR HORSE RACING AGRICULTURE FORESTRY AND FISHERIES

      

 

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2

  

Harunari Futatsugi

(November 23, 1951)

  

April 1976

  

Entered NTT Public Corporation

    

10

         

April 1992

  

Senior Manager of Tokai Regional Communications Sector of NTT Corporation

      
         

March 1995

  

Senior Manager of Technology Strategy Planning Department of the company

      
         

July 1996

  

Senior Manager of Technology Department of the company

      
         

January 1999

  

Senior Manager of Corporate Strategy & Planning Department of our company

      
         

June 2001

  

General Manager of the Saitama Branch of our company

      

3

  

Bunya Kumagai

(October 13, 1952)

  

April 1975

  

Entered NTT Public Corporation

    

27

         

August 1997

  

Managing Director of Marketing Planning Department of NTT DoCoMo Chugoku, Inc.

      
         

June 1999

  

Managing Director of Cellular Business Marketing Department of our company

      
         

April 2001

  

Managing Director of Sales Promotion Department of our company

      
         

June 2002

  

Managing Director of Agency Management Department of our company

      
         

April 2003

  

Managing Director of Sales Promotion Department of our company

      

 

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Fifth Item of Business:    Election of 4 Corporate Auditors

 

As the term of office of Mr. Keisuke Nakasaki, Mr. Shinichi Nakatani and Mr. Kiyomi Kamiya will expire at the close of this General Meeting, it is proposed that 4 Corporate Auditors, including one additional corporate auditor to enhance corporate governance further, be elected. This item of business is proposed on the condition that the third item of business, “Partial Amendment to the Articles of Incorporation”, is approved and passed.

 

The candidates therefor, whom the Board of Corporate Auditors has given approval, are as follows:

 

Candidate Number


  

Name

(Date of Birth)


  

History and Positions


    

Number of NTT DoCoMo Shares Owned


1

  

Keisuke Nakasaki

(October 10, 1941)

  

April 1965

  

Entered NTT Public Corporation

    

32

         

June 1995

  

Senior Manager of Affiliated Business Development Headquarters of NTT Corporation

      
         

July 1996

  

Senior Manager of Global Business Headquarters of the company

      
         

June 1998

  

President and Chief Executive Officer of NTT America, Inc

      
         

July 2000

  

Full-time Corporate Auditor of our company

      

2

  

Shinichi Nakatani

(August 31, 1943)

  

April 1966

  

Entered NTT Public Corporation

    

9

         

July 1992

  

Managing Director of Accounts and Finance Department of our company

      
         

June 1995

  

Senior Vice President and Managing Director of Accounts and Finance Department of our company

      
         

September 1996

  

General Manager of Ikebukuro Branch of our company

      
         

June 1998

  

Executive Vice President of NTT Advanced Technology Corporation

      
         

July 2002

  

Full-time Corporate Auditor of our company

      

 

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3

  

Satoshi Fujita

(March 3, 1944)

  

July 1969

 

  

Entered NTT Public Corporation

    

5

         

(October 1999)

  

Senior Vice President of NTT Communications Corporation and General Manager of Global Services Business Division of the company

      
         

April 2001

  

Senior Vice President of the company and General Manager of Arcstar Business Division of the company

      
         

April 2001

  

President and Chief Executive Officer of NTT WORLDWIDE TELECOMMUNICATIONS CORPORATION

      
         

June 2002

  

Executive Vice President of NTT Communications Corporation and General Manager of Arcstar Business Division and Global IP Division of the company

      
         

November 2002

  

Executive Vice President of the company and General Manager of Global Services Business Division of the company

      

4

  

Michiharu Sakurai

(March 4, 1937)

  

April 1979

  

Professor of Accounting at Senshu University

    

5

         

March 1981

  

Doctor of Commercial Science at Waseda University

      

(Note)  

Mr. Keisuke Nakasaki, Mr. Satoshi Fujita and Mr. Michiharu Sakurai are auditors from outside the Company, as set forth in Article 18-1 of the “Law For Special Exceptions to the Commercial Code Concerning Audit, etc., of Joint Stock Corporations (kabushiki-kaisha)”.

 

 

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Sixth Item of Business:    Award of Retirement Benefits Payments to Retiring Directors and a Corporate Auditor

 

It is proposed that retirement benefits payments be awarded to 4 persons, Directors Hideaki Yumiba, Yoshiaki Aigami and Eiji Hagiwara, who will resign at the close of this Ordinary General Meeting of Shareholders, and Corporate Auditor Mr. Kiyomi Kamiya, who will retire at the close of this Ordinary General Meeting of Shareholders due to the expiration of his full term of office, in order to compensate them for their services during their terms of office, within a reasonable range in an amount to be determined in accordance with the prescribed standards of the Company.

 

The determination of, among other things, amounts, payment date and methods, is proposed to be entrusted to the Board of Directors with regard to the retiring Directors and to the Board of Corporate Auditors with regard to the retiring Corporate Auditor.

 

The Company has a prescribed internal standard concerning retirement benefits for Directors and Corporate Auditors, by which the amount of retirement benefits can be clearly calculated and which is available for inspection by shareholders.

 

The personal history of each of the retiring Directors and Corporate Auditor is as follows:

 

Name


  

History


Hideaki Yumiba

  

June 1998

  

Senior Vice President and Managing Director of Network Laboratories of our company

    

June 2000

  

Senior Vice President and Managing Director of Core Network Development Department of our company

    

June 2002

  

Senior Vice President and Deputy Managing Director of Research and Development Division of our company

Yoshiaki Aigami

  

June 2001

  

Senior Vice President and Managing Director of Network Planning Department of our company

Eiji Hagiwara

  

June 2002

  

Senior Vice President and Managing Director of Solution Development Department of our company

Kiyomi Kamiya

  

June 2002

  

Full-time Corporate Auditor of our company

 

-end-

 

 

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Cautions when exercising voting rights via the Internet

 

When voting rights are exercised via the Internet, you are requested to observe carefully the cautions noted hereinafter.

 

1.   Exercise of voting rights via the Internet can only be accomplished using the Company’s designated site: (http://www.koushi.ufjtrustbank.co.jp/). Please note that this site cannot be accessed using DoCoMo’s “i-mode” service or other portable telephones.

 

2.   When voting rights are exercised via the Internet, please use the “Voting Rights Exercise code” and temporary password shown on the enclosed proxy form. They are required to input your votes in accordance with screen directions. To prevent improper access by persons other than the stockholder (imposters) and alteration of votes, it is requested that the stockholder convert the temporary password to a new one and obtain a special electronic identification issued by the Company’s registrar, UFJ Trust Bank.

 

Each time the general stockholders meeting is convened, notification will be given of a new “Voting Rights Exercise code.” But please be mindful that the password remains in effect until the stockholder changes.

 

3.   Votes cast via the Internet are accepted up to midnight on the day prior to the general stockholders meeting, i.e., June 18, 2003 (Wednesday). Because of the time required for tabulation of the results, we request that you vote as early as possible.

 

4.   In the event of duplication of votes on the proxy form and the Internet voting site, the latter shall be deemed effective.

 

5.   In the event of multiple votes on the Internet voting site, the last shall be deemed effective.

 

6.   The Company sends notifications of general stockholders meetings by electronic mail to stockholders who agree. Applications are accepted on the voting site. Stockholders who desire such notification of the next meeting are urged to complete the procedure.

 


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Information Map of the Place of the General Shareholders Meeting

 

Place of meeting:

  

Trusu on The Main Banquet Floor (first floor)

    

Hotel New Otani

    

4-1 Kioicho, Chiyoda-ku, Tokyo

 

LOGO

 

[Access]

(1)   Six minutes on foot from Kojimachi Station (No. 2 Exit) of Eidan (or Teito Rapid Transit Authority) Subway Yurakucho Line
(2)   Six minutes on foot from Nagatacho Station (No. 7 Exit) of Eidan Subway Hanzomon Line and Nanboku Line
(3)   Six minutes on foot from Akasakamitsuke Station (through Akasaka underground passage [D] and Exit to Kioicho) of Eidan Subway Marunouchi Line and Ginza Line
(4)   Eight minutes on foot from Yotsuya Station (No. 1 Exit) of Eidan Subway Marunouchi Line and Nanboku Line
(5)   Eight minutes on foot from Yotsuya Station (Kojimachi Exit) of JR Chuo Line and Sobu Line

 

Request to attendants:

  

Please refrain from coming to the place of meeting by car, since the roads around the venue and parking lots are expected to be congested on the day of meeting.

 


Table of Contents

 

[Translation]

 

Report for the 12th Fiscal Year

For the Year From April 1, 2002 to March 31, 2003

 

TABLE OF CONTENTS

 

Letter to shareholders

  

2

(Documents attached to the “Notice of Convocation of The 12th Ordinary General Meeting of Shareholders”)

    

Business Report

  

3

Non-Consolidated Balance Sheet

  

31

Non-Consolidated Statement of Income

  

32

Proposal for Appropriation of Retained Earnings

  

36

Independent Auditor’s Report

  

37

Report of Corporate Auditors

  

39

(Appendices: Consolidated Financial Results)

    

Consolidated Balance Sheet

  

41

Consolidated Statement of Operations and Comprehensive Income

  

42

Consolidated Statement of Cash Flows

  

43

Selected Financial Data & Ratios (Consolidated)

  

44

 


Table of Contents

 

Dear Shareholders:

 

We are pleased to inform you of our business results for the 12th fiscal term (from April 1, 2002 to March 31, 2003).

 

In the year ended March 31, 2003, we moved forward in our pursuit of efficient business operations, stressing profit-oriented management. This was accomplished by, among others, making the DoCoMo Regional Subsidiaries wholly-owned subsidiaries and taking measures to reduce costs on all fronts. We also launched our “i-shot” picture mail service, developed and provided a wide array of advanced services capitalizing on the distinctive features of the third-generation FOMA service, and promoted our management strategies centered on “multimedia”, “ubiquity” and “globalization”. Overseas, following last year’s “i-mode” launch in Germany, we achieved steady results as i-mode was introduced in four new countries by our investee affiliates and alliance partners, and Europe’s first third-generation mobile phone system went into commercial service in the United Kingdom.

 

As a result of these and other measures, the number of cellular phone subscribers of NTT DoCoMo Group exceeded 43.8 million, of which “i-mode” subscribers accounted for 37 million. We also saw progress in customers upgrading to more advanced handsets, which contributed to an increase in data communications traffic.

 

As a consequence, our business results for the year were strong, with consolidated operating revenues rising to 4,809.1 billion yen, operating income of 1,056.7 billion yen, income before income taxes of 1,043.0 billion yen and net income of 212.5 billion yen.

 

Going forward, with a goal to further expand FOMA service, we will seek to establish a strong foundation for our future businesses by moving into new business domains and reinforcing our financial position, in a comprehensive effort to maximize the enterprise value of the entire DoCoMo group.

 

In this effort, we earnestly request your ongoing understanding and support.

 

May 2003

 

President and CEO

 

Keiji Tachikawa

 

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BUSINESS REPORT

Documents attached to the “Notice of Convocation of The 12th Ordinary General Meeting of Shareholders” (For the year from April 1, 2002 to March 31, 2003)

 

(Note)   The term “FY2002” hereinafter refers to the fiscal year ended March 31, 2003, and other fiscal years are referred to in a corresponding manner. All non-consolidated figures regarding results of operations in this report were prepared in accordance with accounting principles generally accepted in Japan (“Japanese GAAP”), unless otherwise stated herein. Consolidated results were prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), unless otherwise stated herein.

 

I.    Business Overview

 

1.  Developments and Results of Operations

 

(1)  General Business Conditions in the Japanese Cellular Phone Market

 

During the year ended March 31, 2003, Japan’s economy saw some improvements in capital expenditures in the manufacturing sector, but the general business climate remained harsh with the unemployment rate staying at high levels and continued weakness in personal consumption. In addition, uncertainties over the prospects of the Japanese economy mounted due to heightened tensions in international relations and its possible impact on the global economy.

 

While the mobile communications market already entered a phase of stable growth, it continued to expand driven by the continued popularity mobile Internet access service and also because the release of camera phones stimulated new demand among consumers. The aggregate number of cellular phone and PHS users in Japan increased by a net of 6.3 million during this fiscal term to 81.11 million as of March 31, 2003, or a penetration rate of 63.7% of the total population. Meanwhile, the competition among carriers intensified as each carrier continuously introduced various new services.

 

Trends in the Number of Cellular and PHS Subscribers over the Past Four Fiscal Years

 

    

9th Fiscal Term (FY1999)


  

10th Fiscal Term (FY2000)


  

11th Fiscal Term (FY2001)


    

12th Fiscal Term (FY2002)


 
    

(thousand subscribers)

 

        NTT DoCoMo Group subscribers

  

30,797

  

37,838

  

42,705

(*1)

  

45,549

(*1)

        Total subscribers in Japan (*2)

  

56,849

  

66,785

  

74,819

 

  

81,118

 


(*1)  Inclusive of FOMA Subscribers.

 

(*2)  Source: The Telecommunications Carriers Association

 

To respond adequately to these changes in the environment, the Company sought to further strengthen its management system and bolster its core businesses placing greater importance on profits, and strove to expand into new business areas around the three growth strategies of “multimedia”, “ubiquity” and “globalization”.

 

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As part of our efforts to strengthen our management system, we accelerated our decision-making process through the use of a new corporate information system introduced in April last year, while reducing costs and improving efficiency by reviewing existing service offerings including PHS, Quickcast, and satellite telephone services. To promote efficient management of the corporate group, the responsibilities of each company within the group were reviewed and as a consequence businesses such as equipment maintenance and subscriber acceptance were integrated and transferred to subsidiaries.

 

In order to execute business and capital strategies in a more unified manner together with the eight Regional Subsidiaries, and thereby maximize the enterprise value of the total Group, the Company acquired all shares of the Regional Subsidiaries and made them wholly owned by way of share exchanges.

 

Meanwhile, we have actively expanded into new business domains. These included enhancement of the downlink packet speed of “i-mode” service, launch of the “i-shot” picture mail service, and introduction of a service that enables users to make various payments from mobile handsets through the use of two-dimensional codes. We also developed and provided various advanced non-voice services leveraging FOMA’s high-speed, large-capacity data transmission capability, such as a new video mail service called “i-motion mail”, and reinforced the solutions businesses targeted at corporate users.

 

To allow a wide range of Internet Service Providers (ISP) to offer services similar to “i-mode”, we opened the interface to our i-mode packet network with an aim to further invigorate the mobile multimedia service market.

 

We also moved to furnish i-mode, W-CDMA and other technology and business expertise to companies in which we have capital stakes and to other companies with which we have business alliances. As a result, i-mode service began in the Netherlands, Taiwan, Belgium and France, following the lead of Germany where it commenced in March 2002. In March 2003, Europe’s first commercial third-generation mobile communications system was launched in the United Kingdom using W-CDMA technology.

 

Recognizing environmental issues as one of the most important and ongoing managerial concerns, each company within the group has undertaken a number of measures to alleviate the burdens it poses on the environment in accordance with their respective environment management principles, including, among others, collection and recycling of used cellular phones, and saving on paper resources by offering an “e-billing” service which provides customers’ bills over the Internet or by e-mail message.

 

In light of the succession of cases of corporate impropriety that have emerged in Japan and overseas, and based on the concept that ongoing observance of laws is indispensable to improvement of corporate value, we established an internal Compliance Promotion Committee to further overall management legal compliance and to review our business activities pursuant to relevant laws and corporate ethics.

 

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In observance of our 10th anniversary in July last year, the Company provided a time-delimited billing discount as a means of thanking its customers, and in March 2002 declared a commemorative dividend for its stockholders. We also expanded the “DoCoMo Woods” forestation program as part of our natural environment protection activity, and carried out various other commemorative activities stressing our contribution to society as a corporate citizen.

 

As a result of the foregoing, usage of the i-mode service grew dramatically and the number of cellular phone subscribers increased, which enabled us to post gains in both revenues and income in the year ended March 31, 2003. Net income was 84.8 billion yen on a non-consolidated basis, and 212.5 billion yen on a consolidated basis.

 

After an appraisal of the fair value of shares in investee affiliates in accordance with the accounting standard for financial instruments, we decided to recognize impairment losses from our investments in affiliates, including AT&T Wireless Services, Inc., KPN Mobile N.V. and Hutchison 3G Holdings, Ltd.

 

Principal financial results are summarized in the table below.

 

 

           

                    FY2001                 


      

                FY2002              


    

            % change              


 
           

(100 millions of yen)

 

Non-consolidated

  

Operating revenues

    

23,557

 

    

    24,768

    

        5.1

%

    

Operating income

    

4,201

 

    

4,552

    

8.3

%

    

Recurring profit

    

4,064

 

    

6,332

    

55.8

%

    

Net income (loss)

    

(3,107

)

    

848

    

—  

 

Consolidated

  

Operating revenues

    

  —  

 

    

48,091

    

—  

 

    

Operating income

    

—  

 

    

10,567

    

—  

 

    

Income before income taxes

    

—  

 

    

10,430

    

—  

 

    

Net income

    

—  

 

    

2,125

    

—  

 


(Note)

Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

 

 

           

FY2001


      

FY2002


    

% change


 
           

(100 millions of yen)

 

Consolidated

  

Operating revenues

    

51,715

 

    

—  

    

—  

 

    

Operating income

    

10,028

 

    

—  

    

—  

 

    

Recurring profit

    

8,533

 

    

—  

    

—  

 

    

Net income

    

8

 

    

—  

    

—  

 


(Note)

These figures are presented in accordance with Japanese GAAP.

 

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Table of Contents

 

Trends in Operating Revenues over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


      

(100 millions of yen)

9th Fiscal Term (FY1999)

    

17,350

10th Fiscal Term (FY2000)

    

21,423

11th Fiscal Term (FY2001)

    

23,557

12th Fiscal Term (FY2002)

    

24,768

 

Trends in Recurring Profit over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


      

(100 millions of yen)

9th Fiscal Term (FY1999)

    

2,327

10th Fiscal Term (FY2000)

    

2,929

11th Fiscal Term (FY2001)

    

4,064

12th Fiscal Term (FY2002)

    

6,332

 

Trends in Net Income (Loss) over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


 
      

(100 millions of yen)

 

9th Fiscal Term (FY1999)

    

1,285

 

10th Fiscal Term (FY2000)

    

1,730

 

11th Fiscal Term (FY2001)

    

(3,107

)

12th Fiscal Term (FY2002)

    

848

 

 

 

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(2)  Segment Information

 

Mobile Phone Business

 

The Company added new models to its product lineup, including, among others, the “mova 504i” series, that support higher packet transmission speeds (of up to 28.8Kbps downlink), larger i-appli file size and infrared data communications capability, the “mova 251i” series with built-in cameras capable of providing our “i-shot” picture mail service, and the “mova 671iS” (Raku Raku Phone II) equipped with easy-to-use features for customers in a wide range of age groups. The Company released and aggressively promoted the new “mova 504iS” model which combines a camera with an i-appli-compatible handset in a bid to reinforce our product offerings in the popular camera-enabled phones. As a consequence, the number of DoCoMo’s nationwide camera phone users exceeded 8.83 million as of March 31, 2003, in a mere ten months after the launch of “i-shot” service in June 2002.

 

As for FOMA service, the group expanded the service areas to all major cities, covering approximately 91% of the populated areas in Japan by March 31, 2003. The “Dual Network” service, which enables users to use both FOMA handsets and 800MHz digital mobile phones with the same phone number, was commenced to improve customer convenience. Furthermore, we also released new handsets supporting longer standby battery hours to cater to the demand of users, including the “FOMA 2051” series compatible with our video mail service “i-motion mail”, and “FOMA 2102V” videophone, and aggressively promoted their sales, by appealing to FOMA’s cheaper packet communications charges.

 

In the meantime, the Company took various measures to further expand the use of “i-mode”. These included the provision of “i-appli standby screen” function, which enables users to receive phone calls or mail even when “i-appli” applications are being activated, expansion of the number of characters that can be transmitted in a single “i-mode” mail message, and further enrichment of contents available on “i-mode” menu sites.

 

In addition, we expanded into the e-commerce field by introducing a new service called “combien?”, which allows customers to pay their phone bills at convenience stores using two-dimensional codes. Taking advantage of the infrared data transmission capability embedded in the cellular phones, we enabled the transmission of information between i-mode-compatible handsets and external devices (such as POS registers or other multimedia terminals), which led to the joint development of new services with other businesses, like a membership service using cellular phones which eliminates the need to issue special cards.

 

Furthermore, to allow customers to use “i-mode” in a more comfortable manner, we provided a discount service for heavy users that provides lower charges for the number of packets used in excess of a certain monthly threshold.

 

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Table of Contents

 

To respond to users’ increasingly diversified needs for mobile multimedia products, we released various new products for each service, such as a Pocket PC-enabled PDA terminal “musea”, and “Posiseek R”, a portable terminal compatible with our GPS-based location information service for corporate customers called “DLP service”.

 

In terms of multimedia services, “M-stage visual”, “M-stage music”, “infogate” and “mopera location information delivery service”, which were previously offered independently, were integrated into a single contract to offer them in a more convenient fashion at lower monthly charges. On the other hand, new content delivery services such as “M-stage book” and “M-stage V-Live” video distribution services were introduced, and a multipoint videoconferencing service “M-stage Visual Net” was launched on the FOMA network in a bid to boost usage.

 

With regard to satellite communications services, we have endeavored to provide a stable means for communications in the event of emergencies, in mountainous areas, as well as for maritime communications in vessels. In September last year, we commenced the operation of a new communications satellite, “N-STAR C”, to maintain the reliability of our system.

 

The Company has also implemented various measures intended to ensure a sound development of mobile communications industry: For instance, we restricted the number of times users can access the “i-shot” server to see photographs as a precautionary measure to prevent the distribution of pornography and other harmful information, enhanced the function that enables users to receive mails only from designated domains to counter unwanted bulk e-mails, and introduced a new feature to combat the problem of companies calling mobile phones and then hanging up after one ring in a scam to solicit business. The entire DoCoMo group is committed to do all in its power going forward so that customers can use our services with confidence.

 

Subscriber numbers and the results of the principal services in the Mobile Phone Business as of March 31, 2003 are summarized below:

 

 

[Subscriber numbers by service]

    
    

Non-consolidated

(change from March 31, 2002)


  

Consolidated

(change from March 31, 2002)


    

(thousand subscribers)

Cellular services

  

17,696

(up 6.3%)

  

43,531

(up 7.0%)

FOMA services

  

216

(up 167.6%)

  

330

(up 269.0%)

i-mode services (*)

  

15,280

(up 19.2%)

  

37,758

(up 17.4%)

Satellite mobile communications services

  

29

(2.4%)


(*)   The number of i-mode service subscribers is the aggregate of PDC i-mode subscribers (non-consolidated: 15,077,000 subscribers, consolidated: 37,456,000 subscribers) and FOMA i-mode subscribers (non-consolidated: 203,000 subscribers, consolidated: 303,000 subscribers).

 

 

8


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[Business results]

 

    

Non-consolidated

(change from FY2001)


  

Consolidated

(change from FY2001)


    

(100 millions of yen)

Mobile phone business operating revenues

  

24,056

(up 5.5%)

  

46,904

(—)

Cellular services revenues

  

13,782

(up 0.3%)

  

32,864

(—)

FOMA services revenues (*)

  

104

(up 529.5%)

  

136

(—)

Packet communications services revenues

  

3,747

(up 28.1%)

  

8,863

(—)

Satellite mobile communications services revenues

  

70

(down 23.9%)

Mobile phone business operating income

  

4,681

(up 6.1%)

  

10,872

(—)


(*)   Inclusive of FOMA packet communications services revenues.

(Notes)

Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to a change in the adopted accounting standards.

 

Trends in Cellular Subscribers over the Past Four Fiscal Years

 

      

Non-consolidated


    

Consolidated


 
      

(thousand subscribers)

 

9th Fiscal Term (FY1999)

    

12,418

 

  

29,356

 

10th Fiscal Term (FY2000)

    

14,876

 

  

36,026

 

11th Fiscal Term (FY2001)

    

16,730

(*)

  

40,783

(*)

12th Fiscal Term (FY2002)

    

17,912

(*)

  

43,861

(*)


(*)   Inclusive of FOMA Subscribers.

 

Trends in i-mode Subscribers over the Past Four Fiscal Years

 

      

Non-consolidated


  

Consolidated


      

(thousand subscribers)

9th Fiscal Term (FY1999)

    

1,873

  

5,603

10th Fiscal Term (FY2000)

    

8,151

  

21,695

11th Fiscal Term (FY2001)

    

12,814

  

32,156

12th Fiscal Term (FY2002)

    

15,280

  

37,758

 

Trends in Operating Income from Mobile Phone Business over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


      

(100 millions of yen)

9th Fiscal Term (FY1999)

    

3,148

10th Fiscal Term (FY2000)

    

3,771

11th Fiscal Term (FY2001)

    

4,411

12th Fiscal Term (FY2002)

    

4,681


(Note)

Data for the 9th and 10th fiscal terms are unaudited.

 

9


Table of Contents

 

PHS Business

 

To boost the usage of data services in PHS, we promoted the “P-p@c” data discount package and PHS data-card dubbed “P-in” series, and released a new PHS videophone “Lookwalk P751v”, which is compatible with our video distribution service “M-stage visual”. We also partially reduced the data communications charges to access the “P-p@c” access points, and allowed customers to use “DoCoMo Telephone Card MOBILER’S CHECK” not only for cellular phones but also for PHS in an effort to encourage the use of PHS services.

 

Meanwhile, in order to improve the profitability of PHS business, we made preparations for the introduction of a flat-rate data communications service, and further decreased costs by improving the utilization efficiency of network facilities.

 

Subscriber numbers and the results of the PHS Business as of March 31, 2003 are summarized below:

 

[Subscriber numbers]

 

      

Non-consolidated

(Change from March 31, 2002)


  

Consolidated

(Change from March 31, 2002)


      

(thousand subscribers)

PHS services

    

849

(down 7.6%)

  

1,688

(down 12.2%)

 

[Business results]

 

      

Non-consolidated

(Change from FY2002)


    

Consolidated

(Change from FY2002)


      

(100 millions of yen)

PHS business operating revenues

    

520

(down 12.6%)

    

850

(—)

PHS business operating loss

    

(119)

(up 35.4%)

    

(283)

(—)


(Note)

Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

 

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Table of Contents

 

Trends in PHS Services Subscribers over the Past Four Fiscal Years

 

      

Non-consolidated


    

Consolidated


      

(thousand subscribers)

9th Fiscal Term (FY1999)

    

657

    

1,441

10th Fiscal Term (FY2000)

    

856

    

1,812

11th Fiscal Term (FY2001)

    

919

    

1,922

12th Fiscal Term (FY2002)

    

849

    

1,688

 

Trends in Operating Loss from PHS Business over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


 
      

(100 millions of yen)

 

9th Fiscal Term (FY1999)

    

(384

)

10th Fiscal Term (FY2000)

    

(309

)

11th Fiscal Term (FY2001)

    

(184

)

12th Fiscal Term (FY2002)

    

(119

)


(Note)

Data for the 9th and 10th fiscal terms are unaudited.

 

11


Table of Contents

 

Quickcast Business

 

As the market size of radio paging service in Japan continued to shrink, the Company endeavored to cut costs through suspending the acceptance of new customers for some less frequently used services from January 2003, unifying the tariff plans into a single plan upon the acceptance of new subscribers, and reviewing its business operation structure.

 

Subscriber numbers and the results of the Quickcast Business as of March 31, 2003 are summarized below:

 

[Subscriber numbers]

 

    

Non-consolidated

(Change from March 31, 2002)


  

Consolidated

(Change from March 31, 2002)


    

(thousand subscribers)

Quickcast services

  

218

(down 27.0%)

  

604

(down 26.9%)

 

[Business results]

 

    

Non-consolidated

(changes from FY2001)


    

Consolidated

(changes from FY2001)


    

(100 millions of yen)

Quickcast business operating revenues

  

78

(down 16.1%)

    

81

(—)

Quickcast business operating loss

  

(31)

(down 105.7%)

    

(65)

(—)


(Note)

Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

Trends in Quickcast services subscribers over the Past Four Fiscal Years

 

 

      

Non-consolidated


    

Consolidated


      

(thousand subscribers)

9th Fiscal Term (FY1999)

    

560

    

1,444

10th Fiscal Term (FY2000)

    

401

    

1,098

11th Fiscal Term (FY2001)

    

298

    

827

12th Fiscal Term (FY2002)

    

218

    

604

 

Trends in Operating Loss from Quickcast Business over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


 
      

(100 millions of yen)

 

9th Fiscal Term (FY1999)

    

(183

)

10th Fiscal Term (FY2000)

    

(86

)

11th Fiscal Term (FY2001)

    

(15

)

12th Fiscal Term (FY2002)

    

(31

)


(Note)

Data for the 9th and 10th fiscal terms are unaudited.

 

 

12


Table of Contents

 

Miscellaneous Business

 

In the “WORLD CALL” service, an international dialing service from cellular phones, we sought to increase usage by enabling subscribers to use the service without applying specifically for it when they become new cellular subscribers. As part of our “WORLD WALKER” international roaming service, we launched a new low-priced service in the U.S., and the number of its annual users rose 67.6% year-on-year to 85,000 as a consequence.

 

With an aim to expand into new markets, we launched a public wireless LAN service “Mzone”, and steadily increased its service areas to 148 locations as of March 31, 2003.

 

The Company’s subsidiaries have also expanded into new business areas through the development and proposal of new systems leveraging their own technologies and know-how.

 

The results of the Miscellaneous Business as of March 31, 2003 are summarized below:

 

[Business results]

 

      

Non-consolidated

(Changes from March 31, 2002)


    

Consolidated

(Changes from March 31, 2002)


      

(100 millions of yen)

Miscellaneous business operating revenues

    

112

(up 58.3%)

    

255

(—)

Miscellaneous business operating income

    

21

(—)

    

43

(—)


(Note)

Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

Trends in Operating Income (Loss) from Miscellaneous Business over the Past Four Fiscal Years (non-consolidated)

 

      

Non-consolidated


 
      

(100 millions of yen)

 

9th Fiscal Term (FY1999)

    

(18

)

10th Fiscal Term (FY2000)

    

(10

)

11th Fiscal Term (FY2001)

    

(10

)

12th Fiscal Term (FY2001)

    

21

 


(Note)

Data for the 9th and 10th fiscal terms are unaudited.

 

The principal new services and products launched by DoCoMo during the fiscal year ended March 31, 2003 are summarized in the table below:

 

Principal new services launched during FY2002

 

Name


  

Overview


combien?

(Launched in May 2002)

  

Enables mobile phone bill payment at convenience stores by linking i-mode-compatible cellular phones and two-dimensional code scanners

i-shot

(Launched in June 2002)

  

Enables viewing of images transmitted from DoCoMo’s camera-equipped cellular phones

Dual Network

  

Enables the use of both FOMA and 800 MHz digital cellular handsets

 

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Table of Contents

(Launched in July 2002)

  

under the same telephone number

Mzone

(Launched in July 2002)

  

Enables users to use high-speed Internet access service at a flat monthly rate based on wireless LAN technology

DoPa location information service

(Launched in July 2002)

  

A service that notifies DoPa dedicated line connection subscribers (DoPa LAN connection service subscribers) of the approximate location of the handset using base station information.

M-stage V-Live

(Launched in October 2002)

  

A video distribution service for PDAs using PHS circuits.

M-stage Visual Net

(Launched in October 2002)

  

A videoconferencing service among up to eight persons using the videophone capability of FOMA

M-stage book

(Launched in October 2002)

  

Electronic book distribution service to PDAs and PCs using PHS and FOMA circuits

i-motion mail

(Launched in January 2003)

  

Enables attaching a video message to an e-mail message and sending it to another FOMA handset or a personal computer

 

Principal new products launched in FY2002

 

Product


  

Overview


FOMA F2051

  

A FOMA handset capable of using “i-motion mail” service

FOMA N2051

  

A FOMA handset capable of using “i-motion mail” service

FOMA SH2101V

  

A two-piece FOMA terminal with a PDA base unit and a wireless handset capable of using videophone.

FOMA T2101V

  

A videophone-compatible FOMA handset

FOMA P2102V

  

A FOMA handset capable of using i-motion mail and videophone services

FOMA F2611

  

A FOMA handset with a built-in router functionality

mova 212i

  

An i-mode-compatible cellular phone

mova 251iS

  

A cellular phone capable of using “i-mode” and “i-shot” services

mova 504iS

  

A cellular phone capable of using “i-mode” and “i-shot” services, equipped with

“i-appli” and higher packet communication speeds, and infrared data communications capabilities

mova F671iS (nicknamed “Raku Raku Phone IIS)

  

An i-mode-compatible cellular phone with easy-to-use features for a wide range of age groups

Mova R692i (nicknamed “GEOFREE II”)

  

An i-mode-compatible cellular phone with a waterproof structure

Paldio 641P-II

  

PHS handset supporting enhanced “Paldio Mail” services

Lookwalk P751v

  

A PHS visual phone capable of using “M-stage visual” and videophone.

Posiseek R

  

A specialized handset for “DLP Service”, which provides location information to corporate users using GPS signals

musea

  

A Pocket PC 2002-enabled PDA, which is capable of using “M-stage” services when used together with a PHS data card

 

 

14


Table of Contents

 

Operating revenues and operating income (loss) from each business for the year ended March 31, 2003 were as described below.

 

Non-consolidated

 

Business


  

FY2001


  

FY2002


  

% change


    

(100 millions of yen)

Operating revenues

                        

Mobile phone businesses

  

22,797

  

(96.8%)

  

24,056

  

(97.1%)

  

up 5.5

PHS business

  

595

  

(2.5%)

  

520

  

(2.1%)

  

down 12.6

Quickcast business

  

93

  

(0.4%)

  

78

  

(0.3%)

  

down 16.1

Miscellaneous business

  

71

  

(0.3%)

  

112

  

(0.5%)

  

up 58.3

Total

  

23,557

  

(100.0%)

  

24,768

  

(100.0%)

  

up 5.1

Operating income (loss)

                        

Mobile phone business

  

4,411

  

(—)

  

4,681

  

(—)

  

up 6.1

PHS business

  

(184)

  

(—)

  

(119)

  

(—)

  

up 35.4

Quickcast business

  

(15)

  

(—)

  

(31)

  

(—)

  

down 105.7

Miscellaneous business

  

(10)

  

(—)

  

21

  

(—)

  

(—)

Total

  

4,201

  

(—)

  

4,552

  

(—)

  

up 8.3


(Note)  

For operating revenues, the numbers in brackets indicate the percentage to total operating revenues.

 

Consolidated

 

Business


  

FY2001


  

FY2002


  

% change


    

(100 millions of yen)

Operating revenues

                        

Mobile phone business

       

—  

  

46,904

  

(97.5%)

  

—  

PHS business

       

—  

  

850

  

(1.8%)

  

—  

Quickcast business

       

—  

  

81

  

(0.2%)

  

—  

Miscellaneous business

       

—  

  

255

  

(0.5%)

  

—  

Total

       

—  

  

48,091

  

(100.0%)

  

—  

Operating income (loss)

                        

Mobile phone business

       

—  

  

10,872

  

(—)

  

—  

PHS business

       

—  

  

(283)

  

(—)

  

—  

Quickcast business

       

—  

  

(65)

  

(—)

  

—  

Miscellaneous business

       

—  

  

43

  

(—)

  

—  

Total

       

—  

  

10,567

  

(—)

  

—  


(Note)  

For operating revenues, the numbers in brackets indicate the percentage to total operating revenues. Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

 

15


Table of Contents

Consolidated

 

             

(100 millions of yen)

Business


  

FY2001


      

            FY2002            


    

          % change          


Operating revenues

                           

Mobile phone business

  

50,221

 

  

(97.1

%)

    

    

PHS business

  

1,145

 

  

(2.2

%)

    

    

Quickcast business

  

109

 

  

(0.2

%)

    

    

Miscellaneous business

  

239

 

  

(0.5

%)

    

    

Total

  

51,715

 

  

(100.0

%)

    

    

Operating income (loss)

                           

Mobile phone business

  

10,675

 

  

(—

)

    

    

PHS business

  

(587

)

  

(—

)

    

    

Quickcast business

  

(63

)

  

(—

)

    

    

Miscellaneous business

  

3

 

  

(—

)

    

    

Total

  

10,028

 

  

(—

)

    

    


(Notes)  

For operating revenues, the numbers in brackets indicate the percentage to total operating revenues.

These figures are presented in accordance with Japanese GAAP.

 

(3)  Capital Expenditures

 

Total capital expenditures for the year ended March 31, 2003 amounted to 445.4 billion yen on a non-consolidated basis (854 billion yen on a consolidated basis), which were used primarily to install equipment and construct facilities to accommodate increased demand for communications, improve network reliability, introduce new services and enhance FOMA services.

 

The capital expenditures for cellular services were allocated to add new or expand existing base stations, switches, transmission lines and other facilities for the purpose of maintaining and improving the communications quality and expand coverage in underground areas and inside buildings. Also, in order to further improve the convenience of “i-mode” service and provide Internet Service Providers with an open interface to DoCoMo’s packet communications network, the Company facilitated the migration to a new, highly scalable and operable platform.

 

With regard to the FOMA service, priority was given to building network facilities with a goal to roll out the coverage nationwide and further enhance the communications quality in existing service areas. On the other hand, the Company made proactive efforts to improve the efficiency of network facilities and cut costs through the introduction of new base station equipment and reducing procurement costs.

 

As for PHS service, we introduced network equipment with an aim to improve utilization efficiency and to prepare for the launch of flat-rate data communications service.

 

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Table of Contents

 

In addition, new buildings to house communications facilities were constructed to respond to the growth in demand.

 

Principal facilities and equipment completed during the fiscal year ended March 31, 2003 are presented below.

 

Principal facilities completed during FY2002

 

Item


  

Non-consolidated


  

Consolidated


Cellular services (*)

         

Newly installed base stations

  

1,596 stations

  

5,782 stations

Local switches

  

7 units

  

49 units

Packet local switches

  

3 units

  

13 units

Long-distance transmission lines

  

18 sections

  

46 sections

PHS

         

Newly installed base stations

  

1,329 stations

  

3,881 stations

Buildings for telecommunications facilities

  

2 sites

  

5 sites


(*)   Inclusive of FOMA-related facilities.

 

Trends in Capital Expenditures over the Past Four Fiscal Years (Non-consolidated)

 

 

      

Non-consolidated


 
      

(100 millions of yen)

 

9th Fiscal Term (FY1999)

    

4,505

 

10th Fiscal Term (FY2000)

    

5,856

 

11th Fiscal Term (FY2001)

    

5,768

(*1)

12th Fiscal Term (FY2002)

    

4,454

(*2)


(Notes)

(*1)   The non-consolidated amount for the 11th fiscal term is composed of capital expenditures in the following businesses:

Cellular business: 57.5%, PHS business: 1.0%, Quickcast business: 0.0%, Common (Buildings for telecommunications facilities, etc.): 41.5%.

(*2)   The non-consolidated amount for the 12th fiscal term is composed of capital expenditures in the following businesses:

Cellular business: 61.9%, PHS business: 1.5%, Quickcast business: 0.0%, Common (Buildings for telecommunications facilities, etc.): 36.6%.

 

 

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Table of Contents

 

(4)  Financing Activities

 

During the fiscal year ended March 31, 2002, the Company issued corporate bonds and made long-term borrowings as described below, which were used primarily for the redemption of corporate bonds and to pay down debts.

 

Corporate bonds and long-term borrowings

 

Classification


  

Amount


  

Remarks


Corporate bonds

  

161.7 billion yen

  

•      Domestic straight bonds: 150 billion yen

•      Euro-  and USD-denominated corporate bonds: USD 100 million (approximately 11.7 billion yen)

Long-term borrowings

  

41 billion yen

    

Total

  

202.7 billion yen

    

 

(5)  Research and Development Activities

 

Research and development by the Company in the year ended March 31, 2003 centered on activities to expand and reinforce FOMA services, and to provide advanced and diversified services by increasing the capacity and reducing the cost of existing communications networks. Basic research on technologies for the future advancement of mobile communications was also carried out.

 

R&D expenditures for the term totaled 125.8 billion yen, which were devoted principally to the following.

 

As for FOMA service, research and development was conducted to improve the stability of the network system and to expand the capacity of base station equipment. The Company also developed handsets that offer extended standby battery hours and superior basic performance, while advancing their functionality at the same time. In addition, we undertook the development of “Dual Network” service and international roaming service using FOMA, and performed studies on the HSDPA* technology as a step to realize a faster and more efficient packet communications network for the future.

 

Developments were carried out for the conventional cellular systems, too, in order to enhance the packet communications speed of “i-mode”, to commence the “i-shot” service, enrich the product variety of camera-enabled phones, and introduce i-mode-compatible handsets embedded with GPS capability, etc. A platform that enables Internet Service Providers to interface with the

“i-mode” packet network was also developed.

 

Furthermore, we also developed a feature to refuse unwanted incoming calls to combat the problem of companies calling mobile phones and then hanging up after one ring in a scam to solicit business, and a function to show a message of “unsolicited advertisement” on the screen of mobile phones as a countermeasure against unwanted bulk e-mails.

 

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In the area of PHS, we undertook the development of the world’s first commercially wearable wristwatch-type PHS, enhanced the “Paldio E-mail” features, and developed economical network equipment in preparation for the launch of flat-rate data service.

 

As for future technologies, the Company performed research on network transport technologies that can carry both voice and data using IP technology, research on a mobile communications system that enables packet transmission at speeds of up to 100Mbps, and basic research to create new forms of communications that are adequate for a society in which “ubiquitous” communications are widely used.

 

* HSDPA: High Speed Downlink Packet Access, a high-speed packet communications technology adopted in the W-CDMA standard.

 

Trends in R&D Expenditures over the Past Four Fiscal Years (Non-consolidated)

 

 

      

Non-consolidated


      

(100 millions of yen)

9th Fiscal Term (FY1999)

    

892

10th Fiscal Term (FY2000)

    

953

11th Fiscal Term (FY2001)

    

1,001

12th Fiscal Term (FY2002)

    

1,258

 

  2.   Issues Facing the Company

 

With the launch of mobile Internet service “i-mode” and third-generation “FOMA” service ahead of our peers, DoCoMo has been attracting the world’s attention as a trailblazer defining mobile multimedia services. To establish our managerial foundation for the future, we intend to enhance and strengthen our core businesses particularly by further disseminating FOMA services, and expand our business domains by promoting our three growth strategies of “multimedia”, “ubiquity”, and “globalization”. At the same time, we will continue our company-wide cost-cutting efforts to reinforce our financial position.

 

As part of our core business reinforcement measures, we plan to further expand the service areas of FOMA with a target to cover 99% of the populated areas in Japan by March 31, 2004. We will simultaneously work to increase FOMA coverage in underground and indoor areas, maintain and improve the network quality in existing service areas, and launch new products and services tailored to the needs of customers in a bid to acquire new FOMA subscribers and expand usage. In particular, efforts will be made to improve the basic performance of FOMA handsets and to reduce their size and weight and extend the battery hours. We believe that advanced services should be offered primarily on the FOMA network going forward. We will also look into diversifying and reducing FOMA’s communications charges to offer better convenience to users, and prevent cancellation of contracts thereby.

 

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In pursuit of our “multimedia” strategy, we intend to offer handsets equipped with more advanced displays, cameras and browsers that can handle a wider variety of video information, to allow customers to enjoy more attractive content. As for the FOMA service, in particular, we will endeavor to boost the usage of “i-motion”, “i-motion mail” and other sophisticated services in an effort to popularize the use of visual communications.

 

In the area of “i-mode” service, because the so-called “match-making sites” have recently become a social concern, we plan to implement new preventive measures including an optional feature to allow users to access only the sites posted on the “i-menu”, which does not include such harmful sites.

 

To promote “ubiquitous” communications services, we intend to encourage the use of mobile e-commerce on the platform provided by DoCoMo using infrared data communications and two-dimensional codes, among others. We will also try to expand the use of mobile communications in the distribution sector by offering such services as telematics that combines car navigation systems with a cellular phone; location information services that use GSP-enabled terminals; and vehicle fleet management services.

 

To further proceed with our “globalization” strategy, we will work to steadfastly promote the use of “i-mode” service, which was launched in five overseas markets through our investee affiliates and alliance partners, and the W-CDMA-based third-generation mobile communications service started in the United Kingdom. At the same time, we will endeavor to deploy other mobile multimedia services, and continue to explore new business opportunities through equity participation, alliances or other forms of collaboration with overseas partners.

 

We also plan to commence a new international roaming service that utilizes FOMA’s UIM chip to improve the convenience of customers, and thereby realize the concept of “Global Mobility Support”, which allows our customers to communicate “anytime, anywhere, with anyone” on a global scale.

 

In short, to react swiftly and adequately to the changes in the business and competitive environment surrounding us, we will continue to make proactive efforts to expand our business territories, while promoting efficient management of the group by concentrating managerial resources to selected areas with a goal to maximize the enterprise value of the entire corporate group.

 

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FOMA Deployment (planned)

 

LOGO

 

 

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  3.    Historical   Data on Non-Consolidated Financial Results and Assets

 

Item


  

9th Fiscal Term

(FY 1999)


  

10th Fiscal Term

(FY 2000)


  

11th Fiscal Term

(FY 2001)


    

12th Fiscal Term

(FY 2002)


Operating revenues (millions of yen)

  

1,735,064

  

2,142,353

  

2,355,760

 

  

2,476,821

Recurring profit (millions of yen)

  

232,736

  

292,938

  

406,471

 

  

633,278

Net income (loss) (millions of yen)

  

128,573

  

173,005

  

(310,720

)

  

84,850

Earnings per share (yen)

  

13,426

  

17,978

  

(30,960

)

  

1,698

Total assets (millions of yen)

  

2,649,350

  

4,460,718

  

4,252,097

 

  

4,483,130

Shareholders’ Equity (millions of yen)

  

1,611,818

  

2,728,774

  

2,405,426

 

  

2,448,293


(Notes)

1.   Earnings per share is calculated using the average number of outstanding shares in each fiscal term. In calculating the earnings per share for the 9th and 12th terms, it is assumed that the share splits carried out during these terms were conducted at the beginning of the term.
     Starting from the 12th term, earnings per share is calculated applying the “Accounting standards pertaining to earnings per share” (Corporate Accounting Standard No. 2) and “Corporate accounting standard application guidelines pertaining to earnings per share” (Corporate Accounting Standard Application Guideline No. 4).
2.   In the 9th term, efforts to stimulate usage through the provision of high-quality service and diversified tariff packages and discounts were undertaken. The “i-mode” service was introduced to stimulate and expand demand for mobile multimedia. On the other hand, special losses of 13,331 million yen were incurred due to the write-down of Quickcast-related facilities. The Company achieved operating revenues of 1,735,064 million yen, recurring profit of 232,736 million yen, and net income of 128,573 million yen on a non-consolidated basis.
3.   In the 10th term, the Company endeavored to reinforce its core businesses through network quality enhancements and tariff reductions, among other things. At the same time, various new services and products, including “i-appli”, were launched as a step toward the full-scale deployment of mobile multimedia. As a consequence, operating revenues rose to 2,142,353 million yen, while recurring profit and net income amounted to 292,938 million yen and 173,005 million yen, respectively. The increase in total assets during this fiscal term was due primarily to the equity participation in overseas carriers (totaling 1,795.8 billion yen), while the rise in shareholders’ equity was due largely to the increase in common stock and additional paid in capital as a result of a public offering of new shares (950.3 billion yen).
4.   In the 11th term, to further enrich its core businesses, the Company launched FOMA service and promoted the use of other mobile multimedia services. On the other hand, special losses of 947,441 million yen were incurred from the write-down of shares in investee affiliates. Operating revenues, recurring profit and net loss for the term were 2,355,760 million yen, 406,471 million yen, and 310,720 million yen, respectively.
5.   Developments in the 12th term (FY2002) are explained in Section 1 above, “Developments and Results of Operations”.

 

 

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II.   Corporate Overview (as of March 31, 2003)

 

  1.   Principal Businesses

 

The Company primarily engages in the operation of mobile phone, PHS, and Quickcast services. The main service lines in each business segment are summarized in the table below:

 

Business


  

Main Service Lines


        Mobile Phone Business

  

Cellular services, FOMA services, packet communications services, satellite mobile communications services, in-flight telephone services, and sales of handsets and equipment for each service

        PHS Business

  

PHS services and sales of PHS handsets and equipment

        Quickcast Business

  

Quickcast (radio paging) services and sales of Quickcast equipment

        Miscellaneous Business

  

International dialing services and other miscellaneous businesses

 

  2.   Principal Offices

 

  Headquarters:   11-1, Nagata-cho 2-chome, Chiyoda-ku, Tokyo, Japan

 

  Branches:   Marunouchi Branch, Shinjuku Branch, Shibuya Branch, Tama Branch, Kanagawa Branch, Chiba Branch, Saitama Branch, Ibaraki Branch, Tochigi Branch, Gunma Branch, Yamanashi Branch, Nagano Branch, Niigata Branch

 

  3.   Employees

 

No. of Employees

(non-consolidated)

(Change from March 31, 2002)


 

Average age


 

Average length of service


5,632 (decreased by 162)

 

35.4 years old

 

12.4 years


(Notes)

1.   The number of employees includes 110 seconded from other companies, but does not include 1,441 seconded from DoCoMo to other companies.
2.   In calculating the average length of service for the employees who were transferred from Nippon Telegraph and Telephone Corporation (NTT) or other companies in the NTT Group or former NTT Personal Central Personal Communications Network, Inc., their years of service at their respective previous companies are included in the calculation. The 110 secondees from other companies are excluded from the calculation of average length of service.

 

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Table of Contents
  4.   Shares of the Company

 

  (1)   Total number of authorized shares:    191,500,000 shares

 

  (Note)   The Articles of Incorporation were partially amended on May 15, 2002, to increase the number of authorized shares in proportion to the stock split from 38,300,000 to a total of 191,500,000 shares.

 

  (2)   Total number of outstanding shares:    50,180,000 shares

 

  (Note)   Each share of common stock held by a shareholder or registered beneficial shareholder on record on March 31, 2002, were divided into five shares on May 15, 2002. As a consequence, the total number of outstanding shares was increased to 50,180,000.

 

  (3)   Number of shareholders:    321,639

 

  (4)   Principal shareholders

 

Name


  

No. of shares held


    

Percentage of voting

rights


    

The Company’s ownership in each shareholder


                

No. of shares held


    

% of voting rights


    

shares

    

%

    

shares

    

%

Nippon Telegraph and Telephone Corporation

  

31,592,000

    

62.97

    

0

    

0.00

Japan Trustee Services Bank, Ltd. (nominee account)

  

2,081,185

    

4.15

    

0

    

0.00

The Master Trust Bank of Japan, Ltd. (nominee account)

  

2,003,411

    

3.99

    

0

    

0.00

UFJ Trust Bank Ltd. (Trust Account A)

  

558,376

    

1.11

    

0

    

0.00

State Street Bank and Trust Company

  

506,133

    

1.01

    

0

    

0.00

Mitsui Asset Trust and Banking Company, Limited

  

343,867

    

0.69

    

0

    

0.00

The Mitsubishi Trust and Banking Corporation (Trust Account)

  

316,207

    

0.63

    

0

    

0.00

Boston Safe Deposit BSDT Treaty Client Omnibus

  

297,692

    

0.59

    

0

    

0.00

The Chase Manhattan Bank, N.A. London

  

296,896

    

0.59

    

0

    

0.00

Trust & Custody Services Bank, Ltd. (Pension Trust Account)

  

268,820

    

0.54

    

0

    

0.00

 

 

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Table of Contents
  (5)   Repurchase, Disposal or Ownership of Shares by the Company

 

  (a)   Repurchase of shares

 

Repurchase of shares in accordance with shareholders’ resolution pursuant to Article 210 of the Japanese Commercial Code

 

Common stock:    870,000 shares

 

Amount of repurchase:    234,461 million yen

 

Acquisition by odd lot purchase

 

Common stock:    34.42 shares

 

Amount of acquisition:    7 million yen

 

  (b)   Disposal of Shares

 

Common stock:    860,440.53 shares

 

Amount of disposal:    203,063 million yen

 

  (c)   Shares held by the Company as of March 31, 2003

 

Common stock:    9,593.89 shares

 

  5.   Condition of the Corporate Group

 

  (1)   Relationship with the Parent Company

 

Although the parent company Nippon Telegraph and Telephone Corporation (NTT) currently owns 31,592,000 shares in the Company (or 62.97% of the voting rights), the Company operates its business mainly in the field of wireless telecommunications under its own managerial responsibilities within the NTT Group.

 

The Company and NTT reached an agreement relating to basic research and development and group management/operation by NTT, the content of services, benefits, and appropriate compensation.

 

(2)  Important subsidiaries

 

Company


    

Common Stock


  

Percentage of voting rights owned by the Company


  

Principal business


      

Millions of yen

  

%

  

Mobile phone business

PHS business

Quickcast and other

businesses

NTT DoCoMo Hokkaido, Inc.

    

15,630

  

100.00

  

NTT DoCoMo Tohoku, Inc.

    

14,981

  

100.00

  

NTT DoCoMo Tokai, Inc.

    

20,340

  

100.00

  

NTT DoCoMo Hokuriku, Inc.

    

3,406

  

100.00

  

NTT DoCoMo Kansai, Inc.

    

24,458

  

100.00

  

NTT DoCoMo Chugoku, Inc.

    

14,732

  

100.00

  

NTT DoCoMo Shikoku, Inc.

    

8,412

  

100.00

  

NTT DoCoMo Kyushu, Inc.

    

15,834

  

100.00

  

 

 

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Table of Contents
  (3)   Consolidated Results

 

The following is an overview of the Company’s consolidated business results.

 

Item


    

Previous Term

(FY2001)


    

This Term

(FY2002)


    

% change


             

Millions of yen

      

Consolidated operating revenues

    

    

4,809,088

    

Consolidated operating income

    

    

1,056,719

    

Consolidated net income

    

    

212,491

    


(Notes)

1.   The number of consolidated subsidiaries (including the important subsidiaries mentioned above) was 36, and the number of unconsolidated subsidiaries and affiliated companies accounted for using the equity method was 36 for the year ended March 31, 2003.
2.   Starting from FY2002, consolidated financial statements are prepared and disclosed in accordance with U.S. GAAP. The percentage of increase/decrease is not presented for the consolidated results due to the change in the adopted accounting standards.

 

Item


    

Previous Term

(FY2001)


    

This Term

(FY2002)


    

% change


      

Millions of yen

             

Consolidated operating revenues

    

5,171,546

    

    

Consolidated operating income

    

1,002,852

    

    

Consolidated net income

    

862

    

    

 

  (4)   Developments in the Corporate Group

 

Major developments including investments during the year ended March 31, 2002 are summarized below:

 

    The Company underwrote the shares offered by DoCoMo AOL, Inc. in its capital increase in May 2002, bringing the company’s voting rights percentage up to 43.23%, from 42.30%.

 

    To facilitate business deployment in Europe in a more integrated fashion, the Company revised the investment structure of its European subsidiaries and made DoCoMo Europe (UK) Ltd. a holding company and DoCoMo Europe (France) S.A.S., DoCoMo Communications Laboratories Europe GmbH and DoCoMo i-mode Europe B.V. its wholly-owned subsidiaries. At the same time, the corporate name of the holding company was changed from DoCoMo Europe (UK) Ltd. to DoCoMo Europe Ltd.

 

    NTT DoCoMo Kansai and the eight other regional subsidiaries became wholly-owned subsidiaries in November 2002 by way of share exchanges.

 

    In November 2002, the Hong Kong-incorporated companies Hutchison Telephone Company Limited., and Hutchison 3G HK Holdings, Limited., increased their capital through private placement of new shares. As a consequence, the Company’s ownership of voting rights in each company was lowered from previously 25.37% to 24.10%.

 

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Table of Contents
    As for KPN Mobile N.V. of the Netherlands, its parent Koninklijke KPN N.V. converted its loans to KPN Mobile into shares, which resulted in a dilution of the Company’s voting rights percentage in the following month to 2.16%, from previously 15.00%. The Company removed KPN Mobile N.V. from affiliates accounted for using the equity method in line with this decline.

 

  6.   Principal Creditors

 

Creditor


    

Outstanding Loan Balance


    

No. of DoCoMo shares and

percentage of voting rights held by creditors


      

Millions of yen

    

shares

  

%

The Dai-ichi Mutual Life Insurance Company

    

65,700

    

94,150

  

0.19

The Mitsubishi Trust and Banking Corporation

    

55,000

    

0

  

0.00

Mizuho Corporate Bank, Ltd.

    

52,500

    

148,905

  

0.30

National Mutual Insurance Federation of Agricultural Cooperatives

    

41,300

    

54,395

  

0.11

Nippon Life Insurance Company

    

41,100

    

45,476

  

0.09

Shinkin Central Bank

    

35,600

    

0

  

0.00

Sumitomo Life Insurance Company

    

32,600

    

0

  

0.00

The Yasuda Mutual Life Insurance Company

    

31,000

    

0

  

0.00

UFJ Trust Bank Limited

    

20,000

    

14,700

  

0.03

The Sumitomo Trust and Banking Company, Limited

    

20,000

    

5,130

  

0.01

 

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Table of Contents
  7.   Directors and Auditors

 

Position


  

Name


  

Primary Responsibilities


President and CEO

  

Keiji Tachikawa

    

Senior Executive Vice President

  

Shiro Tsuda

  

Managing Director of Global Business Division

In charge of overseeing i-mode Business Division, Information Systems Dept., Procurement and Supply Dept., Intellectual Property Dept., Personnel Development Dept., Affiliated Companies Dept.,

Corporate Strategy & Planning Dept.

Senior Executive Vice President

  

Toyotaro Kato

  

In charge of overseeing Internal Audit Office, Corporate Citizenship Office and the following Branches: (Marunouchi, Shinjuku, Shibuya, Tama, Kanagawa, Chiba, Saitama, Ibaraki, Tochigi, Gunma, Yamanashi, Nagano and Niigata)

Senior Executive Vice President

  

Masao Nakamura

  

Managing Director of Marketing Division.

In charge of overseeing Customer Satisfaction Dept., Public Relations Dept., and General Affairs Dept.

Executive Vice President

  

Kimio Tani

  

Managing Director of Mobile Multimedia Division.

Executive Vice President

  

Masayuki Hirata

  

Managing Directors of Accounts and Finance Dept. and Chief Financial Officer

Executive Vice President

  

Kota Kinoshita

  

Managing Director of Research and Development Division and Chief Technology Officer

Executive Vice President

  

Kunio Ishikawa

  

Managing Directors of Network Division

Executive Vice President

  

Kunio Ushioda

  

Managing Directors of Corporate Marketing Division

Executive Vice President

  

Noboru Inoue

  

General Manager, Kanagawa Branch

Senior Vice President

  

Hideaki Yumiba

  

Deputy Managing Director of Research and Development Division

Managing Director of Multimedia Development Dept.

Senior Vice President

  

Kunito Abe

  

General Manager, Shibuya Branch

Senior Vice President

  

Kei-ichi Enoki

  

Managing Director of i-mode Business Division

Managing Director of i-mode Business Dept.

Senior Vice President

  

Yasuhiro Kadowaki

  

Managing Director of General Affairs Dept.

Senior Vice President

  

Yoshiaki Aigami

  

Managing Director of Network Planning Dept.

 

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Senior Vice President

  

Takanori Utano

  

Managing Director of Research and Development Planning Dept.

Senior Vice President

  

Kiyoyuki Tsujimura

  

Managing Director of Corporate Strategy & Planning Dept.

Senior Vice President

  

Shunichi Tamari

  

Managing Director of Service Operation and Maintenance Dept.

Senior Vice President

  

Tamon Mitsuishi

  

Managing Director of Ubiquitous Business Dept.

Senior Vice President

  

Toshiharu Nishigaichi

  

Managing Director of Corporate Marketing Department II

Senior Vice President

  

Takashi Sakamoto

  

Managing Director of Public Relations Dept.

Senior Vice President

  

Shuro Hoshizawa

  

Managing Director of Corporate Marketing Department I

Senior Vice President

  

Minoru Hyuga

  

Managing Director of Information Systems Dept.

Senior Vice President

  

Eiji Hagiwara

  

Managing Director of System Services Dept.

Senior Vice President

  

Yoshiaki Noda

  

Managing Director of Personnel Development Dept.

Senior Vice President

  

Hideki Niimi

  

Managing Director of Mobile Multimedia Planning Dept.

Senior Vice President

  

Masayuki Yamamura

  

General Manager, Department I

Nippon Telegraph and Telephone Corporation

Corporate Auditor

  

Keisuke Nakasaki

    

Corporate Auditor

  

Shinichi Nakatani

    

Corporate Auditor

  

Kiyomi Kamiya

    

Auditor

  

Kiyoto Uehara

    

(Notes)

1.   Among the Directors, Mr. Masayuki Yamamura is an outside director as set forth in Article 188 of the Commercial Code, Item 2, 7-2.
2.   Among the Corporate Auditors, Mr. Keisuke Nakasaki and Mr. Kiyoto Uehara are auditors from outside the Company, as set forth in Article 18-1 of the “Law for Special Exceptions to the Commercial Code Concerning Audit, etc., of Joint Stock Corporations (kabushiki-kaisha)”.
3.   Changes in Directors and Auditors during the term:
  (1)   Appointments
       At the 11th regular general assembly of shareholders on June 20, 2002, Messrs. Shunichi Tamari, Tamon Mitsuishi, Toshiharu Nishigaichi, Takashi Sakamoto, Shuro Hoshizawa, Minoru Hyuga, Eiji Hagiwara, Yoshiaki Noda, and Hideki Niimi, were newly elected and appointed as Directors, and Messrs. Shinichi Nakatani and Kiyomi Kamiya were elected and appointed as Corporate Auditors.
  (2)   Retirements
       Directors Kouji Ohboshi (Chairman), Ryuji Murase, Yoshinori Uda (Senior Executive Vice Presidents), Hideki Nomura, Nobuharu Ono, Itsuki Tomioka (Executive Vice Presidents), Eisuke Sugiyama, Ken-ichi Aoki, Yoshihiro Yoshioka, Shigehiko Suzuki (Senior Vice Presidents) and Corporate Auditors Messrs. Ken-ichi Matsumura and Hiroyuki Moriyama retired on the closure of the 11th regular general assembly of shareholders on June 20, 2002.
4.   The following change of assignment was made, effective April 14, 2003.

 

Position


  

Name


  

Primary Responsibilities


Senior Vice President

  

Hideaki Yumiba

  

Deputy Managing Director of Research and Development Division

Managing Director of Network Management Development Department

 

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III.   Important Subsequent Events

 

After careful consideration of the necessity of a funding request from Hutchison 3G UK Holdings Limited (“H3G UK”), in which DoCoMo owns some equity interests, the loan conditions proposed by H3G UK and the provisions of the H3G UK Shareholders Agreement between the Company and Hutchison Whampoa Limited, the Company accepted the funding request and provided the advance of 200 million pounds (approximately 38.2 billion yen at an exchange rate of 189 yen/pound) on May 2, 2003.

 

Amounts prepared based on domestic accounting standards throughout this report are truncated to nearest unit of presentation. Amounts prepared in accordance with U.S. accounting standards are rounded off per unit of presentation throughout this report.

 


 

“i-mode,” “i-shot,” “FOMA,” “i-appli,” “mova,” “musea,” “DLP service,” “Posiseek,” “M-stage,” “M-stage visual,” “M-stage music,” “M-stage book,” “M-stage V-Live,” “Dual Network,” “i-motion mail,” P-p@c,” “P-in,” “Lookwalk,” “MOBILER’S CHECK,” “Quickcast,” “Mzone,” “WORLD CALL,” “WORLD WALKER,” “DoPa,” “M-stage Visual Net,” “Paldio,” “Paldio

e-mail,” “infogate,” “mopera,” and “DoCo-desu-Car” are trademarks or registered trademarks of NTT DoCoMo. “N-STAR” is a registered trademark of NTT and NTT DoCoMo. The names of other products shown are trademarks or registered trademarks of their respective companies.

 

 

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Table of Contents

 

NON-CONSOLIDATED BALANCE SHEET

(March 31, 2003)

 

ASSETS

         

LIABILITIES

      
                

(Millions of yen)

 

Non-current assets

         

Long-term liabilities

      

Non-current assets for telecommunication businesses

         

Bonds

  

770,020

 

Property, plant and equipment

  

1,198,756

 

  

Long-term borrowings

  

397,086

 

Machinery and equipment

  

498,887

 

  

Liability for employees’ severance payments

  

64,108

 

Antenna facilities

  

139,589

 

  

Reserve for point loyalty programs

  

35,256

 

Satellite mobile communications facilities

  

16,339

 

  

Other long-term liabilities

  

289

 

Terminal equipment

  

61

 

  

Total long-term liabilities

  

1,266,760

 

Telecommunications line facilities

  

582

 

           

Pipe and hand holes

  

378

 

           

Buildings

  

224,922

 

           

Structures

  

19,737

 

  

Current liabilities

      

Other machinery and equipment

  

10,727

 

  

Current portion of long-term debt

  

62,619

 

Vehicles

  

206

 

  

Accounts payable, trade

  

234,545

 

Tools, furniture and fixtures

  

148,237

 

  

Accounts payable, other

  

197,786

 

Land

  

100,307

 

  

Accrued expenses

  

7,199

 

Construction in progress

  

38,779

 

  

Accrued taxes on income

  

961

 

Intangible assets

  

390,370

 

  

Advances received

  

1,822

 

Rights to use utility facilities

  

3,322

 

  

Deposits received

  

261,556

 

Computer software

  

375,472

 

  

Other current liabilities

  

1,584

 

Patents

  

238

 

  

Total current liabilities

  

768,075

 

Leasehold rights

  

2,379

 

           

Other intangible assets

  

8,958

 

           

Total non-current assets for telecommunication businesses

  

1,589,126

 

  

TOTAL LIABILITIES

  

2,034,836

 

Investments and other assets

                  

Investment securities

  

16,984

 

  

SHAREHOLDERS’ EQUITY

      

Investments in capital

  

433

 

           

Investments in affiliated companies

  

834,326

 

  

Common stock

  

949,679

 

Long-term loan receivable from an affiliated company

  

1,000

 

  

Capital surplus

      

Long-term prepaid expenses

  

1,359

 

  

Additional paid-in capital

  

292,385

 

Deferred income taxes

  

544,585

 

  

Other capital surplus

  

971,178

 

Other investments and other assets

  

33,658

 

  

Total capital surplus

  

1,263,563

 

Allowance for doubtful accounts

  

(375

)

           

Total investments and other assets

  

1,431,972

 

  

Earned surplus

      

Total fixed assets

  

3,021,099

 

  

Legal reserve

  

4,099

 

Current assets

         

Voluntary reserve

  

123,000

 

Cash and bank deposits

  

637,134

 

  

Unappropriated retained earnings

  

110,228

 

Accounts receivable, trade

  

381,260

 

  

[including Net income]

  

[84,850

]

Accounts receivable, other

  

306,536

 

  

Total earned surplus

  

237,328

 

Inventories and supplies

  

32,136

 

           

Advances

  

2,362

 

  

Net unrealized gains on securities

  

306

 

Prepaid expenses

  

4,557

 

           

Deferred income taxes

  

9,017

 

  

Treasury stock

  

(2,584

)

Short-term loans

  

79,000

 

           

Other current assets

  

17,649

 

  

TOTAL SHAREHOLDERS’ EQUITY

  

2,448,293

 

Allowance for doubtful accounts

  

(7,624

)

           

Total current assets

  

1,462,030

 

           

TOTAL ASSETS

  

4,483,130

 

  

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

  

4,483,130

 


(Note)

Amounts are truncated to nearest 1 million yen.

 

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NON-CONSOLIDATED STATEMENT OF INCOME (Year ended March 31, 2003)

 

    

(Millions of yen)

 

Recurring profits and losses

      

Operating revenues and expenses

      

Telecommunication businesses

      

Operating revenues

  

2,032,142

 

Voice transmission services

  

1,431,446

 

Data transmission services

  

381,053

 

Other

  

219,642

 

Operating expenses

  

1,585,223

 

Sales expenses

  

657,131

 

Maintenance

  

108,936

 

General expenses

  

42,124

 

Administrative expenses

  

57,705

 

Research cost

  

90,287

 

Depreciation

  

398,287

 

Loss on disposal of property, plant and equipment and intangible assets

  

22,274

 

Communication network charges

  

191,028

 

Taxes and public dues

  

17,447

 

Operating income from telecommunication businesses

  

446,918

 

Supplementary businesses

      

Operating revenues

  

444,679

 

Operating expenses

  

436,370

 

Operating income from supplementary businesses

  

8,309

 

Total operating income

  

455,227

 

Non-operating revenues and expenses

      

Non-operating revenues

  

209,025

 

Interest income and discounts

  

123

 

Dividend income

  

202,497

 

Gain on sale of investment securities

  

300

 

Foreign exchange gains

  

227

 

Lease and rental income

  

1,456

 

Miscellaneous income

  

4,418

 

Non-operating expenses

  

30,974

 

Interest expense and discounts

  

6,683

 

Interest expense-bonds

  

8,695

 

Loss on write-off of inventories

  

13,668

 

Impairment of investment securities

  

380

 

Miscellaneous expenses

  

1,546

 

Recurring profit

  

633,278

 

Special profits and losses

      

Special losses

  

602,000

 

Write-downs of investments in affiliated companies

  

602,000

 

Income before income taxes

  

31,277

 

Income taxes-current

  

25,900

 

Income taxes-deferred

  

(79,472

)

Net income

  

84,850

 

Retained earnings brought forward

  

25,378

 

Unappropriated retained earnings

  

110,228

 

(Note) Amounts are truncated to nearest 1 million yen.

 

 

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Table of Contents

Significant accounting policies

 

1.   Depreciation of non-current assets

 

(1)    Property, plant and equipment

 

Depreciation of property and equipment is computed by the declining balance method with the exception of buildings, which are depreciated on the straight-line method.

 

(2)    Intangible assets

 

Intangible assets are amortized using the straight-line method.

 

Computer software for internal use is amortized on the straight-line method over the estimated useful life.

 

2.   Valuation of securities

 

  a.   Investments in subsidiaries and affiliates are stated at cost, which is determined by the moving-average method.

 

  b.   Available-for-sale securities whose fair value is readily determinable are stated at fair value as of the end of the fiscal year with unrealized gains and losses, net of applicable deferred tax assets/liabilities, not reflected in earnings, but directly reported as a separate component of shareholders’ equity. The cost of securities sold is determined by the moving-average method. Available-for-sale securities whose fair value is not readily determinable are stated primarily at moving-average cost except for debt securities, which are stated at amortized cost.

 

3.   Valuation of inventories

 

Inventories are stated at cost. The cost of telecommunications equipment to be sold is determined by the first-in, first-out method. The cost of other inventories is determined by the specific identification method.

 

4.   Bond issuance costs

 

Bond issuance costs are expensed at the time of payment.

 

5.   Foreign currency translation

 

Foreign currency monetary assets and liabilities are translated into Japanese yen at the current spot rate at the end of the fiscal year and the resulting translation gains or losses are included in current earnings.

 

6.   Allowance for doubtful accounts, Liability for employees’ severance payments and Reserve for point loyalty programs

 

(1)    Allowance for doubtful accounts

 

The Company provides for doubtful accounts principally at an amount computed based on the historical bad debt experience plus the estimated uncollectable amount based on the analysis of certain individual accounts, including claims in bankruptcy.

 

(2)    Liability for employees’ severance payments

 

In order to provide for the employees’ retirement benefits, the Company accrues the liability as of the end of the fiscal year in an amount calculated based on the estimated projected benefit obligation and plan assets at the end of the fiscal year.

 

Actuarial losses are expensed as incurred.

 

Prior service cost is amortized on the straight-line method over the average remaining service periods of the employees at the time of recognition.

 

(3)    Reserve for point loyalty programs

 

The costs of awards under the point loyalty programs called “DoCoMo Point Service” and “Club DoCoMo” that are reasonably estimated to be redeemed by its customers in the following fiscal years based on historical data are accounted for as reserve for point loyalty programs.

 

7.   Consumption tax

 

Consumption tax is separately accounted for by excluding it from each transaction amount.

 

8.   Early adoption of revised Telecommunications Business Law and its related accounting regulations

 

The Company’s balance sheet and statement of income are prepared in accordance with the revised Telecommunications Business Law and its related accounting regulations.

 

9.   The Company adopted Financial Accounting Standard No. 2, “Accounting Standard for Earnings per Share”, and Financial Accounting Standards Implementation Guidance No. 4, “Implementation Guidance for Accounting Standard for Earnings per Share” for the calculation of net income per share. The effects of adoption to net income per share are insignificant.

 

33


Table of Contents

 

Notes to Non-consolidated Balance Sheet

 

  1.   Non-current assets for telecommunications businesses include those used in General Type II Telecommunications Carrier business, Special Type II Telecommunications Carrier business and supplementary businesses, because these amounts were not significant.

 

  2.   Accumulated depreciation of property, plant and equipment was 1,144,727 million yen.

 

  3.   Investments in subsidiaries included in the amount of investments in affiliated companies were as follows:

 

Investments in equity shares of subsidiaries

 

832,419 million yen

Investments in capital of subsidiaries

 

93 million yen

 

  4.   Monetary assets and liabilities due from or to subsidiaries and the controlling shareholder were as follows:

(1) Subsidiaries:

 

Long-term monetary assets

  

1,000 million yen

Short-term monetary assets

  

385,859 million yen

Short-term monetary liabilities

  

321,588 million yen

 

(2) Controlling shareholder:

 

Short-term monetary assets

 

0 million yen

 

  5.   Assets or liabilities due from or to subsidiaries and affiliates, the amount of which exceeded one percent of total assets or total liabilities and shareholders’ equity of the Company, were as follows:

 

Accounts receivable, trade

  

122,264 million yen

Accounts receivable-other

  

168,599 million yen

Short-term loans

  

79,000 million yen

Deposits received

  

260,684 million yen

 

  6.   Share exchanges

 

The Company repurchased 234,461 million yen (870,000 shares) of treasury stock in the share exchanges finalized during the year ended March 31, 2003 in order to make regional subsidiaries wholly-owned.

 

The Company accounts for the share repurchase in accordance with “Accounting Standard on Treasury Stock and Reversal of Legal Reserves” (Issued by Accounting Standards Board of Japan on February 21, 2002), by which the Company transferred its additional paid-in capital to other capital surplus by 1,000,000 million yen, and reduced the other capital surplus by 28,821 million yen for the losses from these treasury stock transactions.

 

As a result of completion of the share exchanges, treasury stock decreased to 2,584 million yen (9,593.89 shares).

 

  7.   Unrealized gains on marketable securities as stipulated in Paragraph 3 of Article 124 of Regulations regarding the Commercial Code of Japan was 306 million yen.

 

  8.   The Company’s guarantee (contingent liability) was 25 million yen (1,638 thousand Hong Kong dollars).

 

  9.   As a result of introduction of pro forma standard taxation system and the resultant reduction in enterprise tax rate, the statutory effective tax rate used for the calculation of non-current deferred tax assets and liabilities, reduced to 40.7% in the fiscal year ended March 31, 2003 from 42.0% in the previous year. Consequently, deferred tax assets (net of deferred tax liabilities) were decreased by 17,309 million yen on the balance sheet, and the net income was decreased by 17,316 million yen on the income statement.

 

  10.   “Short-term loans”, which had been included in “other current assets” in the previous year was separately reported in the fiscal year ended March 31, 2003, because the amount became significant (700 million yen in the previous year).

 

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Table of Contents

Notes to Non-consolidated Statement of Income

 

  1.   Operating revenues and operating expenses from transactions with subsidiaries were 243,637 million yen and 171,565 million yen, respectively.

 

Non-operating transactions with subsidiaries were 252,461 million yen.

 

  2.   Operating expenses from transactions with the controlling shareholder were 16,925 million yen.

 

Non-operating transactions with the controlling shareholder were 1,542 million yen.

 

  3.   Revenues and expenses related to General Type II Telecommunications Carrier business and Special Type II Telecommunications Carrier business were included in supplementary businesses, because these amounts were not significant.

 

  4.   Non-operating revenue of which revenue from subsidiaries and affiliates exceeded 10 percent of the total non-operating revenues was as follows:

        Dividend income:                                                                  202,426 million yen

 

  5.   “Write-downs of investments in affiliated companies” mainly relates to the impairment charges recognized on the investments in the following subsidiaries that have overseas investments in affiliated companies, and affiliates.

 

        DCM Capital USA (UK) Limited

  

338,908 million yen

        [Ultimate investee: AT&T Wireless Services, Inc.]

    

        DCM Capital LDN (UK) Limited

  

126,078 million yen

        [Ultimate investee: Hutchison 3G UK Holdings Limited]

    

        DCM Capital NL (UK) Limited

  

107,863 million yen

        [Ultimate investee: KPN Mobile N.V.]

    

        DCM Capital TWN (UK) Limited

  

13,533 million yen

        [Ultimate investee: KG Telecommunications Co., Ltd.]

    

        DoCoMo AOL, Inc.

  

15,616 million yen

 

  6.   Net income per share was 1,698.61 yen

 

 

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Table of Contents

PROPOSAL FOR APPROPRIATION OF RETAINED EARNINGS

 

    

(yen)

Unappropriated retained earnings

  

110,228,873,517

The above shall be appropriated as follows:

    

Cash dividends

(500 yen per share)

  

25,085,203,055

Voluntary reserve

  

34,000,000,000

Retained earnings carried forward

  

51,143,670,462

 

 

36


Table of Contents

(English Translation of the Original Auditors’ Report Issued in the Japanese Language)

 

Independent Auditor’s Report

 

May 7th, 2003

 

The Board of Directors

NTT DoCoMo, Inc.

 

Asahi & Co.

 

Shigeru Iwamoto

Representative and Engagement Partner

Certified Public Accountant

 

Hideki Amano

Representative and Engagement Partner

Certified Public Accountant

 

Takuji Kanai

Representative and Engagement Partner

Certified Public Accountant

 

We have audited the statutory report, that is the non-consolidated balance sheet, the non-consolidated statement of income, the business report (limited to accounting matters) and the proposal for appropriation of retained earnings, and its supporting schedules (limited to accounting matters) of NTT DoCoMo, Inc. for the 12th business year from April 1, 2002 to March 31, 2003 in accordance with Article 2 of “the Law for Special Exceptions to the Commercial Code Concerning Audit, etc., of Kabushiki Kaisha”. With respect to the aforementioned business report and supporting schedules, our audit was limited to those matters derived from the accounting books and records of the Company. The statutory report and supporting schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on the statutory report and supporting schedules based on our audit as an independent auditor.

 

We conducted our audit in accordance with generally accepted auditing standards in Japan. Those auditing standards require us to obtain reasonable assurance about whether the statutory report and supporting schedules are free of material misstatement. An audit is performed on a test basis, and includes assessing the accounting policies used by management, the method of their application and estimates made by management, as well as evaluating the overall presentation of the statutory report and supporting schedules. We believe that our audit provides a reasonable basis for our opinion. Our audit also includes audit procedures for subsidiaries with respect to which we considered it necessary to conduct such procedures.

 

As a result of the audit, our opinion is as follows:

 

  (1)   The non-consolidated balance sheet and the non-consolidated statement of income present fairly the financial position and the results of operations of the Company in conformity with related laws and regulations and the Articles of Incorporation of the Company.

 

  (2)   The business report (limited to accounting matters) presents fairly the status of the Company in conformity with related laws and regulations and the Articles of Incorporation of the Company.

 

  (3)   The proposal for appropriation of retained earnings has been prepared in conformity with related laws and regulations and the Articles of Incorporation of the Company.

 

  (4)   With respect to the supporting schedules (limited to accounting matters) there are no items to be noted that are not in conformity with the provisions of the Commercial Code.

 

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Table of Contents

 

The subsequent event stated in the business report will have a material effect on the financial position and the results of operations of the Company in the following business years.

 

Our firm and engagement partners have no interest in the Company which should be disclosed pursuant to the provisions of the Certified Public Accountants Law.

 

 

38


Table of Contents

[Translation]

 

Report of Corporate Auditors

 

We, the Board of Corporate Auditors of NTT DoCoMo, Inc. (the “Company”), following a review and discussion of the individual reports made by each Corporate Auditor concerning the method and the results of his/her audit of the execution by Directors of their duties in the 12th fiscal year ended March 31, 2003, prepared this Report of Corporate Auditors and hereby submit our report as follows:

 

  1.   Summary of Corporate Auditors Auditing Methods

 

In accordance with the auditing plan determined by the Board of Corporate Auditors, each Corporate Auditor attended the meetings of the Board of Directors and other significant meetings; obtained reports on business operations from the Directors and others; reviewed documents which approve material matters; conducted investigations regarding the status of the business operations and properties of the head office and other major offices; received reports and explanations from the independent accounting firm; and reviewed the financial statements and supporting schedules thereto.

 

When necessary, each Corporate Auditor requested business reports from subsidiaries and conducted investigations regarding the status of the business operations and properties of subsidiaries.

 

In addition to the above auditing methods, each Corporate Auditor, to the extent necessary, requested reports from Directors and others, to review the status of the following kinds of transactions: Director’s transactions in competition with the Company; any transactions involving conflict of interests between Directors and the Company; any dealings in which the Company provided benefits without compensation; unusual dealings between the Company and subsidiaries or shareholders; and repurchase or disposal of the Company’s own shares.

 

  2.   Results of the Audit

 

We are of the opinion that:

 

  (1)   Regarding the execution of their duties by Directors, including their duties relating to the subsidiaries, there were no instances of misconduct or material matters in violation of the laws and regulations or the Articles of Incorporation.

 

We did not find any violations of the duties of Directors regarding: transactions in competition with the Company, transactions involving conflict of interests between Directors and the Company, dealings in which the Company provided benefits without compensation, unusual dealings between subsidiaries or shareholders or repurchase or disposal of the Company’s own shares;

 

  (2)   The auditing methods and results of the independent accounting firm, Asahi & Co., are reasonable and satisfactory;

 

  (3)   The business report (eigyo-hokokusho) (limited to matters other than accounting matters) presents fairly the conditions of the Company in accordance with the laws and regulations and the Articles of Incorporation;

 

  (4)   There are no matters which we must point out, in light of the financial condition of the Company and other factors, regarding the agenda of appropriation of retained earnings; and

 

  (5)   The supporting schedules (fuzoku-meisaisho) (limited to matters other than accounting matters) states all matters which should be stated therein and there are no matters which we must point out.

 

39


Table of Contents

 

  3.   Material Events occurring subsequent to the End of the Fiscal Year

 

Matters reported by the Board of Directors on May 8, 2003 are as follows:

 

On May 8, 2003 the Company and its eight regional subsidiaries including NTT DoCoMo Kansai, Inc., notified the Minister of Public Management, Home Affairs, Posts and Telecommunications of a change in tariff schedules for cellular service and FOMA service. It is expected that communication tariffs for calls from fixed phones to mobile phones will be lowered starting on June 1, 2003.

 

Date:   May 12, 2003

 

Board of Corporate Auditors of NTT DoCoMo, Inc.

   

Keisuke Nakasaki, Full-time Corporate Auditor

 

                seal

Shinichi Nakatani, Full-time Corporate Auditor

 

                seal

Kiyomi Kamiya, Full-time Corporate Auditor

 

                seal

Kiyoto Uehara, Corporate Auditor

 

                seal

 

Note:   Corporate Auditor, Mr. Keisuke Nakasaki and Mr. Kiyoto Uehara are outside auditors in accordance with the provisions under paragraph 1 of Article 18 of the “Law For Special Exceptions to the Commercial Code Concerning Audit, etc., of Joint Stock Corporations (Kabushiki Kaisha)”.

 

 

40


Table of Contents

 

(APPENDIX 1)

 

CONSOLIDATED BALANCE SHEET [U.S. GAAP]

March 31, 2003

 

      

(UNAUDITED)

 
      

Millions of yen

 

ASSETS

        

Current assets:

        

Cash and cash equivalents

    

680,951

 

Accounts receivable, net

    

617,499

 

Inventories

    

67,315

 

Deferred tax assets

    

58,501

 

Prepaid expenses and other current assets

    

214,753

 

      

Total current assets

    

1,639,019

 

      

Property, plant and equipment:

        

Wireless telecommunications equipment

    

3,792,361

 

Buildings and structures

    

546,267

 

Tools, furniture and fixtures

    

565,601

 

Land

    

185,031

 

Construction in progress

    

151,419

 

Accumulated depreciation

    

(2,564,551

)

      

Total property, plant and equipment, net

    

2,676,128

 

      

Non-current investments and other assets:

        

Investments in affiliates

    

381,290

 

Marketable securities and other investments

    

21,131

 

Intangible assets, net

    

621,012

 

Other assets

    

150,272

 

Deferred tax assets

    

569,155

 

      

Total non-current investments and other assets

    

1,742,860

 

      

TOTAL ASSETS

    

6,058,007

 

      

LIABILITIES AND SHAREHOLDERS’ EQUITY

      

Current liabilities:

      

Current portion of long-term debt

  

126,741

 

Short-term borrowings

  

10,000

 

Accounts payable, trade

  

638,670

 

Accrued payroll

  

45,367

 

Accrued interest

  

2,893

 

Accrued taxes on income

  

131,845

 

Other current liabilities

  

96,824

 

    

Total current liabilities

  

1,052,340

 

    

Long-term liabilities:

      

Long-term debt

  

1,211,627

 

Employee benefits

  

149,700

 

Other long-term liabilities

  

168,351

 

    

Total long-term liabilities

  

1,529,678

 

    

TOTAL LIABILITIES

  

2,582,018

 

    

Minority interests in consolidated subsidiaries

  

475

 

    

Shareholders’ equity:

      

Common stock

  

949,680

 

Additional paid-in capital

  

1,306,128

 

Retained earnings

  

1,159,354

 

Accumulated other comprehensive income

  

62,937

 

Treasury stock

  

(2,585

)

    

TOTAL SHAREHOLDERS’ EQUITY

  

3,475,514

 

    

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

  

6,058,007

 

    

(Note)

Amounts are rounded off per 1 million yen.

 

 

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Table of Contents

(APPENDIX 2)

 

CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME [U.S.GAAP]

Year ended March 31, 2003

 

 

    

(UNAUDITED)


 
    

Millions of yen

 

Operating revenues:

      

Wireless services

  

4,350,861

 

Equipment sales

  

458,227

 

    

Total operating revenues

  

4,809,088

 

    

Operating expenses:

      

Personnel expenses

  

243,254

 

Non-personnel expenses

  

2,297,933

 

Depreciation, amortization and loss on disposal of property, plant and equipment and intangible assets

  

787,772

 

Other

  

423,410

 

Total operating expenses

  

3,752,369

 

    

Operating income

  

1,056,719

 

    

Other expense (income):

      

Interest expense

  

16,870

 

Interest income

  

(100

)

Other, net

  

(3,019

)

Total other expense (income)

  

13,751

 

    

Income before income taxes

  

1,042,968

 

    

Income taxes:

      

Current

  

285,606

 

Deferred

  

168,881

 

Total income taxes

  

454,487

 

Equity in net losses of affiliates

  

(324,241

)

Minority interests in earnings of consolidated subsidiaries

  

(16,033

)

    

Income before cumulative effect of accounting change

  

248,207

 

    

Cumulative effect of accounting change

  

(35,716

)

    

Net income

  

212,491

 

    

Other comprehensive income (loss):

      

Unrealized losses on available-for-sale securities

  

(727

)

Net revaluation of financial instruments

  

257

 

Foreign currency translation adjustments

  

(39,315

)

Minimum pension liability adjustment

  

(19,910

)

    

Comprehensive income

  

152,796

 

    

(Note)   Amounts are rounded off per 1 million yen.

 

EARNINGS PER SHARE DATA

 

Weighted average common shares outstanding—Basic and diluted (shares)

  

49,952,907

 

Basic and diluted income before cumulative effect of accounting change (yen)

  

4,968.82

 

Basic and diluted cumulative effect of accounting change (yen)

  

(714.99

)

Basic and diluted earnings per share (yen)

  

4,253.83

 

 

 

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Table of Contents

(APPENDIX 3)

 

CONSOLIDATED STATEMENT OF CASH FLOWS [U.S.GAAP]

Year ended March 31, 2003

 

 

        

(UNAUDITED)


 
        

Millions of yen

 

I.

 

Cash flows from operating activities:

      
   

  1. Net income

  

212,491

 

   

  2. Adjustments to reconcile net income to net cash provided by operating activities:

      
   

(1) Depreciation and amortization

  

749,197

 

   

(2) Deferred taxes

  

(56,653

)

   

(3) Loss on sale or disposal of property, plant and equipment

  

30,348

 

   

(4) Equity in net losses of affiliates

  

549,775

 

   

(5) Minority interests in earnings of consolidated subsidiaries

  

16,033

 

   

(6) Cumulative effect of accounting change

  

35,716

 

   

(7) Changes in current assets and liabilities:

      
   

Decrease in accounts receivable, trade

  

229,061

 

   

Decrease in allowance for doubtful accounts

  

(1,744

)

   

Decrease in inventories

  

28,685

 

   

Increase in accounts payable, trade

  

27,820

 

   

Increase in other current liabilities

  

10,131

 

   

Decrease in accrued taxes on income

  

(161,565

)

   

Increase in liability for employee benefits, net of deferred pension costs

  

43,972

 

   

Other, net

  

(128,657

)

        

   

Net cash provided by operating activities

  

1,584,610

 

        

II.

 

Cash flows from investing activities:

      
   

  1. Purchases of property, plant and equipment

  

(700,468

)

   

  2. Purchases of intangible and other assets

  

(164,238

)

   

  3. Purchases of investments

  

(10,312

)

   

  4. Other, net

  

3,588

 

        

   

Net cash used in investing activities

  

(871,430

)

        

III.

 

Cash flows from financing activities:

      
   

  1. Issuance of long-term debt

  

202,274

 

   

  2. Repayment of long-term debt

  

(212,934

)

   

  3. Payments to acquire treasury stock

  

(234,470

)

   

  4. Principal payments under capital lease obligations

  

(6,908

)

   

  5. Dividends paid

  

(10,036

)

   

  6. Proceeds from short-term borrowings

  

339,912

 

   

  7. Repayment of short-term borrowings

  

(410,962

)

   

  8. Other, net

  

(153

)

        

   

Net cash used in financing activities

  

(333,277

)

        

IV.

 

Effect of exchange rate changes on cash and cash equivalents

  

—  

 

        

V.

 

Net increase in cash and cash equivalents

  

379,903

 

VI.

 

Cash and cash equivalents at beginning of year

  

301,048

 

        

VII.

 

Cash and cash equivalents at end of year

  

680,951

 

        

 

Supplemental disclosures of cash flow information

    

Cash paid during the year for:

    

Interest

  

19,874

Income taxes

  

558,084

Non-cash investing and financing activities:

    

Decrease in treasury stock by share exchanges

  

231,885

Assets acquired through capital lease obligations

  

4,001

    

(Note)

Amounts are rounded off per 1 million yen.

 

 

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Table of Contents

(APPENDIX 4)

 

SELECTED FINANCIAL DATA & RATIOS (CONSOLIDATED) [US GAAP]

 

(Note)   Starting from this fiscal term (the 12th Fiscal Term), the Company has elected to prepare and disclose consolidated financial statements in accordance with U.S. GAAP. Consolidated financial data for the 10th and 11th Fiscal Terms prepared in accordance with U.S. GAAP are provided below for reference.

 

Trends in Operating Revenues over the Past Three Fiscal Years

      

Consolidated


      

(100 millions of yen)

10th Fiscal Term (FY2000)

    

41,781

11th Fiscal Term (FY2001)

    

46,593

12th Fiscal Term (FY2002)

    

48,091

 

Trends in Income before Income Taxes over the Past Three Fiscal Years

    

Consolidated


    

(100 millions of yen)

10th Fiscal Term (FY2000)

  

7,581

11th Fiscal Term (FY2001)

  

9,564

12th Fiscal Term (FY2002)

  

10,430

 

Trends in Net Income (Loss) over the Past Three Fiscal Years

    

Consolidated


 
    

(100 millions of yen)

 

10th Fiscal Term (FY2000)

  

4,018

 

11th Fiscal Term (FY2001)

  

(1,162

)

12th Fiscal Term (FY2002)

  

2,125

 

 

Trends in Capital Expenditures (*) over the Past Three Fiscal Years

    

Consolidated


    

(100 millions of yen)

10th Fiscal Term (FY2000)

  

10,128

11th Fiscal Term (FY2001)

  

10,323

12th Fiscal Term (FY2002)

  

8,540

(*)   For reconciliation of these non-GAAP financial measures, see page 46.

 

 

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Table of Contents

 

Item


    

10th Fiscal Term

(FY 2000)


      

11th Fiscal Term

(FY 2001)


      

12th Fiscal Term

(FY 2002)


 

EBITDA (*1) (100 millions of yen)

    

14,253

 

    

16,806

 

    

18,363

 

EBITDA Margin (*1)

    

34.1

%

    

36.1

%

    

38.2

%

Return on Capital Employed (ROCE)

<ROCE after tax effect> (*1)

    

20.6

11.9

%

%

    

21.1

12.2

%

%

    

22.1

12.8

%

%

Return on Equity (ROE)

    

15.2

%

    

(3.5

%)

    

6.3

%

Return on Assets (ROA)

    

15.7

%

    

15.8

%

    

17.2

%

Operating Margin

    

18.6

%

    

21.5

%

    

22.0

%

Shareholders’ Equity per share (*2)

    

66,134

 

    

65,601

 

    

69,274

 


(*1)   For reconciliation of these non-GAAP financial measures, see page 46.
(*2)   Shareholders’ Equity per share has been adjusted to reflect a five-for-one stock split carried out in May 2002.

 

 

45


Table of Contents

 

Reconciliations between the Disclosed non-GAAP Financial Measures and

the Most Directly Comparable GAAP Financial Measures

 

1.   Capital expenditures

 

      

10th Fiscal Term (FY 2000)


      

11th Fiscal Term (FY 2001)


      

12th Fiscal Term (FY 2002)


 
      

(100 millions of yen)

 

a.    Purchases of property, plant and equipment

    

(8,034

)

    

(8,632

)

    

(7,005

)

b.    Purchases of intangible and other assets

    

(1,541

)

    

(1,995

)

    

(1,642

)

c.    Effects of timing difference between acquisition dates and payment dates

    

(553

)

    

304

 

    

108

 

Capital expenditures {=-(a+b+c)}

    

10,128

 

    

10,323

 

    

8,540

 

      

    

    

(Note)   Capital expenditures are calculated on an accrual basis for the purchases of property, plant and equipment, and intangible and other assets.

 

2.   EBITDA and EBITDA margin

 

      

10th Fiscal Term (FY 2000)


      

11th Fiscal Term (FY 2001)


      

12th Fiscal Term (FY 2002)


 
      

(100 millions of yen)

 

a.    Operating income

    

7,786

 

    

10,009

 

    

10,567

 

b.    Depreciation and amortization expenses + Losses on sale or disposal of  property, plant and equipment

    

6,467

 

    

6,797

 

    

7,795

 

c.    EBITDA (=a+b)

    

14,253

 

    

16,806

 

    

18,363

 

d.    Total operating revenues

    

41,781

 

    

46,593

 

    

48,091

 

       EBITDA margin (=c/d)

    

34.1

%

    

36.1

%

    

38.2

%

 

3.   ROCE after tax effect

 

      

10th Fiscal Term (FY 2000)


      

11th Fiscal Term (FY 2001)


      

12th Fiscal Term (FY 2002)


 
      

(100 millions of yen)

 

a.    Operating income

    

7,786

 

    

10,009

 

    

10,567

 

b.    Operating income after tax effect {=a*(1-effective tax rate of 42%)}

    

4,516

 

    

5,805

 

    

6,129

 

c.    Capital employed

    

37,838

 

    

47,415

 

    

47,725

 

ROCE before tax effect (=a/c)

    

20.6

%

    

21.1

%

    

22.1

%

ROCE after tax effect (=b/c)

    

11.9

%

    

12.2

%

    

12.8

%

(Notes)

Capital employed = Two fiscal year ends average of (Shareholders’ equity + Interest bearing liabilities)

Interest bearing liabilities = Current portion of long-term debt + Short-term borrowings + Long-term debt

 

 

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Table of Contents

 

Memorandum for Shareholders

 

Business term:

 

March 31 of each year

Day for deciding shareholders to whom second-half dividends will be paid:

 

March 31 of each year

Day for deciding shareholders to whom interim dividends will be paid:

 

September 30 of each year

Reregister of ownership of shares:

 

Transfer agent

   

UFJ Trust Bank Ltd.

   

1-4-3 Marunouchi, Chiyoda-ku, Tokyo

Office which receives mail:

 

Office for transaction of business

   

Corporate Agency Department of UFJ Trust Bank Ltd.

   

7-10-11 Higashisuna, Koto-ku, Tokyo 137-8081

Office which receives telephone inquiries:

 

Tel.: 03-5683-5111

   

Agencies: Branches of UFJ Trust Bank Ltd.

   

nationwide

Newspaper in which announcement will be made:

 

The Nihon Keizai Shimbun

 

The progress of the 12th regular general shareholders’ meeting, to be held on June 19 this year, will be made public on our Web site.

 

Home page URL:

 

http://www.nttdocomo.co.jp/

   

You will be able to view the progress by clicking “information for investors” and then “general shareholders’ meeting”

[Simultaneous relay]

   

Content of what will be made public:

 

Progress from the beginning to the end

   

* As for the part covering questions from shareholders, the voice of shareholders who will consent to the opening of their questions to the public and the images of directors will be released.

Time and date of release:

 

From 10:00 a.m. on Thursday, June 19, 2003 to the end of the general shareholders’ meeting

How to peruse:

 

When you access “progress of general shareholders’ meeting” using the URL given above, the display for inputting password will be indicated. Then you will input the “voting rights exercise code” and click the “login” button. The “voting rights exercise code” is written on the form for voting rights exercise.

[Videotaped relay]

   

Content of what will be made public:

 

Progress from the beginning to the end

   

* The part covering questions from shareholders will be made public in the text form.

Period of release:

 

From Wednesday, June 25, 2003 to Tuesday, September 30, 2003

How to peruse:

 

You can peruse the videotaped relay by accessing “progress of the general shareholders’ meeting” using the URL given above.

 

47


Table of Contents

 

NTT DoCoMo, Inc.

Sanno Park Tower, 11-1, Nagata-cho 2-chome, Chiyoda-ku, Tokyo 100-6150, Japan

Phone:03-5156-1111

http://www.nttdocomo.co.jp/

 

48