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Financial Report 2014 Year Ended March 31, 2014

Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

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Page 1: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Financial Report 2014Year Ended March 31, 2014

Page 2: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

TBK Group Management PhilosophyThe TBK Group is a major player in the development, production and sales of components such as

brakes, water pumps for engine cooling and oil pumps for engine lubrication. These components are

essential to the safety and efficiency of light-duty to heavy-duty vehicles and buses. In the recent

years, the TBK group expanded the product line to other engine components such as engine cam-

shafts, cylinder head, cylinder blocks, and turbocharger bearing housings. TBK upholds its flagship

policy of producing customer-oriented products while contributing to the well-being of society. Since

our customers demand high levels of environmental friendliness, consumer safety and affordability,

TBK realizes the need for adding value through its quality assurance policy of "providing customers

with products excelling in safety and reliability."

Fulfilling our corporate social responsibility allows TBK to enhance business and management.

This in turn enables TBK to meet the requirements of all its stakeholders.

Contents

Consolidated Financial Highlights .................................................... 1

Message from the President ............................................................ 2

Major Products of the TBK Group .................................................... 6

R&D Activities ................................................................................. 10

Corporate Governance System ...................................................... 11

Management Discussion and Analysis ........................................... 13

The Risk Factors for Our Corporate Group .................................... 16

Consolidated Financial Statements................................................ 18

Corporate Data ............................................................................... 26

Global Production and Marketing Networks .................................. 27

Directory ......................................................................................... 28

Page 3: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Consolidated Financial HighlightsTBK Co., Ltd. and Consolidated Subsidiaries

For the years ended March 31, 2014, 2013 and 2012

Thous;ands of Millions of yen U.S. dollars (Note) 2014 2013 2012 2014

For the years ended March 31,

Net Sales ..................................................................... ¥45,607 ¥43,008 ¥44,914 $443,130

Operating Income ......................................................... 3,422 3,240 3,921 33,249

Net Income ................................................................... 2,675 2,042 2,504 25,991

As of March 31,

Total Net Assets ............................................................. 28,435 25,852 23,077 276,282

Total Assets .................................................................... 53,026 48,132 48,212 515,215

Per share data:

Net Income ................................................................... ¥ 91.20 ¥69.62 ¥ 85.34 $ 0.886

Net Assets ..................................................................... 931.93 851.00 762.82 9.054

Cash Dividends (Non-Consolidated) ............................. 14.00 10.00 12.00 0.136

Key ratios:

Equity Ratio .................................................................. 51.6% 51.9% 46.4% —

Net Income to Equity ................................................... 10.2% 8.6% 11.9% —

Note: U.S. dollars amounts are translated, for convenience only, at U.S.$1= ¥102.92, the rate prevailing on March 31, 2014.

2011 ’12 ’13 ’14

Consolidated Net Sales(¥ millions)

2011 ’12 ’13 ’14

Operating Income(¥ millions)

2011 ’12 ’13 ’14

Equity Ratio(%)

41,673

44,91443,008

45,607

42.3

46.4

51.9 51.63,502

3,921

3,2403,422

1TBK Co., Ltd.

Yen U.S. dollars

Page 4: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

The Business Environment of the Current Period

While the pace of economic growth in some emerging nations has been undergoing a slowdown, the business environment surrounding TBK Group for Fiscal 2013 (ended March 31, 2014) maintained a mild overall upswing, with recovery trends evident in Europe and the U.S.A. In Japan, aided by government economic measures and the resur-gence in exports, business overall has seen continued mild recovery, and individual consumption levels have remained steady as well. The truck manufacturing industry, which is TBK Group’s client base, has been sustained domestically by reconstruction-related demand ever since the tsunami disaster, and registrations for medium-duty trucks (with payloads of four tons or more) increased nationwide by 33,607 units in the fi rst half of the fi scal year and by 46,322 units in the second half, for a total of 79,929 units for the entire year. This is an increase of 16.6% com-

pared to the same period last year. On the other hand, exports to markets overseas, especially in emerging countries, have remained at low levels since the second half of the fi scal year. In the industrial and construction equipment industry as well, exports to emerging countries and other markets overseas have remained at low levels.

Increases in sales and Profi ts achieved in Fiscal 2013

As a result of TBK Group’s ongoing implementation of medium-term business plans and con-crete management activities, the consolidated net sales for the period under review increased 6.0% compared to the previous period, to ¥45,607 million ($443.1 million), with operating income also rising, by 5.6% to ¥3,422 million ($33.2 million). Final net income after other income/ex-penses, income taxes, minority interests in income and other adjustments expanded signifi cantly, by 30.9% to ¥2,675 million ($25.9 million).

TBk Group’s Focused Business Plan and Management activities

TBK Group’s medium-term business plans and management activities have been continually re-evaluated and implemented in accordance with the changes in the global business environment. In tandem with our 12th medium-term business plan (TBK Evolution Plan (TEP)) drawn up for the three-year period starting from the period under review (April 1, 2013 – March 31, 2016), concrete management activities are being established and the company’s management base further strengthened.

Basic Aim of the 12th Medium-Term Business PlanThe basic aim of this medium-term business plan is to demonstrate TBK’s value as a leading company in the vehicle components industry in Asia and to evolve further as an enterprise on the global stage.

Message from the President

2TBK Co., Ltd.

Page 5: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

3TBK Co., Ltd.

1) Expansion of Net SalesFor TBK Group’s consolidated performance, we are aiming for ¥50,000 million in net sales, with a foreign sales ratio of at least 40.0%. In order to achieve this, we are moving forward to intensify sales promotion activities for new products and new fields in Japan, and endeavoring to expand our foreign sales levels.

2) Strengthening TBK’s Global CompetitivenessIn order to strengthen our competitiveness on a global level, we are endeavoring to maintain the highest level of product quality so as to maximize customer satisfaction, while realizing overall costs that can compete with those of manufacturers in emerging nations, and strength-ening developmental structures and presentation-format operations that emphasize speed.

3) Raising the Bar on Corporate ReliabilityIn order to build a suitable corporate base as a leading player in the Asian vehicle components industry, we will move ahead with localization activities, develop human resources on a global level, carry out business operations that emphasize safety and environmental concerns, as well as increase compliance and strengthen our internal control system.

In line with these basic guidelines of our medium-term business plan, during the period under review we have focused on the following management and operations measures.

Management Activities1) Acquisition of New Commercial RightsTBK Group has been engaged in aggressive marketing and order-taking activities, resulting in several new orders for new commercial rights from domestic and foreign truck manufacturers, and the vehicle engine and industrial/construction equipment sectors as well.

2) Overall Cost Reduction ActivitiesIn order to realize reduction in overall costs, TBK Group has implemented thorough cost man-agement activities, effectively reducing material costs and other expenses, and improving pro-duction efficiency.

3) Intensified Development of Products that Fulfill Market Needs and Products that are Environmentally FriendlyWith aggressive development aimed at domestic and foreign producers of trucks, and manu-facturers of vehicle engines and industrial and construction equipment, TBK has been focusing on the realization of emerging nation-targeted models that address cost-minimization needs

Page 6: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

and the development of environmentally friendly products such as motorized pumps and self-generating retarders that are in line with energy-saving needs. We have seen an increase in new orders as a result.

4) Expansion of Operations in Other CountriesTBK continues to set its sights on the acquiring of new commercial rights (orders from clients) in and around Asia, while at the same time endeavoring to expand operations at subsidiaries and affiliates in Thailand, China, India and the U.S.A.

4TBK Co., Ltd.

Performance Outlook for the Coming Period

The truck manufacturing industry is expected to stay on an even keel domestically in Japan

for the time being. Overseas, however, in countries such as China, Thailand and Indonesia,

while the economy remained stagnant for the first half of the fiscal year, we are anticipating an

upswing in the second half. In light of this situation, a rising trend in demand for trucks is pre-

dicted, especially in emerging and resource-producing nations.

On the other hand, though we are anticipating the business environment surrounding the

components industry to show steady growth overseas, it is assumed that domestically the envi-

ronment will continue to be severe. TBK Group will carry out thorough overall cost reduction

activities and make a concerted effort with regard to appropriate measures for improving per-

formance.

With this in mind, for Fiscal 2014 (ending March 31, 2015), we are estimating ¥45,000

million in consolidated sales, ¥2,900 million in operating income and ¥2,100 million in net

income. (On August 5, 2014, TBK released correction data regarding projected results for the

period ending March 2015, predicting ¥46,500 million in consolidated sales, ¥3,200 million in

operating income and ¥2,400 million in net income.)

12th Medium-term Business Plan-- TBK Evolution Plan (TEP)(April 1, 2013 to March 31, 2016)

� Acquisition of new commercial rights� Overall cost reduction activities� Development of products that fulfill market needs and are environmentally friendly� Expansion of operations globally

� Expansion of net sales� Strengthening global competitiveness� Raising the bar on corporate reliability

Management Activities

Further strengthening of

TBK management base

Page 7: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

5TBK Co., Ltd.

TBK Group’s Basic Management Philosophy

The basic principle of TBK Group is “Dedication to contributing to society by creating prod-ucts that fulfill our customers’ needs.” In this spirit, as a vehicle components manufacturer en-gaged in the development, production and sales of brakes for cars, trucks and busses of all sizes, water pumps for engine cooling, oil pumps for engine lubrication, and other components es-sential to vehicle operation and safety, TBK aims to be a corporation that is of service to society.At TBK Group, we regard the products we develop and manufacture as embodying the high level of concern for safety, economy and environmental issues that is integral to our business activities, through which we observe as our basic quality assurance policy: “To provide our cus-tomers with safe and highly reliable products.” Furthermore, we are continually implementing a wide range of measures to maintain the trust that society has accorded us and to perform our duties as a corporate entity, and in so do-ing, to realize stable progress and management, and fulfill our responsibilities to our sharehold-ers, our customers and all other parties with interests in TBK Group.

Management Guideline Goals and Future Challenges

While in the medium- and long-range view, even as the downturn in growth potential of the domestic marketplace in Japan progresses, economic growth of markets in emerging and re-source-producing nations is predicted to continue. With this in mind, our newly drawn-up me-dium-term business plan anticipates results in its final year, Fiscal 2015 (ending March 31, 2016), to reach a net sales of ¥50,000 million, with an overseas sales/net sales ratio of at least 40.0%. In order to attain this goal, overseas we are acquiring new commercial rights in the Asian region, focusing on Thailand, and carrying out capital investment to increase our production so as to handle the expansion of local production by Japanese-affiliated truck manufacturers. In Japan, we are engaging in development and order-taking activities with regard to environmen-tally-friendly and energy-saving products such as our motorized pumps and self-generating re-tarders, and will continue to strengthen our domestic businesses through various means, such as by making use of reconstruction subsidies to invest in production optimization. In addition, we will maintain and deepen healthy, favorable relationships with all parties with interests in TBK Group by engaging in business activities that are in harmony with society and the environment on the basis of compliance and risk management, and we will endeavor to contribute to the development of a sustainable society and fulfill our social responsibilities as a corporation. For the coming fiscal year as well, continuing with the second year of our medium-term business plan, we will move forward with the abovementioned measures to attain our goals, and endeavor to further strengthen our business base and enhance our corporate value.

June 19, 2014 Takaaki Kishi President

Page 8: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Drum BrakesIn trucks, buses and construction machinery an absolutely reli-able brake system is required to ensure safety. Almost all me-dium and large vehicle manufacturers in Japan employ TBK's drum brakes. TBK products have a leading market share indi-cating their excellence in quality and reliability. Another signifi-cant factor is the resounding approval manufacturers have given TBK's development policy. Specifically, manufacturers appreci-ate TBK's standardization efforts to make components more compatible, leading to lower costs while retaining an excellent level of quality. TBK specializes in brake and pump manufacturing for medium and large vehicles. The Company is also expanding its line to include products for small vehicle manufacturers. TBK is a company that has successfully developed unique technologies. The TBK Auto Adjuster is one such example. Used in drum brakes, the Auto Adjuster automatically regulates the space be-tween the brake lining and brake shoe. Through such efforts TBK is consistently developing high performance products with an excellent level of safety.

The TBK Group produces and markets brakes essential to the safety of trucks

and buses, as well as construction machinery. Other components are engine

components such as water and oil pumps, and other engine components

which have a vital impact on engine performance. TBK components boast an

overwhelming market share for medium- and heavy-duty vehicle manufacturers in

Japan. The Company is expanding operations domestically and overseas in efforts

to enhance its production and supply systems.

Major Products of the TBK Group

Air brake for heavy-duty vehicles

6TBK Co., Ltd.

Brake linings

Drum brake for medium-duty vehicles

Drum brake for light-duty vehicles

Brakes

We have made further advances in

reducing weight and enhancing the

economy of our SAW brakes, which

are perfectly suited to ABS, EBS, and

other control systems.

Lightweight SAW brakeNEW

Page 9: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Disc BrakesIn addition to safety, recently medium and large vehicles re-quire a better brake feeling, especially for tourist coaches and long-haul trucks. TBK's disc brakes for medium and large ve-hicles are highly valued for their rock-solid liability, superior heat dissipation properties and advanced brake feeling.

Disc brake for heavy-duty vehicles

Retarders

In addition to the conventional foot brakes, side brake, and en-gine brakes there is a fourth type of brake known as a retarder. Retarders utilize a non-contact system making them exempt from wear and tear. Upon installation, retarders almost never need to be replaced making them excellent for auxiliary braking applications. Retarders operate by exerting magnetic resistance on the propeller shaft, which transfers engine rotation to turn a vehicle's wheels. TBK recognized the market potential for manufacturing components essential to the safety of vehicles and began inde-pendent development from the 1960s leading to the Company's products being installed in buses and trucks. Utilizing the retard-er system, TBK saw an excellent method to avoid wear and tear inescapable in conventional drum and disk brakes.

Retarder for medium- to heavy-duty vehicles

7TBK Co., Ltd.

Brake pads

Retarders for light-duty vehicles

Disc brakes for medium-duty vehicles

These retarders produce

regenerative power without

the need for a separate

power supply.

Self-generating retardersNEW

Page 10: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Water Pumps for Vehicle EnginesWater pumps, used to cool engines, are essential for engine perfor-mance. It is a difficult process to ensure the engine is performing at optimal capacity by not allowing it to become too hot or cold. Water pumps are vital for keeping engine temperature at the most suitable level. TBK has developed superior performing water pumps by closely collaborating with vehicle and engine manufacturers dur-ing the development stages. TBK's water pumps are used in small to large vehicles and construction machinery.

Water pumps for heavy-duty vehicles

Oil pumps for heavy-duty vehicles

8TBK Co., Ltd.

Oil Pumps for Vehicle Engines

Oil pumps are another type of pump that is absolutely necessary for engine performance. Oil pumps ensure engines rotate smoothly and minimize the burden on the engine. In its capacity of a spe-cialist manufacturer, TBK has developed several technologies in this field. A technology developed by TBK, which has seen wide-ranging customer support, is seen in the Company's power-saving oil pumps. These pumps have an adjustable output which ensures appropriate oil flow volume at the right time with minimum en-ergy consumption.

Water pumps for medium-duty vehicles

Water pumps f or light-duty vehicles

Oil pumps for medium-duty vehiclesOil pumps for light-duty vehicles

EnGinE COMPOnEnTs

Our electromotive pumps are

independent of engine layout, so

even when the engine is off, our

water pumps continue the cooling

process, and our oil pumps continue

supplying oil to sustain oil pressure

and ensure proper lubrication.

Electromotive pumpNEW

Page 11: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Other Engine Components

Over the years, TBK has built up a high level of technologi-

cal expertise and reliability in manufacturing various kinds of

pumps and brake systems for both vehicle and engine manufac-

turers. We are applying these strengths to expand our product

lineup, which now includes engine camshafts, turbocharger

bearing housings, cylinder heads, and cylinder blocks.

Pumps for Construction Machine Engines

Water pumps for cooling engines and lubricating oil pumps

are vital for obtaining optimal performances from construction

machines that use engines as their power source. Applying the

highly reliable technologies we have accumulated over the years

to the development and manufacture of pumps for vehicle en-

gines, we now make and supply products for engines used in a

variety of other equipment.

9TBK Co., Ltd.

Pumps for construction engines

Engine camshafts

Turbocharger bearing housings

Cylinder heads Crankcases

Timing gear cases Hub drums

Page 12: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

R&D Activities

With respect to our mainstay product lines—brakes and pumps for vehicles and construction machinery—we focus on developing leading-edge technologies centered on the themes of the environment, safety, and saving resources and energy. We also develop products identified as future pillars of the Group. Most of the TBK Group’s R&D activities are conducted at its core facilities in Japan. The Group’s R&D is spearheaded by its Product Development Department and Experi-ments Department. We currently have 75 research personnel, equivalent to around 5.2% of total employees, and we did a ¥1,177 million in total research expenditures in fiscal 2013.

BrakesTBK’s air wedge brakes are used by all of Japan’s truck manufacturers. These brakes are being incorporated in more and more vehicles, and exports are also growing. We are also developing and promoting adoption of modularized air disk brakes as a next-generation brake product, with the aim of supplying highly reliable offerings that include pads and rotors developed in-house. In addition, the Group is focusing on R&D that emphasizes enhancing safety, environmen-tal friendliness, and saving energy. In the Brakes business segment, our R&D budget for fiscal 2013 was ¥468 million.

Engine Components We make water pumps and oil pumps for all types of trucks—from small to mid-size and large—as well as buses. We are working constantly to develop pumps that meet the require-ments of Japan’s many vehicle manufacturers with respect to high performance, high reliability, and cost reduction, and we are making ongoing product enhancements. In the field of engines for construction machinery, we have completed development of pumps that meet Tier 4 emission standards and have started mass production. These pumps are targeted mainly at OEM manufacturers in Europe and North America, as well as Japanese mak-ers. In addition, we have secured new orders to develop water pumps for overseas manufactur-ers, and have commenced mass production. TBK’s retarders, which are highly regarded as optimal devices for engines subject to restric-tions on emissions, are used in mid-size and large trucks and buses. Going forward, we will de-ploy our own distinctive retarder technologies to upgrade our lineup of products. In the Engine Components business segment, our R&D budget for fiscal 2013 was ¥708 million. This included ¥112 million in R&D expenses related to development of new products. The Group does not conduct R&D in its real estate business.

10TBK Co., Ltd.

Page 13: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Outline of Corporate Governance systemTBK’s basic conception of corporate governance places emphasis on expediting management decision-making, carrying out smooth execution of business operation activities, ensuring transparency in decision-making and execution processes, and eliminating illegality via mutual checks and balances. TBK has adopted a Board of Corporate Auditors system, featuring three corporate auditors who are all outside auditors. Each month, the corporate auditors convene for the meeting of the board of corporate auditors, and attend the meeting of the board of directors as well. The standing corporate auditor is present at meetings of the executive officers and other committees, and performs audits of the Executive Operations Division, including subsidiary operations, on a regular basis. In addition, in order to carry out supervision of the directors’ performance of duties from an independent standpoint, and enhance the functioning of the board of directors, we are ap-pointing one outside director at the annual shareholders meeting held in June 2014. It is hoped that the presence of an outside director will create opportunities for obtaining advice in mana-gerial decision-making and judgment processes. The board of directors convenes on a monthly basis, holding ad hoc meetings when neces-sary, and in addition to carrying out discussions and decisions on important executive opera-tions, supervises the directors’ performance and issues reports on the status of duties performed by the representative director and the managing executive directors. The company auditors at-tend board of directors meetings and state their opinions as appropriate. Executive officer meetings are held twice per month for carrying out discussions and deci-sions on individual management issues that pertain to executive operations. The standing cor-porate auditor participates in executive officer meetings and states his opinions as appropriate.

Reasons for Adopting Corporate Governance SystemWe believe that in addition to providing for rapid, strategic decision-making and supervision by a board of directors that is well-acquainted with the vehicle components manufacturing indus-try and the management concerns of this company, a two-tier system of supervision and audit-ing by an outside director and outside corporate auditors will be an effective and efficient way to ensure the trust of our shareholders and investors. As such, we have decided that the Com-pany with Board of Corporate Auditors model is suitable for TBK, and we are moving forward to enhance our corporate governance in line with this kind of system. Furthermore, in addition to the three-year medium-term business plan we have drawn up and implemented, separate medium-term business plan meetings are held whenever necessary with the participants of the executive officer meetings.

Implementation Status of Internal Control SystemTBK is building an internal control system founded on compliance promotion and risk man-agement. In addition, three times per half-year we hold group management meetings, at which we receive reports on the status of executive planning and operations at our subsidiaries, take into account the management situations and concerns of all TBK Group companies, and work toward a system of internal controls for the entire corporate group.

Implementation Status of Compliance StructureIn order to improve actual compliance effectiveness, TBK is reconfiguring its compliance pro-motion structure to enable company officers and all employees to act in accordance with laws,regulations, articles of incorporation and management principles. Specifically, this structure

11TBK Co., Ltd.

Corporate Governance System

Page 14: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Audit & Supervisory Board Members (Outside)

Sadao SuzukiTeruyuki MaeharaMitsunori Matsumoto

entails the appointment of an overall compliance manager, the assignment of managers from each division and office as compliance managers, and section managers as compliance promot-ers, as well as the conducting of research and analysis of the laws and regulations relevant to the duties performed by each division, along with a reassessment of internal company rules. In ad-dition, we will be responsible for preparing necessary documents and carrying out communica-tions and training internally for the appropriate departments.

Implementation Status of Risk Management SystemIn order to implement our risk management system, we have established a set of risk manage-ment rules. Risk status is ascertained on a twice-yearly basis by identifying, addressing and managing each risk individually, and carrying out appropriate measures and verification upon reporting this information to the board of directors.

Internal auditing and auditing by Corporate auditorsInternal auditing at TBK is carried out primarily by the Operation Audit Office, and with re-gard to issues of legality, effectiveness and efficiency of the operations of each division and at domestic and foreign subsidiaries, traveling audits that include measures for product quality and the environment are performed regularly. Concerning legality, we are also paying special atten-tion to the Subcontract Act, the Antimonopoly Act and other laws so as to best fulfill our social responsibility as a publicly listed company. With regard to auditing by corporate auditors, all corporate auditors are present at the monthly board of corporate auditors meeting, and also participate in the meeting of the board of directors and state their opinions as appropriate. The standing corporate auditor participates in executive officer meetings and other committees and states his opinions as appropriate, and performs audits of operations division and the subsidiaries on a regular basis. Pursuant to audit policy and planning, in addition to auditing the performance of the directors and operations division, audits of the building and usage status of the internal control system are carried out as well.

The Outside Director and the Outside Corporate auditors TBK has one outside director and three outside corporate auditors. There are no personal or other relationships, whether capital, transactional or of vested interest, between TBK and the outside director or outside corporate auditors. Moreover, on the occasion of appointing the outside director and outside corporate auditors, selections are made from a standpoint indepen-dent of TBK’s administration, bearing in mind the character and insight of the candidates, who must possess objective, expert perspectives in order to execute management auditing functions.

12TBK Co., Ltd.

Board of Directors, executive Officers and Corporate auditors (As of June 19, 2014) ChairmanHiroshi Sumitani

PresidentTakaaki Kishi

Member of Board, Managing Executive OfficerHiroaki Katayama

Member of Board, Executive OfficersSatoshi NimiyaKenji Yamada

Member of Board

Hiroshi Takahashi

Executive Officers

Kunihiko YasumuraYasushi KikuchiKazuhiko SatoHiromichi FurukawaDing XuweiTakeshi HojiSatoshi AzuhataShigeru Machida

Page 15: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Management Discussion and Analysis

13TBK Co., Ltd.

net sales by Product segment

TBK Group’s consolidated net sales for Fiscal 2013 (ended March 31, 2014) is up 6.0%, to ¥45,607 million, over the previous period. 98.8% of this amount is in our vehicle component manufacturing business (¥45,069 million), with the remaining 1.2% (¥538 million) from our real estate lending business. The breakdown of vehicle component manufacturing business sales is 45.4% vehicle and industrial equipment brakes businesses, 48.3% engine components business (primarily water pumps and oil pumps), and 5.1% other vehicle components businesses. Furthermore, from Fiscal 2013, we are including in this net sales figure the income from the sale of iron scrap, which previously was appropriated as other income. Accordingly, state-ments of income from the previous period are being rearranged as well.

Millions of yen Thousand ofU.S. dollars

Brakes: For vehicles ¥20,524 45.0 ¥19,465 45.3 $199,417 For Construction Equipment 175 0.4 192 0.4 1,700 Sub-total 20,699 45.4 19,658 45.7 201,117Engine Components Pumps: For vehicles 12,374 27.1 11,294 26.3 120,229 For Construction Equipment 2,967 6.5 2,677 6.2 28,828 Other Engine Components: For vehicles 3,386 7.4 2,734 6.4 32,899 For Construction Equipment 3,301 7.2 3,484 8.1 32,073 Sub-total 22,030 48.3 20,190 46.9 214,049Other 2,339 5.1 2,621 6.1 22,726Real Estate 538 1.2 538 1.3 5,227 Total ¥45,607 100 ¥43,008 100.0 $443,130

2014 (%) 2013 2014(%)

Net sales and Profits by regional segment

TBK Group switched to a method of calculating profits and losses by regional segment in Fiscal 2013. Accordingly, comparisons with the previous period are being made by rearranging to the standard determined after changing over from the previous period figures.

Japan (Domestic)Net sales in our domestic vehicle components manufacturing business increased 1.8% to ¥35,235 million, while segment profits were the same as the previous period, down 2.5% to ¥2,068 million. Net sales in our real estate lending business, which is solely domestic, remained at ¥538 million, the same level as the previous period, while segment profits rose by 1.4% to ¥212 million.

Asian RegionThe Asian region, including Thailand and China, showed large growth compared to the previ-ous period, with net sales up 19.8% to ¥11,118 million and segment profits up 11.2% to ¥1,159 million.

North American RegionIn North America, net sales rose 42.7% to ¥1,343 million, while segment profits recovered from the ¥80-million loss during the previous period, to mark profits of ¥43 million in Fiscal 2013.

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14TBK Co., Ltd.

Millions of yen

For the year ended March 31, 2014: Total sales: Sales to customers ¥34,604 ¥ 538 ¥9,137 ¥1,327 ¥45,607 ¥ — ¥45,607 Sales to other segment 630 — 1,981 16 2,627 (2,627) — Total 35,235 538 11,118 1,343 48,235 (2,627) 45,607 Segment income (loss) 2,068 212 1,159 43 3,483 (60) 3,422 Segment assets 28,612 11,103 10,161 1,403 51,281 1,745 53,026

For the year ended March 31, 2013: Total sales: Sales to customers ¥34,140 ¥ 538 ¥7,403 ¥ 925 ¥43,008 ¥ — ¥43,008 Sales to other segment 459 — 1,874 15 2,349 (2,349) — Total 34,599 538 9,277 941 45,358 (2,349) 43,008 Segment income (loss) 2,121 209 1,042 (80) 3,293 (52) 3,240 Segment assets 27,690 11,325 7,897 1,184 48,098 33 48,132

Japan Asia U.S.A.

Parts manufacturing business for vehicles,

construction machinery and other

Parts manufacturing business for vehicles,

construction machinery and other Sub-total Elimination Total

Real estate lending

Financial Position

Total AssetsTotal assets at year-end balance rose 10.2% to ¥4,894 million over the previous year, reaching ¥53,026 million. The primary factors contributing to this growth were the acquisition of tangible fixed assets and other capital investments totaling ¥1,874 million, and increases of ¥1,112 million in investment securities, ¥698 million in inventory assets, ¥306 million in cash and deposits, and ¥281 million in acquired intangible assets.

LiabilitiesThe year-end balance of liabilities rose 10.4% to ¥2,311 million, to a total of ¥24,590 million.This rise was in large part due to increases in long-term debt of ¥1,328 million, lease obligations of ¥268 million, notes and accounts payable of ¥239 million and accrued income tax of ¥156 million, in tandem with a decrease in notes payable for capital investment in equipment of ¥228 million.

Net AssetsNet assets at the end of the current period showed a balance of 10.0% to ¥2,582 million over the previous period, reaching ¥28,435 million. This was in large part due to increases, resulting from the appropriation of net income for the period under review, of ¥2,323 million in retained earnings and ¥272 million due to the effect of the weak yen. As a result, the equity ratio fell very slightly, from 51.9% at the end of the previous period to 51.6% at the end of Fiscal 2013.

2010 ’11 ’12 ’13 ’14

Total Assets(¥ billions)

45.0 46.248.2

2010 ’11 ’12 ’13 ’14

Liabilities(¥ billions)

26.1 25.9 25.1

2010 ’11 ’12 ’13 ’14

Net Assets(¥ billions)

18.820.2

23.048.1

53.0

22.224.5

25.8

28.4

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15TBK Co., Ltd.

Cash Flows

At the end of the period under review, cash and cash equivalents (i.e., the total financial amount of investing and financing activities adjusted from the cash flows from operating activities) were up ¥307 million from the previous period, to a total of ¥2,059 million. Details are as follows.

Cash flows from operating activitiesFunds generated by operating activities in Fiscal 2013 were 3.5% higher than the previous period, totaling ¥4,906 million. This was in large part due to there being ¥3,439 million in net income before income taxes, and on the other hand, factors such as a depreciation totaling ¥2,792 million, an increase of ¥595 million in inventory assets, and ¥497 million in income tax paid.

Cash flows from investing activitiesFunds used for investment activities in Fiscal 2013 were 34.6% higher than the previous period, totaling ¥5,190 million. This was in large part due to outlays of ¥3,520 million for acquisition of tangible assets in relation to capital investment, ¥338 million for intangible assets and ¥1,112 million for investment securities.

Cash flows from financing activitiesWith regard to capital expenditures and income for financing activities, while the outlay during the previous period was ¥1,988 million, Fiscal 2013 showed an income of ¥531 million. This was in large part due to the increase in long-term debt, corporate bonds and other interest-bearing liabilities totaling ¥1,056 million, and the payment of dividends amounting to ¥351 million.

Trends for cash flow indicators

at March 31, 2010 2011 2012 2013 2014

Equity ratio (%) (1) 40.6 42.3 46.4 51.9 51.6 Equty ratio on a market value basis (%) (2) 14.1 25.6 34.4 31,4 28.8 Years to maturity (years) (3) 3.2 1.3 2.0 0.9 1.2

Interest coverage ratio (Times) (4) 15.5 31.9 20.9 52.4 55.1

Notes: 1. Net worth ratio on a market price basis = Total value of stock at market price / Total assets2. The tolal value of the stock at market price is calculated by multiplying the closing market price at the end of the

term by the number of shares outstanding at the end of the term.3. The operating cash flow figures use the cash flow from the operating activities on the consolidated cash flow state-

ments.4. Interest bearing liabilities (debt) are all liabilities from those recorded on the consolidated balance sheets for which

interest is being paid. In addition, the interest payments are the amount of the interest paid on the consolidated statements of cash flows.

Page 18: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Distribution of ProfitsAt TBK, return on profits to all our shareholders is considered one of the most important con-cerns in the management of the company, and strengthening both earning power and financial structure while maintaining stable dividend distribution among shareholders are fundamental aspects of company policy. The year-end dividend of Fiscal 2013 was set at ¥7.00/share at the board of directors meet-ing held on May 8, 2014. Furthermore, in line with the ¥7.00/share interim dividend already applied on December 2, 2013, the annual dividend was ¥14.00/share. For the coming fiscal year, dividends are expected to be similar to the period under review, with ¥7.00 set for both interim and year-end. (As performance for the coming fiscal year is expected to surpass the projected performance of the previous period, on August 5, 2014, TBK released corrections to the anticipated dividend distribution. Dividends are expected to be at ¥8.00 for both interim and year-end, with the annual dividend at ¥16.00/share.) With regard to internal reserve funds, in order to prepare for the expected ongoing changes in the business environment and strengthen the company’s earning power, TBK will continue to devise plans for business expansion in the future, and build up its internal reserves and allocate funds accordingly for investment in facility and development projects.

16TBK Co., Ltd.

The following factors regarding our business activities and operations have the potential to affect investors’ decisions. Any forecasts that appear in the following were judgments made by our corporate group as of the end of the year under review.

1) Global economic TrendsThe rapid deceleration of the global economy has resulted in a sharp sales decline of trucks in Europe, the United States, Thailand, China, and Japan, which has a direct impact on our group’s business. There has also been a major sales decline for construction ma-chinery worldwide. The result has been a decline in our own sales. Therefore, it is likely that global eco-nomic trends in the future will have an impact on our sales.

2) Trends in the Domestic Truck MarketThe Group has implemented measures aimed at lowering the share of consolidated net sales occupied by sales to the domestic ordinary truck market. Despite such efforts, the ratio remains high, and we have an overwhelming market share in this sector. For this reason, trends in this sector are likely to have a significant impact on consolidated net sales. However, as demand for trucks in the domestic market has peaked, we are currently implementing strategies to lower this dependence by increasing sales in overseas markets and the construction equipment market. But, further contraction of the domestic truck market could still have an adverse impact on consolidated net sales.

3) risk from reliance on Customer MarketsTBK Group’s main customers are domestic manufacturers of trucks with payloads of four tons or more. Changes in technical development trends and procurement policies at any of these companies, and sudden shifts in the marketplace and industry environment, may influence TBK’s performance.

The Risk Factors for Our Corporate Group

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17TBK Co., Ltd.

4) reliance on Interest-Bearing DebtThe Group mainly procures funds by borrowing from financial institutions, and makes scheduled repayments. Changes to the financial environment or the Group s inability to raise funds in line with its plans could impact negatively on its performance and financial position.

5) risk from Defective ProductsTBK Group is accredited with ISO/TS16949 and conducts quality assurance activities in line with these standards. Despite this, there is a risk of an end-user of a product ex-periencing problems in unforeseen circumstances. TBK recognizes that this would have a major impact on costs and evaluation of the Company. Such an occurrence would have a detrimental effect on the results and financial position of the Group.

6) risk of supply of MaterialsCurrently, TBK Group experiences no problems with the supply of materials and com-ponents for its production activities, with both materials and components sufficiently procured. However, fluctuations in peripheral sectors may hinder suppliers and in turn effect TBK’s production operations. Additionally, price hikes for materials and compo-nents may have an adverse effect on the results and financial position of the Group.

7) risk from Natural DisastersTBK Group has positioned its plants in industrial areas where the risk of flood damage is assessed as being minimal. With respect to earthquakes, TBK feels that the impact of any event would be minimal because its facilities are located in places that would be largely unaffected by damage from shaking or earth movement. In the event of a fire, TBK has produced an emergency response manual and regularly conducts checks on its fire-fight-ing equipment. However, TBK cannot completely remove the risk of disaster and in the event of a calamity plant operations may be reduced.

8) regional risk of Global OperationsTBK Group has its main production and sales centers in Thailand, China and other Asias. In the event of sudden changes in laws, regulations and taxes as well as infrastructure-re-lated obstacles such as power supply, in addition to social unrest caused by political insta-bility and other social issues, TBK may see these factors have an adverse effect on Group earnings and financial position.

Page 20: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Thousands of Millions of yen U.S. dollars (Note) ASSETS 2014 2013 2014Current Assets: Cash on hand and at bank .................................................................. ¥ 2,059 ¥ 1,752 $ 20,005 Notes and accounts receivable ............................................................ 10,349 10,292 100,553 Merchandise and finished goods ......................................................... 1,057 779 10,270 Work in process .................................................................................. 902 778 8,764 Raw materials and supplies ................................................................. 1,480 1,182 14,380 Deferred tax assets ............................................................................. 421 338 4,090 Other ............................................................................................... 728 606 7,073 Reserve for possible loan losses ........................................................... (25) (21) (242)

Total current assets ........................................................................ 16,973 15,709 164,914

Property, Plant and Equipment: Tangible Fixed Assets: Buildings and structures ................................................................ 8,713 8,736 84,657 Machinery and equipment ............................................................ 7,927 6,399 77,020 Land ............................................................................................. 9,959 9,959 96,764 Construction in progress ............................................................... 1,642 1,295 15,954 Other ........................................................................................... 876 855 8,511

29,121 27,246 282,947 Intangible Fixed Assets: Software ....................................................................................... 474 57 4,605 Other ........................................................................................... 94 230 913 569 287 5,528 Investment and Other Assets: Investment securities ..................................................................... 3,426 2,314 33,287 Corporate bond of affiliate company ............................................. 683 683 6,636 Investment in capital ..................................................................... 725 725 7,044 Long-term loans ........................................................................... 999 883 9,706 Deferred tax assets ......................................................................... 467 230 4,537 Others .......................................................................................... 152 143 1,476 Allowance for possible loan losses .................................................. (15) (14) (145) Reserve for possible investment losses ........................................... (76) (76) 738

6,362 4,887 61,815

Total property, plant and equipment ............................................. 36,053 32,422 350,301

Total Assets ................................................................................... ¥53,026 ¥48,132 $515,215

Note: U.S. dollar amounts represent translations from yen, for convenience only, at the rate of ¥102.92 = U.S.$1 in effect on March 31, 2014.

Consolidated Balance SheetsTBK Co., Ltd. and Consolidated SubsidiariesAs of March 31, 2014 and 2013

18TBK Co., Ltd.

Page 21: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Thousands of Millions of yen U.S. dollars (Note) LIABILITIES AND NET ASSETS 2014 2013 2014Current Liabilities: Notes and accounts payable ................................................................ ¥ 6,035 ¥ 5,795 $ 58,637 Short-term debt ................................................................................. 2,882 2,820 28,002 Corporate bond due within one year .................................................. — 200 — Lease obligations ................................................................................ 112 136 1,088 Accrued income taxes ........................................................................ 384 228 3,731 Accrued bonuses to employees ........................................................... 760 632 7,384

Accrued bonuses to board of directors ................................................ 80 80 777 Notes payable — equipment ................................................................ 365 593 3,546 Other ............................................................................................... 1,849 1,269 17,965

Total current liabilities................................................................... 12,471 11,757 121,171

Non-Current Liabilities: Long-term debt .................................................................................. 2,208 880 21,453 Lease obligations ................................................................................ 524 232 5,091 Deffered tax liabilities ......................................................................... 480 398 4,663 Deferred tax liabilities on revaluation of land ...................................... 2,694 2,694 26,175 Accrued pension and severance costs .................................................. — 2,624 — Net defined benefit liability ................................................................ 2,686 — 26,097 Other ............................................................................................... 3,524 3,691 34,240

Total non-current liabilities ........................................................... 12,119 10,522 117,751

Total liabilities ............................................................................... 24,590 22,279 238,923

Net Assets: Shareholders' equity: Common stock .................................................................................. 4,617 4,617 44,860 Capital surplus .................................................................................... 250 250 2,429 Retained earnings .............................................................................. 16,664 14,340 161,912 Treasury stock, at cost ......................................................................... (33) (30) (320) 21,497 19,177 208,870

Revaluation adjustment: Valuation difference on available-for-sale securities ............................. 657 656 6,383 Revaluation reserve for land ............................................................... 5,008 5,008 48,659 Foreign currency translation adjustment .............................................. 396 123 3,847 Remeasurements of defined benefit plans ........................................... (224) — (2,176)

5,837 5,788 56,713 Minority interests .................................................................................. 1,099 886 10,678

Total net assets .............................................................................. 28,435 25,852 276,282

Total liabilities and net assets ........................................................ ¥53,026 ¥48,132 $515,215

19TBK Co., Ltd.

Page 22: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Thousands of Millions of yen U.S. dollars (Note) 2014 2013 2014

Net sales ............................................................................................... ¥45,607 ¥43,008 $443,130

Cost of sales ......................................................................................... 38,620 36,426 375,242

Gross profit ........................................................................................ 6,986 6,581 67,877

Selling, general and administrative expenses ................................... 3,564 3,341 34,628

Operating income .............................................................................. 3,422 3,240 33,249

Other income (expenses): Interest income (expenses) .................................................................. (105) (122) (1,020) Dividend income ............................................................................... 34 21 330 Transfer to reserve for possible investment losses ................................. 0 21 0 Foreign exchange gains (losses) ........................................................... 28 (24) 272 Gain (loss) on sale and disposal of property, plant and equipment, net ................................................................ (13) (28) (126) Others, net ......................................................................................... 72 73 699

Total ............................................................................................. 16 (60) 155

Income before income taxes and minority interests ...................... 3,439 3,180 33,414

Income taxes: Current .............................................................................................. 814 783 7,909 Deferred............................................................................................. (170) 238 (1,651)

644 1,021 6,257

Income before minority interests ....................................................... 2,794 2,158 27,147Minority interests ................................................................................ 119 115 1,156

Net income ......................................................................................... ¥ 2,675 ¥ 2,042 $ 25,991

Consolidated Statements of IncomeTBK Co., Ltd. and Consolidated SubsidiariesFor the years ended March 31, 2014 and 2013

20TBK Co., Ltd.

Page 23: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Consolidated Statements of Comprehensive IncomeTBK Co., Ltd. and Consolidated SubsidiariesFor the year ended March 31, 2014 and 2013

Thousands of Millions of yen U.S. dollars (Note) 2014 2013 2014

Income before minority interests ............................................................ ¥2,794 ¥2,158 $27,147

Other comprehensive income (loss):

Net unrealized holding gain on securities ........................................... 0 96 0

Translation adjustments ....................................................................... 394 920 3,828

394 1,016 3,828

Comprehensive income ........................................................................... ¥3,189 ¥3,175 $30,985

Comprehensive income (loss) attributable to the shareholders of the Company and minority interests for the year ended March 31, 2014 and 2013 were as follows: Thousands of Millions of yen U.S. dollars (Note) 2014 2013 2014

Comprehensive income attributable to shareholders of the Company ....... ¥2,948 ¥2,937 $28,643

Comprehensive loss attributable to minority interests ............................... 241 237 2,341

Total comprehensive income .................................................................... ¥3,189 ¥3,175 $30,985

21TBK Co., Ltd.

Page 24: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Consolidated Statements of Changes in EquityTBK Co., Ltd. and Consolidated SubsidiariesFor the years ended March 31, 2014 and 2013

22TBK Co., Ltd.

Millions of yen

Shareholders' equity

Total Retained Trearusy stock, shareholders' Common stock Capital surplus earnings at cost equity

Balance at April 1, 2013 ¥4,617 ¥250 ¥14,340 (¥30) ¥19,177

Changes during the year:

Cash dividends (352) (352)

Net income 2,675 2,675

Purchases of treasury stock (3) (3)

Disposition of treasury stock 0 0 0

Net changes in items other than shareholders' equity

Total changes during the year — 0 2,323 (2) 2,320

Balance at March 31, 2014 ¥4,617 ¥250 ¥16,664 (¥33) ¥21,497

Millions of yen

Accumulated other comprehensive income (loss)

Net Remeasurements Total accumulated unrealized of defined other holding gain Revaluation Translation benefit plans, comprehensive Minority Total net

on securities adjustment adjustments net of taxes income, net interests assets

Balance at April 1, 2013 ¥656 ¥5,008 ¥123 — ¥5,788 ¥886 ¥25,852

Changes during the year:

Cash dividends (352)

Net income 2,675

Purchases of treasury stock (3)

Disposition of treasury stock 0

Net changes in items other

than shareholders' equity 0 — 272 (224) 48 213 262

Total changes during the year 0 — 272 (224) 48 213 2,582

Balance at March 31, 2014 ¥657 ¥5,008 ¥396 (¥224) ¥5,837 ¥1,099 ¥28,435

Page 25: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

23TBK Co., Ltd.

Thousands of U.S. dollars

Shareholders' equity

Total Retained Trearusy stock, shareholders' Common stock Capital surplus earnings at cost equity

Balance at April 1, 2013 $44,860 $2,429 $139,331 ($291) $186,329

Changes during the year:

Cash dividends (3,420) (3,420)

Net income 25,991 25,991

Purchases of treasury stock (29) (29)

Disposition of treasury stock 0 0 0

Net changes in items other than shareholders' equity

Total changes during the year — 0 22,570 (19) 22,541

Balance at March 31, 2014 $44,860 $2,429 $161,912 ($320) $208,870

Thousands of U.S. dollars

Accumulated other comprehensive income (loss)

Net Remeasurements Total accumulated unrealized of defined other holding gain Revaluation Translation benefit plans, comprehensive Minority Total net

on securities adjustment adjustments net of taxes income, net interests assets

Balance at April 1, 2013 $6,373 $48,659 $1,195 — $56,237 $8,608 $251,185

Changes during the year:

Cash dividends (3,420)

Net income 25,991

Purchases of treasury stock (29)

Disposition of treasury stock 0

Net changes in items other than

shareholders' equity 0 — 2,642 (2,176) 466 2,069 2,545

Total changes during the year 0 — 2,642 (2,176) 466 2,069 25,087

Balance at March 31, 2014 $6,383 $48,659 $3,847 $(2,176) $56,713 $10,678 $276,282

Page 26: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

24TBK Co., Ltd.

Millions of yen

Shareholders' equity

Total Retained Trearusy stock, shareholders' Common stock Capital surplus earnings at cost equity

Balance at April 1, 2012 ¥4,617 ¥250 ¥12,650 (¥28) ¥17,489

Changes during the year:

Cash dividends (352) (352)

Net income 2,042 2,042

Purchases of treasury stock (2) (2)

Disposition of treasury stock 0 0 0

Net changes in items other than shareholders' equity

Total changes during the year — 0 1,690 (2) 1,688

Balance at March 31, 2013 ¥4,617 ¥250 ¥14,340 (¥30) ¥19,177

Millions of yen

Accumulated other comprehensive income (loss)

Net Remeasurements Total accumulated unrealized of defined other holding gain Revaluation Translation benefit plans, comprehensive Minority Total net

on securities adjustment adjustments net of taxes income, net interests assets

Balance at April 1, 2012 ¥560 ¥5,008 (¥674) — ¥4,893 ¥694 ¥23,077

Changes during the year:

Cash dividends (352)

Net income 2,042

Purchases of treasury stock (2)

Disposition of treasury stock 0

Net changes in items other

than shareholders' equity 96 — 798 — 895 191 1,086

Total changes during the year 96 — 798 — 895 191 2,775

Balance at March 31, 2013 ¥656 ¥5,008 ¥123 — ¥5,788 ¥886 ¥25,852

Page 27: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Thousands of Millions of yen U.S. dollars (Note) 2014 2013 2014Cash flows from operating activities: Income before income taxes ............................................................................. ¥ 3,439 ¥3,180 $ 33,414 Adjustment: Depreciation ................................................................................................. 2,792 2,393 27,127 Increase (decrease) in allowance for employee bonuses .................................. 128 (94) 1,243 Increase (decrease) in allowance for board of director bonuses ......................... — (20) — Increase (decrease) in allowance for severance indemnities, less payments ....... — (11) — Decrease in net defined benefit liability ......................................................... (235) — (2,283) Interest and dividend income ........................................................................ (61) (33) (592) Interest expenses ........................................................................................... 132 134 1,282 Loss (gain) on sales of property, plant and equipment ..................................... 4 17 38 Loss on disposal of property, plant and equipment ......................................... 9 11 87 Changes in assets and liabilities: (Increase) in receivables ............................................................................ 94 1,778 913 (Increase) decrease in inventories .............................................................. (595) 367 (5,781) Increase (decrease) in notes and accounts payable ...................................... 235 (1,206) 2,283 (Increase) in consumption taxes receivable ................................................ (36) (6) (349) (Decrease) in consumption taxes payable................................................... (15) (59) (145) (Decrease) in account payable ................................................................... (64) (46) (621) Others, net ............................................................................................... (397) (110) (3,857) Sub-total ............................................................................................. 5,431 6,294 52,769 Interest and dividend received ....................................................................... 61 33 592 Interest paid .................................................................................................. (89) (90) (864) Income tax paid ............................................................................................ (497) (1,497) (4,828) Net cash provided by operating activities ............................................. 4,906 4,739 47,668

Cash flows from investing activities: Payment for purchases of property, plant and equipment .................................... (3,520) (2,333) (34,201) Proceeds from sales of property, plant and equipment ......................................... 8 2 77 Payment for purchases of intangible assets .......................................................... (338) (142) (3,284) Payment for perchase of investments in securities ............................................... (1,112) (53) (10,804) Payment for subscription ................................................................................... — (496) — Payment by loans .............................................................................................. (49) (651) (476) Proceeds from collection of loans ...................................................................... 1 1 9 Payment for refunding of the long-term security deposits .................................. (180) (180) (1,748) Others, net ........................................................................................................ 0 (1) 0 Net cash used in investing activities ..................................................... (5,190) (3,855) (50,427)

Cash flows from financing activities: Increase in short-term loans, net ........................................................................ 457 390 4,440 Increase (decrease) in long-term loans, net ......................................................... 800 (1,668) 7,773 Repayment of redemption of corporate bonds................................................... (200) (200) (1,943) Payment of dividend ......................................................................................... (351) (350) (3,410) Others, net ........................................................................................................ (173) (160) (1,680) Net cash provided by (used in) financing activities ............................... 531 (1,988) 5,159

Effect of exchange rate changes on cash and cash equivalents ................... 59 130 573Net increase (decrease) in cash and cash equivalents ................................... 306 (974) 2,973Cash and cash equivalents at beginning of the year ..................................... 1,752 2,726 17,022

Cash and cash equivalents at end of year ....................................................... ¥ 2,059 ¥1,752 $ 20,005

Consolidated Statements of Cash FlowsTBK Co., Ltd. and Consolidated SubsidiariesFor the years ended March 31, 2014 and 2013

25TBK Co., Ltd.

Page 28: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Corporate Data

Corporate Information (As of March 31, 2014) Paid in Capital: ¥4,617 million Number of authorized shares: 76,000,000 shares Number of shares issued: 29,424,635 shares Share units: 1,000 shares (Changed to 100 shares at October 1, 2014) Number of shareholders: 3,065 Stock Listing: Tokyo Stock Exchange

Major Shareholders (As of March 31, 2014)

Isuzu Motors Limited 2,798 9.54

PPH Fidelity Puritan Fidelity Series Intrinsic Opportunity Fund 1,800 6.14

Asahi Mutual Life Insurance Company 1,610 5.49

Sumitomo Mitsui Banking Corporation 1,423 4.85

The Bank of Yokohama, Ltd. 1,423 4.85

Mitsubishi Heavy Industries, Ltd. 1,341 4.57

PPH for Fidelity Low Priced Stock Fund

(Principal All Sector Subportfolio) 990 3.38

CBNY DFA INTL SMALL CAP VALUE PORTFOLIO 575 1.96

TBK Employee Ownership 568 1.94

Teikyo University 561 1.91

Percentage of shares held

(%)

Number of shares held(thousands)

26TBK Co., Ltd.

Type of Shareholders

Financial Institutions 29.18 %

Individuals and Others 23.83 %

Domestic Institutional Investors 25.28 %

Foreign Institutional Investors 21.41 %

Treasury Stock 0.31 %

*percentage of held is calculated exclusive of 92,170 treasury stocks.

Page 29: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Japanese truck manufacturers are globalizing their production and marketing networks in efforts to

reduce costs and bring products closer to market. TBK intends to extend the overwhelming support

the company has received from existing customers in Japan by expanding its own production and

marketing networks internationally.

The Company operates pump production centers in Thailand and India with other production

centers for brake linings in China. These production centers are gearing up to supply vehicle and

engine manufacturers in Asia, North America and Europe.

Global Production and Marketing Networks

27TBK Co., Ltd.

ISO14001 certifi cation

ISO/TS16949 certifi cation

Head Office andTBK Sales Co., Ltd.

Tokachi Proving Ground

TBR Co., Ltd.

Tokyo Seiko Co., Ltd.

Fukushima No. 1 PlantManufacture of drum brakes, disc brakes and retarders

Fukushima No. 2 PlantManufacture of cylinder heads, crankcases, camshafts and other engine components, and hub drums

Tokachi Proving GroundManagement and operation of test course

TBK Sales Co., Ltd.Overseas and domestic marketing and after-service of repair-use components

Tokyo Seiko Co., Ltd.Manufacture of water pumps, oil pumps, gears and various types of engine components

TBR Co., Ltd.Manufacture of oil pumps, turbo-bearing housings and other engine components, and brake shoes, castings, aluminum die-cast items and other products

TBK America, Inc.Manufacture and marketing of water pumps

TBKK (Thailand) Co., Ltd.Manufacture and marketing of water pumps, oil pumps, engine camshafts, turbocharger housings and other engine components, drum brakes and other products

Full Win Developments Ltd.Marketing of brake linings

Qiaotou TBK Co., Ltd.Manufacture and marketing of brake linings

TBK China Co., Ltd.Manufacture and marketing of water pumps

Chang'an TBK Co., Ltd.Manufacture and marketing of brake linings and other products

Changchun TBK SHILI Auto Parts Co., Ltd.Manufacture and marketing of brake linings and other products

Changchun FAWSN TBK Co., Ltd.Manufacture and marketing of brakes and related products

TBK India Private Ltd.Manufacture and marketing of water pumps and oil pumps

Fukushima No. 1 PlantFukushima No. 2 Plant

TBK Head Office and Domestic Network

TBKK (Thailand) Co., Ltd.

Changchun TBK SHILI Auto Parts Co., Ltd.Changchun FAWSN TBK Co., Ltd.

Qiaotou TBK Co., Ltd.TBK China Co., Ltd.Chang'an TBK Co., Ltd.

Full Win Developments Ltd.TBK India Private Ltd.

TBK America, Inc.

Page 30: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

Directory

28TBK Co., Ltd.

TBK Co., Ltd.

Head Office4-21-1, Minami Naruse, Machida, Tokyo 194-0045, JapanTEL: 042-739-1471 FAX: 042-739-1477

Fukushima No. 1 Plant304-7, Miyanomae, Kawabe, Tamakawa-mura, Ishikawa, Fukushima 963-6313, JapanTEL: 0247-57-4911 FAX: 0247-57-4900

Fukushima No. 2 Plant304-11, Miyanomae, Kawabe, Tamakawa-mura, Ishikawa, Fukushima 963-6313, JapanTEL: 0247-57-4911 FAX: 0247-57-4900

Tokachi Proving GroundIwanai-cho, 3 Sen, Obihiro, Hokkaido 080-2123, JapanTEL: 0155-60-2667 FAX: 0155-60-2471

subsidiaries:

Tokyo Seiko Co., Ltd.393-1, Miyanomae, Kawabe, Tamakawa-mura, Ishikawa, Fukushima 963-6313, JapanTEL: 0247-57-3181 FAX: 0247-57-3683

TBR Co., Ltd.1-11-16, Takarada, Tsuruoka, Yamagata 997-0011, JapanTEL: 0235-23-9551 FAX: 0235-22-7222

TBK Sales Co., Ltd.4-21-1, Minami Naruse, Machida, Tokyo 194-0045, JapanTEL: 042-724-1555 FAX: 042-724-1564

Overseas Group Companies:

TBK America, Inc.3700 W Industries Rd Richimond, IN 47374-1386, U.S.A.TEL: +1-765-962-0147 FAX: +1-765-962-0650

TBKK (Thailand) Co., Ltd.700/34 Moo 6 TB. Nhongmaidaeng AP. Muangcholbuli, Cholburi 20000, ThailandTEL: +66-38-213-060-1 FAX: +66-38-213-062

Full Win Developments Ltd.Flat C, 13/F, 52 Broadway Street, Mei Foo Sun Chuen, Kowloon, Hong KongTEL: +86-769-8343-9662 FAX: +86-769-8343-9693

Qiaotou TBK Co., Ltd.Hekeng Village, Qiaotou Town, Dongguan City, Guangdong Province 523527, ChinaTEL: +86-769-8343-9662 FAX: +86-769-8343-9693

TBK China Co., Ltd.Hekeng Village, Qiaotou Town, Dongguan City, Guangdong Province 523527, ChinaTEL: +86-769-8102-6551 FAX: +86-769-8102-6550

Chang’an TBK Co., Ltd.No. 3 Industrial Zone, Xinghua Road, Jiangbei, Wusha Village, Chang'an Town, Dongguan City, Guangdong Province 523859, ChinaTEL: +86-769-8541-1030 +86-769-8533-7669 FAX: +86-769-8541-1031

Changchun TBK SHILI Auto Parts Co., Ltd.No. 1899 Huaguang Street, High-Tech Industries Development Area, Changchun City, Jilin Province 130012, ChinaTEL: +86-431-8705-3186 FAX: +86-431-8705-3187

Changchun FAWSN TBK Co., Ltd.No. 2899 Yumin Road, Chaoyang District, Changchun City, Jilin Province 130103, ChinaTEL: +86-431-8552-8668 FAX: +86-431-8551-7551

TBK India Private Ltd.Gat No. 103, Village: Mhavashi, Taluka: Khandala, District: Satara, Maharashtra 412802, India

Page 31: Financial Report 2014 · (April 1, 2013 to March 31, 2016) Acquisition of new commercial rights Overall cost reduction activities Development of products that fulfill market needs

TBK Co., Ltd.4-21-1, Minami Naruse, Machida, Tokyo 194-0045, JapanURL: http://www.tbk-jp.com/