Improving Our Internal Management System, Etc.
Nidec’s improvement actions and measures
On October 28, 2025, the Tokyo Stock Exchange placed Nidec’s stock on special alert. Accordingly, to fundamentally solve the series of suspected inappropriate accounting transactions of, and internal management system issues with, Nidec Corporation and other Nidec Group companies, and also to regain the public’s trust in us, we decided a policy to formulate and execute an improvement plan, as described below.
The improvement measures described on this page are the ones we are implementing based on our current understanding of the issues. Therefore, these measures may be revised and additional measures may be taken as necessary, subject to the investigation reports to be issued by the Third-party Committee.
1. Identifying causes of the issues and the investigation by the Third-party Committee
To make effective improvement measures, Nidec ensures to identify problems and their causes through the following actions:
- Range of investigation: With respect to suspected inappropriate accounting transactions that may cause a material impact on its overall consolidated financial statements, Nidec delegated to other organizations investigations into facts, calculation of financial impact, identification of issues’ causes, and making suggestions on recurrence prevention measures.
- Collaborative system: Under management and supervision by the Third-party Committee, Nidec will gather information via its voluntary inspection, and work collaboratively to disclose proper financial statements.
- Recurrence prevention measures: Upon receiving an investigation report by the Third-party Committee, we will take its content with sincerity and prepare recurrence prevention measures.
2. Basic improvement policy for improvement (voluntary reform by Nidec Corporate Reform Committee)
In parallel to our thorough efforts to identify all existing issues, Nidec will facilitate a voluntary reform to prepare and implement effective recurrence prevention measures.
Voluntary reform by Nidec Corporate Reform Committee (Implementation)
- Organization launch: On October 30, 2025, we launched Nidec Corporate Reform Committee.
- Area of reform: We will start addressing issues starting with the ones identified in our internal investigation.
Reforming our corporate and organizational culture & climate
Reforming the HR system & personnel training
Build discretion/arbitrariness-free procedures, regulations, and systems.
Supplementary information: The improvement plan that Nidec Corporate Reform Committee will formulate be shared with the Third-party Committee as necessary, and, after the submission of its final report, the plan will be rediscussed and reviewed for better viability.
3. Details on improvement actions implemented so far
After our stock was placed on special alert, we at Nidec have already launched actions to change all employees’ mindset to be compliance-first, and enhance our systems.
| Category | Description |
|---|---|
| Compliance-based mindset | Message from the company’s Board of Directors to the entire Nidec Group: Make it our top priority to ensure to identify all actual and possible compliance violations, and report them to Legal and Compliance Department immediately to stop such violations. Message from Mr. Kishida, Nidec corporation’s President, to the Nidec Group’s global executives: Make it our top business-management priority to enroot a compliance-driven attitude as our corporate culture. |
| Strengthening organizations sand systems | Creating a position of Chief Legal Officer (CLO): Assign someone with legal expertise and experience to this position to strengthen our global governance system. Strengthening Legal and Compliance Department: Assign a new in-house attorney as a member of the department to enable it to respond to whistleblowing and utilize expertise in its investigation system. Assigning an expert to be in charge of our North American business bases: Assign a legal and compliance expert to our group’s Noarth American business bases. |
4. Major events planned
| Process | Schedule |
|---|---|
| Notice regarding a policy to formulate an improvement plan. | Nov. 14, 2025 |
| Formulate and implement recurrence prevention measures. | Nov. – early Dec. 2025 (partially implemented) |
| Submit drafts of the improvement plan and the status report (to Japan Exchange Regulation). | Mid-dec. 2025 (plan) |
| Disclose the improvement plan and the status report. | Late Jan. 2026 (plan) |