UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORMFORM 20-F

 

¨REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 20162018

OR

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to                

OR

¨SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report            

Commission file number1-7628

 

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Exact name of Registrant as specified in its charter)

 

HONDA MOTOR CO., LTD.

(Translation of Registrant’s name into English)

 

JAPAN

(Jurisdiction of incorporation or organization)

No. 1-1, Minami-Aoyama2-chome,Minato-ku, Tokyo107-8556, Japan

(Address of principal executive offices)

Narushi Yazaki,Akihisa Ito, Honda North America, Inc.,

ir@hna.honda.com,ir@hna.honda.com, (212)707-9920, 156 West 56th Street, 20th Floor, New York, NY 10019, U.S.A.

(Name,E-mail and/or Facsimile number, Telephone and Address of Company Contact Person)

 

Securities registered pursuant to Section 12(b) of the Act.

Title of each class

 

Name of each exchange on which registered

Common Stock* New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

(Title of class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

(Title of class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

Title of each class

 

Outstanding as of March 31, 20162018

Common Stock 1,802,283,519*1,778,277,815**

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act,    Yes  x    No  ¨

If this report is an annual or transmission report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such file).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, or a non-accelerated filer.an emerging growth company. See definition of “large accelerated filer”, “accelerated filerfiler” and large accelerated filer “in“emerging growth company” in Rule12b-2 of the Exchange Act.

Large accelerated filer    ☒Accelerated filer    ☐Non-accelerated filer    ☐Emerging growth company    ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.  (Check one):

Large accelerated filer    x            Accelerated filer  ¨      Non-accelerated filer  ¨† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S.GAAP  ¨    International Financial Reporting Standards as issued by the International Accounting Standards Board  x    Other  ¨

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.    Item 17  ¨    Item 18  ¨

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).    Yes  ¨    No  x

*Not for trading purposes, but only in connection with the registration of American Depositary Shares, each representing one share of Common Stock.

**Shares of Common Stock include 76,126,89159,009,032 shares represented by American Depositary Shares.

 

 


PART I

  

Item 1. Identity of Directors, Senior Management and Advisers

   1 

Item 2. Offer Statistics and Expected Timetable

   1 

Item 3. Key Information

   1 

A. Selected Financial Data

   1 

B. Capitalization and Indebtedness

   2 

C. Reason for the Offer and Use of Proceeds

   2 

D. Risk Factors

   2 

Item 4. Information on the Company

   7 

A. History and Development of the Company

   7 

B. Business Overview

   8 

C. Organizational Structure

28

D. Property, Plants and Equipment

   29 

Item 4A. Unresolved Staff CommentsD. Property, Plants and Equipment

   31 

Item 4A. Unresolved Staff Comments

33

Item 5. Operating and Financial Review and Prospects

   3233 

A. Operating Results

   3233 

B. Liquidity and Capital Resources

   5657 

C. Research and Development

   5859 

D. Trend Information

60

E. Off-Balance Sheet Arrangements

60

F. Tabular Disclosure of Contractual Obligations

61

G. Safe Harbor

61

Item 6. Directors, Senior Management and Employees

   62 

E.A. Directors and Senior ManagementOff-Balance Sheet Arrangements

   62 

B. CompensationF. Tabular Disclosure of Contractual Obligations

   7563 

C. Board PracticesG. Safe Harbor

   76

D. Employees

76

E. Share Ownership

7763 

Item 7. Major Shareholders6. Directors, Senior Management and Related Party TransactionsEmployees

   7764 

A. Major ShareholdersDirectors and Senior Management

   7764 

B. Related Party TransactionsCompensation

   7879 

C. Interests of Experts and CounselBoard Practices

78

Item 8. Financial Information

78

A. Consolidated Statements and Other Financial Information

78

B. Significant Changes

80

Item 9. The Offer and Listing

80

A. Offer and Listing Details

80

B. Plan of Distribution

   81 

C. MarketsD. Employees

   81 

D. Selling ShareholdersE. Share Ownership

   81

E. Dilution

81

F. Expenses of the Issue

8182 

Item 10. Additional Information

81

A. Share Capital

81

B. Memorandum7. Major Shareholders and Articles of AssociationRelated Party Transactions

   82 

C. Material ContractsA. Major Shareholders

   9082 

D. Exchange ControlsB. Related Party Transactions

   9083 

E. TaxationC. Interests of Experts and Counsel

   9083 


F. Dividends and Paying AgentsItem 8. Financial Information

   9483 

G. Statement by ExpertsA. Consolidated Statements and Other Financial Information

   9483 

H. Documents on DisplayB. Significant Changes

   9485

Item 9. The Offer and Listing

85 

I. SubsidiaryA. Offer and Listing Details

85

B. Plan of Distribution

86

C. Markets

86

D. Selling Shareholders

86

E. Dilution

86

F. Expenses of the Issue

86

Item 10. Additional Information

87

A. Share Capital

87

B. Memorandum and Articles of Association

87

C. Material Contracts

   95 

D. Exchange Controls

95

E. Taxation

95


F. Dividends and Paying Agents

99

G. Statement by Experts

99

H. Documents on Display

99

I. Subsidiary Information

100

Item 11. Quantitative and Qualitative Disclosure about Market Risk

   95100 

Item 12. Description of Securities Other than Equity Securities

   96100 

A. Debt Securities

   96100 

B. Warrants and Rights

   96100 

C. Other Securities

   96100 

D. American Depositary Shares

   96100 

PART II

  

Item 13. Defaults, Dividend Arrearages and Delinquencies

   97101 

Item  14. Material Modifications to the Rights of Security Holders and Use of Proceeds

   97101 

Item 15. Controls and Procedures

   97102 

Item 16A. Audit Committee Financial Expert

   98102 

Item 16B. Code of Ethics

   98103 

Item 16C. Principal Accountant Fees and Services

   99103 

Item 16D. Exemptions from the Listing Standards for Audit Committees

   100104 

Item  16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers

   101104 

Item 16F. Change in Registrant’s Certifying Accountant

   101104 

Item 16G. Corporate Governance

101

Item 16H. Mine Safety Disclosure

   105 

Item 16H. Mine Safety Disclosure

109

PART III

  

Item 17. Financial Statements

   105109 

Item 18. Financial Statements

   105109 

Item 19. Exhibits

   106110 


PART I

Unless the context otherwise requires, the terms “we”, “us”, “our”, “Registrant”, “Company” and “Honda” as used in this Annual Report each refer to Honda Motor Co., Ltd. and its consolidated subsidiaries.

Item 1. Identity of Directors, Senior Management and Advisers

Not applicable.

Item 2. Offer Statistics and Expected Timetable

Not applicable.

Item 3. Key Information

A. Selected Financial Data

The selected consolidated financial data set out below for each of the threefive fiscal years ended March 31, 20162018 have been derived from our consolidated financial statements that were prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”).

You should read the IFRS selected consolidated financial data set out below together with “Item 5. Operating and Financial Review and Prospects” and our consolidated financial statements contained in this Annual Report.

 

  Fiscal years ended March 31,  Fiscal years ended March 31, 
  Yen (millions, except Per Share Data)  Yen (millions, except Per Share Data) 
  2014 2015 2016  2014 2015 2016 2017 2018 

Consolidated Statement of Income Data:

         

Sales revenue

  ¥12,506,091   ¥13,328,099   ¥14,601,151   ¥12,506,091  ¥13,328,099  ¥14,601,151  ¥13,999,200  ¥15,361,146 

Operating profit

   823,864    670,603    503,376   823,864  670,603  503,376  840,711  833,558 

Share of profit of investments accounted for using the equity method

   130,916    96,097    126,001   130,916  96,097  126,001  164,793  247,643 

Profit before income taxes

   933,903    806,237    635,450   933,903  806,237  635,450  1,006,986  1,114,973 

Profit for the year

   665,911    561,098    406,358   665,911  561,098  406,358  679,394  1,128,639 

Profit for the year attributable to owners of the parent

   624,703    509,435    344,531   624,703  509,435  344,531  616,569  1,059,337 

Consolidated Statement of Financial Position Data:

         

Total assets

   16,048,438    18,425,837    18,229,294   16,048,438  18,425,837  18,229,294  18,958,123  19,349,164 

Financing liabilities, including current and non-current

   5,846,948    6,759,839    6,526,248   5,846,948  6,759,839  6,526,248  6,809,118  6,799,010 

Equity attributable to owners of the parent

   6,335,534    7,108,627    6,761,433   6,335,534  7,108,627  6,761,433  7,295,296  7,933,538 

Total equity

   6,558,928    7,382,821    7,031,788   6,558,928  7,382,821  7,031,788  7,569,626  8,234,095 

Common stock

   86,067    86,067    86,067   86,067  86,067  86,067  86,067  86,067 

Per Share Data:

         

Weighted average number of common shares outstanding

         

Basic and diluted (thousands of shares)

   1,802,294    1,802,289    1,802,285   1,802,294  1,802,289  1,802,285  1,802,282  1,793,088 

Earnings per share attributable to owners of the parent*1

         

Basic and diluted

  ¥346.62   ¥282.66   ¥191.16   ¥346.62  ¥282.66  ¥191.16  ¥342.10  ¥590.79 

Dividends declared during the period per common share*2

   79.00    88.00    88.00   79.00  88.00  88.00  90.00  97.00 
   (US$0.77  (US$0.73  (US$0.78 (US$ 0.77 (US$ 0.73 (US$ 0.78 (US$ 0.80 (US$ 0.91

 

*1 

Earnings per share has been calculated by dividing profit for the year attributable to owners of the parent available to common shareholders by the weighted average number of common shares outstanding during the period.

*2 

Ayear-end dividend of ¥22¥27 ($0.20)0.25) per common share aggregating ¥39.6¥48.0 billion ($352452 million) relating to fiscal 20162018 was determinedresolved by ourthe Company’s Board of Directors in May 2016 and approved by our shareholders in June 2016.April 2018. This dividend will bewas paid in June 2016.May 2018. U.S. dollar amounts for dividends per share are translated from yen at theyear-end exchange rate of each period.

The following table sets out information regarding the noon buying rates for yen in New York City as certified for customs purposes by the Federal Reserve Bank of New York expressed in yen per $1.00 during the periods shown. On May 31, 2016,2018, the noon buying rate was ¥110.75=¥108.73=$1.00. The average exchange rate for the period shown is the average of themonth-end rates during the period.

 

   Noon Buying Rate 

Years ended or ending March 31,

  Average   Period end   High   Low 
   (Yen per $1.00) 

2012

   78.86     82.41     85.26     75.72  

2013

   83.26     94.16     96.16     77.41  

2014

   100.46     102.98     105.25     92.96  

2015

   110.78     119.96     121.50     101.26  

2016

   120.13     112.42     125.58     111.30  

2017 (through May 31, 2016)

   108.83     110.75     112.06     106.34  

Month,

          High   Low 
           (Yen per $1.00) 

December 2015

       123.52     120.27  

January 2016

       121.05     116.38  

February 2016

       121.06     111.36  

March 2016

       113.94     111.30  

April 2016

       112.06     106.90  

May 2016

       110.75     106.34  
   Noon Buying Rate 

Years ended or ending March 31,

  Average   Period end   High   Low 
   (Yen per $1.00) 

2014

   100.46    102.98    105.25    92.96 

2015

   110.78    119.96    121.50    101.26 

2016

   120.13    112.42    125.58    111.30 

2017

   108.31    111.41    118.32    100.07 

2018

   110.70    106.20    114.25    104.83 

2019 (through May 31, 2018)

   109.01    108.73    111.08    105.99 

Month,

          High   Low 
           (Yen per $1.00) 

December 2017

       113.62    111.88 

January 2018

       113.18    108.38 

February 2018

       110.40    106.10 

March 2018

       106.91    104.83 

April 2018

       109.33    105.99 

May 2018

       111.08    108.62 

B. Capitalization and Indebtedness

Not applicable.

C. Reason for the Offer and Use of Proceeds

Not applicable.

D. Risk Factors

You should carefully consider the risks described below before making an investment decision. If any of the risks described below actually occurs, Honda’s business, financial condition or results of operations could be adversely affected. In that event, the trading prices of Honda’s common shares and American Depositary Shares could decline, and you may lose all or part of your investment. Additional risks not currently known to Honda or that Honda now deems immaterial may also harm Honda and affect your investment.

Risks Relating to Honda’s Industry

Honda may be adversely affected by market conditions

Honda conducts its operations in Japan and throughout the world, including North America, Europe and Asia. A sustained loss of consumer confidence in these markets, which may be caused by an extended economic slowdown, recession, changes in consumer preferences, rising fuel prices, financial crisis or other factors could trigger a decline in demand for motorcycles, automobiles and power products that may adversely affect Honda’s results.

Prices for products may fluctuate

Prices for motorcycles, automobiles and power products in certain markets may experience sharp changes over short periods of time. This volatility may be caused by various factors, including fierce competition, short-term fluctuations in demand caused by instability in underlying economic conditions, changes in tariffs, import regulations and other taxes, shortages of certain materials and parts, a steep rise in material prices and sales incentives. There is no guarantee that such price volatility will not continue for an extended period of time or that price volatility will not occur in markets that to date have not experienced such volatility.

Overcapacity within the industry has increased and will likely continue to increase if the economic downturn continues in Honda’s major markets, leading, potentially, to further increased price volatility. Price volatility in any of Honda’s markets could adversely affect Honda’s results.

Risks Relating to Honda’s Business in General

Currency and Interest Rate Risks

Honda’s operations are subject to currency fluctuations

Honda has manufacturing operations throughout the world, including Japan, and exports products and components to various countries.

Honda purchases materials and components and sells its products and components in foreign currencies. Therefore, currency fluctuations could affect Honda’s pricing of materials purchased and products sold. Accordingly, currency fluctuations may have an effect on Honda’s results and financial condition, as well as Honda’s competitiveness, which will over time affect its results.

Legal and Regulatory Risks

Honda is subject to various governmental regulations

Honda conducts business operations in countries worldwide. As such, changes in regulations, in these countries related to emissions, fuel economy, noise, vehicle safety, factory pollution levels, climate changeagreements, laws or other factors in these regions and countries could adversely affect Honda’s business, financial condition, or results.

Honda is reliant on the protection and preservation of its intellectual property

Honda owns or otherwise has rights in a number of patents and trademarks relating to the products it manufactures, which have been obtained over a period of years. These patents and trademarks have been of value in the growth of Honda’s business and will continue to be of value in the future. Honda does not regard any of its business operations as being dependent upon any single patent or related group of patents. However, an inability to protect this intellectual property generally, or the illegal infringement of some or a large group of Honda’s intellectual property rights, could have an adverse effect on Honda’s operations.

Honda may be subject to legal proceedings

Honda could be subject to suits, various investigations and legal proceedings under relevant laws and regulations of various jurisdictions. A negative outcome in any such current or future legal proceedings brought against Honda could adversely affect Honda’s business, financial condition or results.

Risks Relating to Honda’s Operations

Honda’s Financial services business conducts business under highly competitive conditions in an industry with inherent risks

Honda’s Financial services business offers various financing plans to its customers designed to increase the opportunity for sales of its products. However, customers can also obtain financing for the lease or purchase of Honda’s products through a variety of other sources that compete with our financing services, including commercial banks and finance and leasing companies. The financial services offered by Honda involve credit risk as well as risks relating to lease residual values, cost of capital and access to funding. Competition for customers and/or these risks may affect Honda’s results.

Honda relies on external suppliers for the provision of certain raw materials and parts

Honda purchases raw materials and parts from numerous external suppliers, and relies on certain suppliers for some of the raw materials and parts which it uses in the manufacture of its products. Honda’s ability to continue to obtain these supplies in an efficient and cost-effective manner is subject to a number of factors, some of which are outside of Honda’s control. These factors include the ability of its suppliers to provide a continued source of raw materials and parts and Honda’s ability to compete with other users in obtaining the supplies. In particular, the loss of a key supplier could affect our production and increase our costs.

Honda relies on business alliances and joint ventures with other companies

Honda engages in business operations through alliances and joint ventures with other companies in expectation of synergy effects and increased efficiency, or in accordance with requirements from the countries in which Honda conducts its businesses. However, if disagreements occur between the parties to an alliance or joint venture, or if an alliance or joint venture is changed or cancelled, it may have an adverse effect on Honda’s business, financial condition, or results.

Honda may be adversely affected by wars, terrorism, political uncertainty and labor strikes

Honda conducts business operations in countries worldwide and is exposed to risks including wars, terrorism, political uncertainty and labor strikes in those countries or neighboring regions. If such unforeseeable events occur, and operations are delayed or suspended, Honda’s business, financial condition, or results could be adversely affected.

Honda may be adversely affected by natural disasters

In order to minimize the impact on its business operations when events such as large-scale natural disasters, accidents, or the outbreak of infectious diseases occur, Honda conducts a risk evaluation of these events and constructs business continuity plans (BCPs) in each region.. However, if operations are delayed or suspended due to the occurrence of disasters, accidents, or the outbreak of infectious diseases that exceed assumptions, Honda’s business, financial condition or results could be adversely affected.

Honda’s operations rely on information systems and networks

Honda uses a range of information systems and networks relating to information services and operational support in its business activities and its products, including in areas managed by subcontractors. To protect the

confidentiality of information handled by these systems and networks, Honda implements a range of security measures both in hardware and software, such as building management systems including those of subcontractors,

information-handling procedures and training of staff. However, there is a risk of leakage of confidential information, suspension of important operations and services, improper administrative processing, or destruction or alteration of important data or other adverse developments. These may be the result of external cyber-attacks, equipment malfunction, or management deficiencies and human error, as well as natural disasters, infrastructure failures, or other unforeseen events within Honda or at its subcontractors. In such cases, Honda’s business activities and performance could be adversely affected in terms of damage to its brand image or social reputation, liability to customers or parties affected, and a loss of Honda’s competitiveness.

Honda is subject to risks relating to its obligations to provide post-employment benefits

Honda has various pension plans and provides other post-employment benefits, in which the amount of benefits is basically determined based on the level of salary, service years, and other factors. Contributions are also regularly reviewed and adjusted as necessary to the extent permitted by laws and regulations. Defined benefit obligations and defined benefit costs are based on assumptions of many factors, including the discount rate and the rate of salary increase. Changes in assumptions could affect Honda’s defined benefit costs and obligations, including Honda’s cash requirements to fund such obligations in the future, which could materially affect Honda’s financial condition and results.

Honda’s success depends in part on the value of its brand image, which could be diminished by product defects

One of the important factors behind corporate sustainability is trust and support for the Honda brand from our customers, society and the communities in which Honda conducts business operations. With respectIn order to the quality of our products, which serves as the pillar of oursupport this brand image, we recognize that our mainstay products provide personal mobilityHonda endeavors to gain the trust of society in all types of corporate activities, including ensuring product quality and touch human lives, so we place top priority on the safetycompliance with laws and security of our customersregulations, conducting risk management, and constantly striveenhancing internal controls related to further enhance the quality of our development, production and service-related activities.corporate governance. However, if for some unforeseeable reason a product defect does occur, from the standpoint of assuring the safety and security of our customers, it is possible that Honda will issue a recall or take some other action considered to be appropriate. In such an event, the Honda brand image could beis damaged, and this could adversely impact Honda’s business operations as well as our results.

Risks Relating to Honda’s ADSs

A holder of ADSs will have fewer rights than a shareholder has and such holder will have to act through the depositary to exercise those rights

The rights of shareholders under Japanese law to take various actions, including exercising voting rights inherent in their shares, receiving dividends and distributions, bringing derivative actions, examining a company’s accounting books and records, and exercising appraisal rights, are available only to holders of record. Because the depositary, through its custodian agents, is the record holder of the Shares underlying the ADSs, only the depositary can exercise those rights in connection with the deposited Shares. The depositary will make efforts to exercise votes regarding the Shares underlying the ADSs as instructed by the holders and will pay to the holders the dividends and distributions collected from the Company. However, in the capacity as an ADS holder, such holder will not be able to bring a derivative action, examine our accounting books or records or exercise appraisal rights through the depositary.

Rights of shareholders under Japanese law may be more limited than under the laws of other jurisdictions

The Company’s Articles of Incorporation, Regulations of the Board of Directors, Regulations of the Board of Corporate AuditorsAudit and Supervisory Committee and the Company Law of Japan (the “Company Law”) govern corporate affairs of the Company. Legal principles relating to such matters as the validity of corporate procedures, directors’ and officers’ fiduciary duties, and shareholders’ rights may be different from those that would apply if the Company

were a U.S. company. Shareholders’ rights under Japanese law may not be as extensive as shareholders’ rights under the laws of the United States. An ADS holder may have more difficulty in asserting his/her rights as a shareholder than such an ADS holder would as a shareholder of a U.S. corporation. In addition, Japanese courts may not be willing to enforce liabilities against the Company in actions brought in Japan that are based upon the securities laws of the United States or any U.S. state.

Because of daily price range limitations under Japanese stock exchange rules, a holder of ADSs may not be able to sell his/her shares of the Company’s Common Stock at a particular price on any particular trading day, or at all

Stock prices on Japanese stock exchanges are determined on a real-time basis by the equilibrium between bids and offers. These exchanges are order-driven markets without specialists or market makers to guide price formation. To prevent excessive volatility, these exchanges set daily upward and downward price fluctuation limits for each stock, based on the previous day’s closing price. Although transactions may continue at the upward or downward limit price if the limit price is reached on a particular trading day, no transactions may take place outside these limits. Consequently, an investor wishing to sell at a price above or below the relevant daily limit may not be able to sell his or her shares at such price on a particular trading day, or at all.

U.S. investors may have difficulty in serving process or enforcing a judgment against the Company, or its directors or executive officers or corporate auditors

The Company is a limited liability, joint stock corporation incorporated under the laws of Japan. Most of its directors and executive officers and corporate auditors reside in Japan. All or substantially all of the Company’s assets and the assets of these persons are located in Japan and elsewhere outside the United States. It may not be possible, therefore, for U.S. investors to effect service of process within the United States upon the Company or these persons or to enforce against the Company or these persons judgments obtained in U.S. courts predicated upon the civil liability provisions of the Federalfederal securities laws of the United States. There is doubt as to the enforceability in Japan, in original actions or in actions for enforcement of judgment of U.S. courts, of liabilities predicated solely upon the Federalfederal securities laws of the United States.

The Company’s shareholders of record on a record date may not receive the dividend they anticipate

The customary dividend payout practice and relevant regulatory regime of publicly listed companies in Japan may differ from that followed in foreign markets. The Company’s dividend payout practice is no exception. While the Company may announce forecasts ofyear-end and quarterly dividends prior to the record date, these forecasts are not legally binding. The actual payment ofyear-end dividends requires a resolution of the Company’s shareholders.Board of Directors. If the shareholdersBoard of Directors adopt such a resolution, theyear-end dividend payment is made to shareholders as of the applicable record date, which is currently specified as March 31 by the Company’s Articles of Incorporation. However, such a resolution of the shareholdersBoard of Directors is usually made at an ordinary generala meeting of shareholdersthe Board of Directors held in June.April. The payment of quarterly dividends also requires a resolution of the Company’s Board of Directors. If the board adopts such a resolution, the dividend payment is made to shareholders as of the applicable record dates, which are currently specified as June 30, September 30 and December 31 by the Articles of Incorporation. However, the board usually does not adopt a resolution with respect to a quarterly dividend until after the respective record dates.

Shareholders of record as of an applicable record date may sell shares after the record date in anticipation of receiving a certain dividend payment based on the previously announced forecasts. However, since these forecasts are not legally binding and resolutions to pay dividends are usually not adopted until after the record date, our shareholders of record on record dates foryear-end and quarterly dividends may not receive the dividend they anticipate.

Cautionary statementStatement with respectRespect to forward looking statementsForward Looking Statements in thisThis Annual Report

This Annual Report includes “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward looking statements included in this Annual Report are based on the current assumptions and beliefs of Honda in light of the information currently available to it, and involve known and unknown risks, uncertainties, and other factors. Such risks, uncertainties and other factors may cause Honda’s actual results, performance,

achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors are generally set forth in Item 3.D “Risk Factors” and include, without limitation:

 

the political, economic and social conditions in Japan and throughout the world including North America, Europe and Asia, including economic slowdowns, recessions, changes in consumer preferences, rising fuel prices, financial crises and other factors, as well as the relevant governments’ specific policies with respect to economic growth, inflation, taxation, currency conversion, imports and sources of supplies and the availability of credit, particularly to the extent such current or future conditions and policies affect the automobile, motorcycle and power product industries and markets in Japan and other markets throughout the world in which Honda conducts its business, and the demand, sales volume and sales prices for Honda’s automobiles, motorcycles and power products;

 

the effects of competition in the automobile, motorcycle and power product markets on the demand, sales volume and sales prices for Honda’s automobiles, motorcycles and power products;

 

Honda’s ability to finance its working capital and capital expenditure requirements, including obtaining any required external debt or other financing;

 

the effects of economic stagnation or recession in Honda’s principal markets and of exchange rate and interest rate fluctuations on Honda’s results of operations; and

 

the effects of environmental and other governmental regulations and legal proceedings.

Honda undertakes no obligation and has no intention to publicly update any forward looking statement after the date of this Annual Report. Investors are advised to consult any further disclosures by Honda in its subsequent filings pursuant to the Securities Exchange Act of 1934.

Item 4. Information on the Company

A. History and Development of the Company

Honda Motor Co., Ltd. is a limited liability, joint stock corporation incorporated on September 24, 1948 under the Commercial Code of Japan as Honda Giken Kogyo Kabushiki Kaisha. It was formed as a successor to the unincorporated enterprise established in 1946 by the late Soichiro Honda to manufacture motors for motorized bicycles.

Since its establishment, Honda has remained on the leading edge by creating new value and providing products of the highest quality at a reasonable price for worldwide customer satisfaction. Honda develops, manufactures and markets motorcycles, automobiles and power products globally.

Honda’s principal executive office is located at1-1, Minami-Aoyama2-chome,Minato-ku, Tokyo,107-8556, Japan. Its telephone number is +81-3-3423-1111.+81-3-3423-1111.

Principal Capital Investments

In the fiscal years ended March 31, 2014, 20152016, 2017 and 2016,2018, Honda’s capital expenditures were ¥2,168.3¥2,860.6 billion, ¥2,579.2¥2,572.7 billion and ¥2,860.6¥2,394.6 billion, respectively, on an accrual basis. Also, capital

expenditures excluding those with respect to equipment on operating leases were ¥957.6¥893.1 billion, ¥898.0¥690.0 billion and ¥893.1¥595.4 billion, respectively, on an accrual basis. For further details of Honda’s capital expenditures during fiscal 2016,2018, see Item 4.D “Property, Plants and Equipment” of this Annual Report.

B. Business Overview

General

Honda’s business segments are the Motorcycle business operations, Automobile business operations, Financial services business operations, and Power product and other businesses operations.

The following tables show the breakdown of Honda’s revenue from external customers by category of business and by geographical markets based on the location of the customer for the fiscal years ended March 31, 2014, 20152016, 2017 and 2016:2018:

 

 Fiscal years ended March 31,  Fiscal years ended March 31, 
     2014         2015         2016          2016         2017         2018     
 Yen (billions)  Yen (billions) 

Motorcycle Business

 ¥1,689.2   ¥1,846.6   ¥1,805.4   ¥1,805.4  ¥1,716.1  ¥2,038.7 

Automobile Business

  9,178.7    9,603.3    10,625.4   10,625.4  10,086.8  10,852.1 

Financial Services Business

  1,326.0    1,555.5    1,835.6   1,835.6  1,878.0  2,123.1 

Power Product and Other Businesses

  312.0    322.5    334.7   334.7  318.1  347.0 
 

 

  

 

  

 

  

 

  

 

  

 

 

Total

 ¥12,506.0   ¥13,328.0   ¥14,601.1   ¥14,601.1  ¥13,999.2  ¥15,361.1 
 

 

  

 

  

 

  

 

  

 

  

 

 
 Fiscal years ended March 31,  Fiscal years ended March 31, 
     2014         2015         2016          2016         2017         2018     
 Yen (billions)  Yen (billions) 

Japan

 ¥1,920.1   ¥1,800.4   ¥1,754.1   ¥1,754.1  ¥1,799.7  ¥1,919.1 

North America

  6,160.3    6,837.6    8,114.1   8,114.1  7,618.0  8,062.2 

Europe

  674.2    655.3    693.5   693.5  639.2  690.8 

Asia

  2,584.0    2,899.0    3,124.0   3,124.0  3,085.6  3,771.6 

Other Regions

  1,167.3    1,135.6    915.2   915.2  856.4  917.2 
 

 

  

 

  

 

  

 

  

 

  

 

 

Total

 ¥12,506.0   ¥13,328.0   ¥14,601.1   ¥14,601.1  ¥13,999.2  ¥15,361.1 
 

 

  

 

  

 

  

 

  

 

  

 

 

Motorcycle Business

In 1949, Honda began mass production of motorcycles with theDreamD-Type, followed by other models such as theBenly and theCubF-Type. By 1957, Honda became the top Japanese manufacturer in terms of motorcycle production volume. Honda expanded its business overseas by establishing American Honda Motor Co., Inc. in the United States in 1959. Honda first started overseas production in Belgium in 1963.

Honda produces a wide range of motorcycles, with engine displacement ranging from the 50cc class to the 1800cc class. Honda’s motorcycles use internal combustion engines developed by Honda that areair- or water-cooled, four-cycle, and are in single, two, four orsix-cylinder configurations. Honda’s motorcycle line consists of sports (including trial and moto-cross racing), business and commuter models. Honda also produces a range ofoff-road vehicles, includingall-terrain vehicles (ATVs) and side-by-sideside-by-sides (SxS).

The following table sets out unit sales for Honda’s Motorcycle business, including motorcycles, and all-terrain vehicles (ATVs) andside-by-sides (SxS) and revenue from Motorcycle business, and the breakdown by geographical markets based on the location of the customer for the fiscal years ended March 31, 2014, 20152016, 2017 and 2016:2018:

 

 Fiscal years ended March 31,  Fiscal years ended March 31, 
 2014 2015 2016  2016 2017 2018 
 Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue  Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue 
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
  Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 

Japan

  226    226   ¥79.5    199    199   ¥72.4    180    180   ¥66.8   180  180  ¥66.8  156  156  ¥62.7  167  167  ¥70.9 

North America

  278    278    141.3    286    286    154.7    308    308    186.0   308  308  186.0  294  294  168.0  313  313  190.6 

Europe

  166    166    102.8    191    191    116.9    204    204    125.0   204  204  125.0  217  217  118.2  234  234  141.4 

Asia

  14,534    7,858    894.0    15,345    8,478    1,050.4    15,133    8,650    1,107.6   15,133  8,650  1,107.6  15,937  9,513  1,088.1  17,720  11,120  1,327.7 

Other Regions

  1,804    1,804    471.4    1,571    1,571    451.9    1,230    1,230    319.7   1,230  1,230  319.7  1,057  1,057  278.9  1,120  1,120  307.8 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  17,008    10,332   ¥1,689.2    17,592    10,725   ¥1,846.6    17,055    10,572   ¥1,805.4   17,055  10,572  ¥1,805.4  17,661  11,237  ¥1,716.1  19,554  12,954  ¥2,038.7 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Motorcycle revenue as a percentage of total sales revenue

    14    14    12   12   12   13

 

* 

Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries.

See Item 4. D. “Property, Plants and Equipment” for information regarding principal manufacturing facilities.

For further information on recent operations and a financial review of the Motorcycle business, see “Operating Results” in “Item 5. Operating and Financial Review and Prospects”.

Automobile Business

Honda started Automobile business operations in 1963 with theT360 mini truck and theS500 small sports car models. Honda subsequently launched a series of mass-production models including theCivic in 1972 and theAccord in 1976, which established a base for its Automobile business. In 1969, production of the mini vehiclesN600 andTN600 began in Taiwan using component parts sets. In 1982, Honda became the first Japanese automaker to begin local automobile production in the United States (with theAccord model) and later conducted local development and expanded production activities to include light truck models. In 1986, the Acura Brand was established and an exclusive sales network was launched in the United States.

Honda’s vehicles use gasoline engines of three, four orsix-cylinder configurations, diesel engines, gasoline-electric hybrid systems and gasoline-electricplug-in hybrid systems. Honda also offers other alternative fuel-powered vehicles such as ethanol, battery electric and fuel cell vehicles.

Honda’s principal automobile products include the following vehicle models:

(in alphabetical order)

Passenger cars:

Accord, Accord Hybrid, Amaze, Brio, Brio Amaze, Brio Satya, City, Civic, Civic Tourer, Civic Type R, Crider, CR-Z, Fit/Jazz Fit/Jazz Hybrid, Freed, Freed Hybrid, Freed Spike, Freed Spike Hybrid, Grace, Grace Hybrid, Greiz, Honda Mobilio, Insight, Jade, Jade Hybrid, Legend Hybrid, Mobilio, Shuttle, Shuttle Hybrid, Spirior, Acura ILX, Acura RLX, Acura TLX

Light trucks:

BR-V, Crosstour, CR-V, Elysion, Freed, Odyssey, Odyssey Hybrid, Pilot, Step WGN, Vezel/HR-V, Vezel Hybrid, XR-V Acura MDX, Acura RDX

Mini vehicles:

Acty, N-BOX N-BOX +, N-BOX Slash, N-ONE, N-WGN, S660, Vamos

The following table sets out Honda’s unit sales of automobiles and revenue from Automobile business and the breakdown by geographical markets based on the location of the customer for the fiscal years ended March 31, 2014, 20152016, 2017 and 2016:2018:

 

 Fiscal years ended March 31,  Fiscal years ended March 31, 
 2014 2015 2016  2016 2017 2018 
 Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue  Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue Honda Group
Unit Sales*
 Consolidated
Unit Sales*
 Revenue 
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
  Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 Units
(thousands)
 Units
(thousands)
 Yen
(billions)
 

Japan

  818    788   ¥1,677.5    761    696   ¥1,526.0    668    614   ¥1,439.9   668  614  ¥1,439.9  668  603  ¥1,453.4  696  627  ¥1,521.8 

North America

  1,754    1,754    4,723.3    1,750    1,750    5,199.0    1,929    1,929    6,186.7   1,929  1,929  6,186.7  1,970  1,970  5,704.2  1,902  1,902  5,910.0 

Europe

  171    171    493.0    161    161    456.5    172    172    491.2   172  172  491.2  184  184  450.7  183  183  473.4 

Asia

  1,311    531    1,641.5    1,426    637    1,795.7    1,723    670    1,962.5   1,723  670  1,962.5  1,964  684  1,948.1  2,166  725  2,389.0 

Other Regions

  286    286    643.2    269    269    625.9    251    251    544.9   251  251  544.9  242  242  530.2  252  252  557.7 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  4,340    3,530   ¥9,178.7    4,367    3,513   ¥9,603.3    4,743    3,636   ¥10,625.4   4,743  3,636  ¥10,625.4  5,028  3,683  ¥10,086.8  5,199  3,689  ¥10,852.1 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Automobile revenue as a percentage of total sales revenue

    73    72    73   73   73   71

 

* 

Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries and sold through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to the external customers in our Automobile business. Accordingly, they are not included in Consolidated Unit Sales, but are included in Honda Group Unit Sales of our Automobile business.

See Item 4. D. “Property, Plants and Equipment” for information regarding principal manufacturing facilities.

For further information on recent operations and a financial review of the Automobile business, see “Operating Results” in “Item 5. Operating and Financial Review and Prospects”.

Financial Services Business

We offer a variety of financial services to our customers and dealers through finance subsidiaries in countries including Japan, the United States, Canada, the United Kingdom, Germany, Brazil and Thailand, with the aim of providing sales support for our products. The services of these subsidiaries include retail lending, leasing to customers and other financial services, such as wholesale financing to dealers.

The following table sets out Honda’s revenue from Financial services business and the breakdown by geographical markets based on the location of the customer for the fiscal years ended March 31, 2014, 20152016, 2017 and 2016:2018:

 

   Fiscal years ended March 31, 
       2014          2015          2016     
   Yen (billions) 

Japan

  ¥77.1   ¥119.7   ¥162.0  

North America

   1,198.3    1,376.2    1,619.2  

Europe

   14.1    14.2    14.4  

Asia

   8.0    12.1    12.6  

Other Regions

   28.2    33.1    27.2  
  

 

 

  

 

 

  

 

 

 

Total

  ¥1,326.0   ¥1,555.5   ¥1,835.6  
  

 

 

  

 

 

  

 

 

 

Financial Services revenue as a percentage of total sales revenue

   11  12  13

   Fiscal years ended March 31, 
   2016  2017  2018 
   Yen (billions) 

Japan

  ¥162.0  ¥210.9  ¥248.5 

North America

   1,619.2   1,616.2   1,822.8 

Europe

   14.4   12.1   12.5 

Asia

   12.6   10.5   10.4 

Other Regions

   27.2   28.2   28.8 
  

 

 

  

 

 

  

 

 

 

Total

  ¥1,835.6  ¥1,878.0  ¥2,123.1 
  

 

 

  

 

 

  

 

 

 

Financial Services revenue as a percentage of total sales revenue

   13  13  14

For further information on recent operations and a financial review of the Financial services business, see “Operating Results” in “Item 5. Operating and Financial Review and Prospects”.

Power Product and Other Businesses

Honda’s Power product business began in 1953 with the introduction of the modelH, its first general purpose engine. Since then, Honda has manufactured a variety of power products including general-purposegeneral purpose engines, generators, water pumps, lawn mowers, riding mowers, grass cutters,robotic mowers, brush cutters, tillers, snow blowers, outboard marine engines, walking assist devices and portable battery inverter power carriers, sprayers, pressure washers, and cogeneration* units.sources.

In Other Businesses, in December 2015,businesses, Honda began deliveries of theHondaJet aircraft.aircraft in December 2015.

*

Cogeneration refers to the multiple applications of energy derived from a single source, such as using the heat supplied during the combustion process that drives an engine for other heating or cooling purposes.

The following table sets out Honda’s revenue from Power product and other businesses and the breakdown by geographical markets based on the location of the customer for the fiscal years ended March 31, 2014, 20152016, 2017 and 2016:2018:

 

  Fiscal years ended March 31,   Fiscal years ended March 31, 
  2014 2015 2016   2016 2017 2018 
  Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue   Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue Honda Group
Unit Sales /
Consolidated
Unit Sales*
   Revenue 
  Units
(thousands)
   Yen
(billions)
 Units
(thousands)
   Yen
(billions)
 Units
(thousands)
   Yen
(billions)
   Units
(thousands)
   Yen
(billions)
 Units
(thousands)
   Yen
(billions)
 Units
(thousands)
   Yen
(billions)
 

Japan

   314    ¥85.8    338    ¥82.1    363    ¥85.2     363   ¥85.2  301   ¥72.6  300   ¥77.7 

North America

   2,719     97.3    2,705     107.6    2,811     122.0     2,811    122.0  2,977    129.5  3,012    138.7 

Europe

   1,031     64.1    1,091     67.5    1,008     62.8     1,008    62.8  1,035    58.0  1,022    63.4 

Asia

   1,485     40.3    1,382     40.6    1,349     41.2     1,349    41.2  1,430    38.9  1,512    44.3 

Other Regions

   469     24.4    467     24.5    434     23.1     434    23.1  378    18.9  416    22.7 
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Total

   6,018    ¥312.0    5,983    ¥322.5    5,965    ¥334.7     5,965   ¥334.7  6,121   ¥318.1  6,262   ¥347.0 
  

 

   

 

  

 

   

 

  

 

   

 

   

 

   

 

  

 

   

 

  

 

   

 

 

Power Product and Other businesses revenue as a percentage of total sales revenue

     2    2    2     2    2    2

 

* 

Honda Group Unit Sales is the total unit sales of completed power products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed power products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed power products of Honda and its consolidated

subsidiaries. In Power product business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales since no affiliate and joint venture accounted for using the equity method was involved in the sale of Honda power products.

For further information on recent operations and a financial review of the Power product and other businesses, see “Operating Results” in “Item 5. Operating and Financial Review and Prospects”.

Marketing and Distribution

Most of Honda’s products are distributed under the Honda trademarks in Japan and/or in overseas markets.

In fiscal 2018, approximately 91% of Honda’s motorcycle units on a group basis were sold in Asia. Approximately 42% of Honda’s automobile units (including sales under the Acura Brand) on a group basis were sold in Asia followed by 37% in North America and 13% in Japan. Approximately 48% of Honda’s power products units on a group basis were sold in North America followed by 24% in Asia and 16% in Europe.

Sales and Service—JapanService

Sales ofIn Japan, Honda produces and sells motorcycles, automobiles, and power products in Japan are made through different distribution networks comprised primarily ofits domestic sales subsidiaries and independent retail dealers.

Motorcycles are distributed through outlets, including “PRO’S” shops and In overseas markets, Honda Dream authorized dealerships. Automobilesalso provides motorcycles, automobiles, and power products are distributed in Japan through retail dealers. A number of small power product engines are also soldits principal foreign sales subsidiaries, which distribute Honda’s products to other manufacturers for use in their products.

Sales of spare partslocal wholesalers and after sales services are mainly provided through retail dealers.

Sales and Service—Overseas

In fiscal 2016,2018, approximately 98% of Honda’s overseas sales were made through its principal foreign sales subsidiaries, which distribute Honda’s products to local wholesalers and retail dealers.

Honda mainly markets its motorcycles, automobilessells spare parts and power productsprovides after-sales services through a sales network of independent local dealers. Mostretail dealers sell one type of product, but some motorcycle and automobile dealers also sell power products. The largest regional markets for Honda motorcycles, automobiles (including the Acura brand) and power products by Honda group unit sales are Asia, North America and North America, respectively.

Honda providesdirectly or via its overseas operations, joint venture firms, independent distributors and licensees with spare parts and necessary technical information, which they in turn supply to wholesale or retail dealers, either directly or through one or more spare parts distributors.licensees.

Components and Parts, Raw Materials and Sources of Supply

Honda manufactures the major components and parts used in its products, including engines, frames and transmissions. Other components and parts, such as shock absorbers, electrical equipment and tires, are purchased from numerous suppliers. The principal raw materials used by Honda are steel plate, aluminum, special steels, steel tubes, paints, plastics and zinc, which are purchased from several suppliers. The most important raw material purchased is steel plate, accounting for approximately 42%41% of Honda’s total purchases of raw materials.

No single supplier accounted for more than 5% of the Company’s purchases of major components and parts and principal raw materials during the fiscal year ended March 31, 2016.

2018.

Ordinarily, Honda does not have and does not anticipate having any difficulty in obtaining its required materials from suppliers and considers its contracts and business relations with the suppliers to be satisfactory. The Company does not believe any of its Japanese domestic suppliers are substantially more dependent on foreign suppliers than Japanese suppliers generally. However, it should be noted that Japanese industry in general is heavily dependent on foreign suppliers for substantially all of its raw materials.

Seasonality

Honda’s Motorcycle and Power product businesses have historically experienced some seasonality. However, this seasonality has not generally been material to our financial results.

Environmental and Safety Regulation

Honda is subject to various government regulations, including environmental and safety regulations for automobiles, motorcycles and power products. Such regulations relate to items such as emissions, fuel economy, recycling and safety and have had, and are expected to continue to have, material effects on Honda’s business. Honda has incurred significant compliance and other costs in connection with such regulations and will incur future compliance and other costs for new and upcoming regulations. Relevant environmental and safety regulations are described below.

Outline of Environmental and Safety Regulation for Automobiles

1. Emissions

Japan

In March 2008, to strengthen the enforcement of laws, the 2009 Exhaust Emission Standards were created after the passage of long-term regulation. Long-term targets for gasoline vehicles remained unchanged except those for direct injection gasoline vehicles, which were also required to meet the particulate matter (PM) standard. New long-term emissions targets for diesel vehicles were lowered by more than 60% from the 2005 level of nitrogen oxides (NOx) and PM standards.

In 2010, the Central Environmental Council in the Ministry of Environment reviewed the current JC08 mode for emission testing and began to consider the introduction of the Worldwide harmonized Light vehicle Test Procedure (WLTP). In 2015, the Central Environmental Council ofin the Ministry of Environment decided to introduce WLTP. From October 2018, emission test based on WLTP will be obligatory instead of JC08 mode.

The United States

Increasingly stringent emission regulations under the Clean Air Act have been enacted since the 1990s by the U.S. federal government.

Under the Clean Air Act, the State of California is permitted to establish its own emission control standards to the extent they are more stringent than federal standards. Pursuant to this authority, the California Air Resources Board (CARB) adopted the California Low Emission Vehicle Program in 1990, aiming to establish the strictest emission regulations in the world.

In March 2009, the CARB finalized the Zero Emission Vehicle (ZEV) regulation to require 7,500 Fuel Cell Vehicles (FCV) in the entire industry instead of the previous requirement of 2,500 FCV. In addition, manufacturers were required to sell a significant number of Enhanced Advanced Technology Partial Zero Emission Vehicles (Enhanced AT-PZEV) in the market after the 2012 model year.

In August 2012, the CARB issued the Advanced Clean Car package of regulations, which included amendments to the California Low Emission Vehicle Program III (LEV III) and ZEV regulations. The LEV III regulation, which applies to 2015 and subsequent model years, tightened limits on emissions and evaporative emissions. The ZEV regulation was revised so that requirements could be satisfied by TZEV (formerly, EnhancedAT-PZEV) and ZEV alone for 2018 and subsequent model years. Also, for 2018 and subsequent model years, the credit value eligible for each ZEV category was decreased drastically, which consequently increases the required sales volume dramatically. The BEVx category, which includes battery electric vehicles with auxiliary power units, was also added as a ZEV category. Currently, many states have adopted California LEV III and ZEV regulations.

In March 2014, the Environmental Protection Agency (EPA) finalized Tier 3 regulation, the federal emission and fuel standards. Tier 3 requires gasoline fuels at a pump to have an average sulfur content of 10parts-per-million, which is already implemented in Europe and Japan. It also sets exhaust and evaporative emission standards equivalent to California LEV III. In other words, it enables auto manufacturers to sell some of the same vehicles they sell in California in states that have not adopted LEV III.

In October 2015, the CARB issued the Final Statement Of Reasons for rulemaking (FSOR), to amend the current LEV III regulation in order to align its standards further with the finalized federal Tier 3 regulation.

Europe

In 2005, the European Union created new emission standards (Euro(the Euro 5 and Euro 6)6 regulations) and comprehensive requirements for gasoline vehicles and diesel vehicles. Euro 5 was implemented in September 2009. Emission limits for gasoline vehicles and diesel vehicles were further lowered compared to the Euro 4 level for hydro-carbons (HC),hydrocarbons, NOx and PM. PM mass emission standards apply only to vehicles with direct injection engines.

Additionally, the Euro 5 regulation required limits on particle number emissions from diesel vehicles, and implemented new test measurements for PM mass emissions from gasoline vehicles with direct injection engines and diesel vehicles in and after September 2011.

The Euro 6 regulation was implemented in September 2014. Emission limits for diesel vehicles will bewere lowered even more than the Euro 5 levels for NOx and THC plus NOx. Additionally, Euro 6 requiredrequires limits on

particle numbers from gasoline vehicles with direct injection engines. The required ethanol density of test fuel willwas also be increased, starting from September 2016.

The European Commission proposed the transitiontesting cycle to measure emissions has gradually been transitioning from New European Driving Cycle (NEDC) to World Light duty Test Cycle (WLTC) beginning from September 2017.

The European Commission implemented regulations regarding the Real Driving Emissions (RDE) using Portable Emissions Measurement System (PEMS). The monitoring phase started from April 2016 and RDE testing with emission limits startsstarted from September 2017.2017 for NOx and PN (particulate number).

Russia

The Euro 4 regulation has been in effect from January 2010. Additionally, the Euro 5 regulation was implemented in January 2014.

Russia, together with Kazakhstan and Belarus, formed a Customs Union. The Euro 5 regulation was introduced from January 2015 to the Customs Union. Implementation for the Kyrgyz Republic started from February 2016 and for Armenia will start from January 2020.

China

China adopted Step 3 and Step 45 emission regulationsregulation for light-duty vehicles in 2005. These regulations are2017. This regulation is similar to European regulations (such as Euro 3 and Euro 4)5 regulation). Step 3 was implemented in 2007 and Step 4 was implemented in July 2010. In addition, China has promulgated rules to implement Step 5 emission regulations in 2017, based on Euro 5.

In the city of Beijing, Step 4 was implemented in March 2008 and Step 5 was implemented in February 2013. In addition, the city of Beijing is considering the introduction of Step 6 emission regulations in December 2017.July 2020, based on Euro 6 regulation. Step 6a regulations will be implemented in July 2020 and Step 6b regulations will be implemented in July 2023.

Some regional environmental protection departments are considering introducing Step 6 regulations in advance of 2019.

From the standpoint of reducingIn order to reduce dependence on foreign sources of crude oil and reducingreduce air pollution, which have becomeare viewed as serious problems, the Chinese government has implemented various infrastructure projects and subsidy policies and has been preparing the relevant National Standardsnational standards and their Certification Systema certification system in order to encourage broad use of new energy vehicles such as electric vehicle (EV), vehicles,plug-in hybrid electric vehicle (PHEV),vehicles, and fuel-cell electric vehicle (FCEV).vehicles.

Other Regions

India implemented BS IV (Bharat Stage IV) regulations in April 2017 and is expected to implement BS VI regulations from April 2020, skipping the implementation of BS V regulations. The BS VI regulations feature two phases. The second phase is expected to apply from April 2023 with more stringent particle number andon-board diagnostic requirements and compliance for RDE.

Malaysia is scheduled to implement Euro 4 regulation from April 2020 for new vehicles and October 2021 for all gasoline vehicles.

Thailand is scheduled to implement Euro 5 regulation from 2023 and Euro 6 regulation from 2029.

Several other Asian countries have adopted regulations which are similar to the European regulations (such as Euro 2 regulation and Euro 3)3 regulation). Some of these countriesgovernments are considering the introduction of Euro 4 regulation, Euro 5 regulation and Euro 6.

6 regulation.

Australia implemented Euro5-equivalent regulations in November 2013. In addition, Australia plans to introduce Euro6-equivalent regulations from July 2017.

January 2022.

Ukraine is scheduled to implement Euro 6 regulation from January 2018.

2020.

Turkey implemented Euro 6 regulation from January 2016.

Brazilian authorities are currently proposing new emission regulations known as PROCONVE L7 from 2022 and L8 from 2027. This regulation is a unique Brazilian regulation based on U.S. regulations. This regulation is expected to be much stricter than current regulations, but it is still under consideration by the Brazilian authorities and the implementation date is not fixed yet.

Bolivia iswas previously scheduled to implement Euro 4 regulation in August 2016.

2016, but this implementation has been postponed.

Peru iswas scheduled to implement Tier 2 regulations and Euro 4 regulation in January 2017.

April 2018.

Uruguay iswas considering the introduction of Euro 4 regulation and Tier 2 regulations in January 2018.

2. Fuel Economy / CO2

Japan

In 2005, discussions about the “POST-2010” standard took place among the applicable ministries and industries. In February 2007, the final “POST-2010” target, or the “2015 standard”, was announced. Fuel consumption will be reduced by 29.2% compared to the 2010 target for passenger cars.

In June 2010, the Ministry of Land, Infrastructure and Transport (MLIT) and the Ministry of Economy, Trade and Industry (METI) jointly established a committee and commenced a study to formulate new fuel economy standards for passenger motor vehicles for 2020. The new standards were announced in March 2013. The next term fuel economy standards improve the 2015 standards by 19.6% and adopt the Corporate Average Fuel Economy (CAFE) calculation method.

Fuel specifications for E10 fuel, which is gasoline blended with 10% ethanol, were revised and included in the April 2012 announcement setting forth the details of safety standards under the Road Transport Vehicle Law. Ethanol blended fuel is a “biomass fuel”. Biomass fuel is regarded as an effective countermeasure for CO2 reduction. CO2 emissions after burning ethanol fuel produced with biomass resources (such as plants or wood) are not counted as CO2 emissions under the Kyoto Protocol.

In 2015, MLIT and METI examined the new fuel economy standards for small commercial vehicles.

In autumn 2016, WLTC mode is going to bewas introduced into fuel economy standards, from autumn, 2018.in addition to JC08 mode.

The United States

The Federal Motor Vehicle Information and Cost Savings Act requires automobile manufacturers to comply with the CAFE standards. Under the CAFE standards, manufacturers are subject to substantial penalties if automobiles produced by them in any model year do not meet the average standards for each category.

In March 2009, the National Highway Traffic Safety Administration (NHTSA) issued the CAFE regulation standard for passenger cars and light trucks for the 2011 model year. The CAFE standard calculation of passenger cars and light trucks for the 2011 model year use a footprint prescribed in the CAFE regulation issued in 2006. The industry-wide combined average for the 2011 model year was estimated to be 27.3 mpg.

The EPA and the NHTSA jointly finalized the U.S. federal Green House Gas (GHG)greenhouse gas regulation from the 2012 model year in accordance with President Obama’s announcement. The standard for the 2016 model year is was250 g-CO2/mile, or a 35.5 mpg industry average. In addition, a manufacturer is also deemed to comply with CARB GHG regulation if the manufacturer complies withEPA-GHG, based on an agreement among the White House, the CARB and the industry.

In March 2008, the EPA denied California’s GHG regulation waiver request. On January 26, 2009, President Obama announced that he had directed the EPA to review California’s waiver request. The EPA approved the waiver on July 8, 2009 because the CARB promised that a manufacturer was also deemed to comply with CARB GHGgreenhouse gas regulation if the manufacturer complied withEPA-GHG from the 2012 through 2016 model years.

On May 21, 2010, President Obama ordered the NHTSA and the EPA to extend the National Program for cars and light-duty trucks to the 2017 model year and beyond with the support of the CARB. On October 1, 2010, the NHTSA, the EPA, and the CARB gave the notice of their intent to conduct joint rulemaking to establish 2017 and later model year fuel economy and greenhouse gas standards. The NHTSA and EPA issued a regulation in August 2012 regarding GHGgreenhouse gas / CAFE regulations from the 2017 through 2025 model years. The standard for the 2025 model year is 163g-CO2/mile or a 54.5 mpg industry average. The CARB also issued a regulation that is

almost nearly equivalent to the EPA’s GHGgreenhouse gas regulations in August 2012. In December 2012, the CARB amended its GHGgreenhouse gas regulation so that a manufacturer is also deemed to comply with the CARB GHGgreenhouse gas regulations if it complies withEPA-GHG from the 2017 through 2025 model years.

When greenhouse gas / CAFE regulation was legislated in 2012, the EPA and the NHTSA announced that they, in coordination with the CARB, would perform amid-term evaluationre-examining the appropriateness of limit values for 2022-2025 model years by April 2018. Accordingly, the EPA, NHTSA and CARB jointly issued a joint technical assessment report in July 2016 (a technical report, and not a decision document). CARB decided in March 2017, before the new EPA decision planned for April 2018 was announced, not to change the greenhouse gas regulations applicable for the 2022-2025 model years.

EuropeOn March 2017, President Trump issued executive order “Promoting Energy Independence and Economic Growth” which includes rescinding the “Climate Action Plan” announced by President Obama. Therefore, U.S. environmental regulation may be drastically reconsidered in the future.

On April 2, 2018, the EPA announced that the GHG requirement for 2022-2025 model years needs reconsideration. Together with the NHTSA, the EPA plans to propose a new standard for GHG and CAFE during 2018.

Europe

In 2008, the European parliament adopted CO2 regulations in response to concerns related to possible global climate changes. The adopted CO2 regulations were published by the Official Journal in June 2009.

Pursuant to the CO2 regulations, the European Commission set a more stringent target of 130 grams of carbon dioxide per kilometer for new passenger cars offered for sale in the EU from 2012. In addition, the CO2 regulations provided manufacturers with the necessary incentive to reduce the CO2 emissions of their vehicles by imposing an excess emissions premium if their average emission levels are above the limit value curve. This premium is based on the number of grams per kilometer (g/km) that an average vehicle sold by the manufacturer exceeding the limit imposed by the curve, multiplied by the number of vehicles sold by the manufacturer.

In 2014, a new regulation was issued, requiring more stringent regulation that targetsEU fleet-wide target of 95 g/km ofg CO2/km for 2020.2020 based on NEDC testing procedure.

The European Commission is planning to replace the current European type-approval procedure for fuel consumption and CO2 emissions of cars based on NEDC has been gradually replaced with WLTP beginning from September 2017. During the transitional years, WLTP-measured CO2 values are calculated to NEDC CO2 values to check compliance to the NEDC based CO2 target. A new WLTCWLTP based target for each manufacturer will be set from 2021.

On November 8, 2017, the European Commission proposed a new CO2 standard beyond 2025. The proposed targets beyond 2025 and WLTP in 2017.2030 are negative 15% and negative 30%, respectively, compared to the 2021 average of all manufacturers’ EU fleet-wide target.

China

China adopted a fuel consumption regulation for passenger vehicles in 2004. Step 1 of this regulation was implemented in 2005, Step 2 of this regulation was implemented in 2008 and Step 3 of this regulation was implemented in 2012. In addition, China

will implement implemented Step 4 of this regulation in 2016.

Other Regions

India has promulgated rules to introduce fuel economy / CO2 regulations in 2017 and 2022 in a phased manner.

Australia is considering introducing fuel economy / CO2 regulations.

Taiwan introduced corporate average fuel consumption regulations.

Mexico introduced a proposal foris considering introducing new fuel economy / CO2 regulations from 2018.

Brazil is considering introducing new fuel economy / CO2 regulations from 2022.

The Province of Quebec in Canada finalized a mandate for each maker to sell a certain percentage of zero emission vehicles starting from the 2017 through 20212018 model years.year.

3. Recycling /End-of-Life Vehicles (ELV) / REACH

Japan

Japan enacted the Automobile Recycling Law in July 2002, which required manufacturers to take back air bags, fluorocarbon and shredder residue derived fromend-of-life vehicles (ELV), which became effective on January 1, 2005. ELV processing costs are collected from owners of cars currently in use and purchasers of new cars.

Europe

On December 30, 2006, the European Union adopted the Regulation concerning the Registration, Evaluation, Authorization and Restriction of Chemicals (REACH), which became effective on June 1, 2007.

From June 1, 2008, any manufacturer or importer of chemical substances is required to submit a registration to the European Chemicals Agency, based on annual production or import quantity levels. Submitting apre-registration between June 1 and December 1, 2008 will allow the manufacturer or importer to extend the deadline for submitting the registration for existing chemical substances. The list of Substances of Very High Concern (SVHC) is amended periodically to include new substances. Upon a request by a consumer, a supplier of a product containing SVHC must provide the consumer with sufficient information, including at least the name of the substance, within 45 days.

On February 18, 2011, the first set of substances which require authorization for use after specified dates were announced. Manufacturers using these substances in Europe must either be authorized for use after submitting an application or use substitute substances. Substances which require authorization will be added periodically.

Other Regions

Taiwan and Korea implemented automobile recycling laws on January 1, 2008, following the regulations established by the European Union and Japan. Turkey and Vietnam also implemented automobile recycling laws on December 12, 2010 and January 1, 2018, respectively. On June 23, 2017, China implemented automobile recycling laws partially following the regulations established by the European Union. In addition, China, Vietnam, India and Russia each have a plan to implement automobile recycling laws in the near future.

4. Safety

United Nations

From 2014, under WP29 (World Forum for Harmonization of Vehicle Regulations), the ITS / AD Informal Working Group has been discussing the issue of Intelligent Transport System and Automated Driving. Current mainThe discussion issues areof “definition of each technical level (partially—fully automated driving) of automated driving”, “cyber security”, “privacy protection principles” ended and “amendmentits results were adopted at the 174th WP29.

Following a long discussion, Revision 3 of current road traffic law”.

Japan

In November 2007, the MLIT issued safety standards, which have been applicable from July 1, 2012, for vehicles which use high voltage electric power such as electric vehicles or hybrid electric vehicles, to avoid electric shocks during normal operations1958 Agreement was adopted at the 169th WP29 and post-crash. Furthermore, in 2011, they adoptedthe official document (UN Agreement) was published on October 2017. This Revision 3 was entered into force on September 14, 2017. The 1958 Agreement, an intergovernmental agreement of United Nations Economic Commission for Europe (ECE) R100, which(UN/ECE) signed in 1958, aims at establishing a unified standard for vehicle’s structure and safety and environment of device and promoting reciprocal recognition. The major changes of Revision 3 are;

Introduction of the International Whole Vehicle Type Approval (IWVTA) (The current agreement covers only components and systems),

Issuance of UN Regulation (UN R)’s certificate of former series (Acceptance is optional in each country),

Review of the majoritarian provisions (Ratio of the adoption is changed fromtwo-thirds and more to four-fifths and more).

IWVTA is a system that develops mutual recognition of automobile certification from “unit of equipment” to “vehicle unit”. This system was amended to incorporateintroduced via Japan’s proposal, and Japan has served as the Japanese electrical safety standard.chairman and led the discussion since then. This system was adopted at the 173rd WP29, as UN R No. 0. This will be entered into force on July 19, 2018.

Japan

Japan Automobile Standards Internationalization Center (JASIC), which is organized by the MLIT and Japan Automobile Manufacturers Association (JAMA), among others, has started to review a proposal for the

unification of Safety/Environment Standards, vehicle categories and certification in order to promote further internationalization of standards and certifications. JASIC made the proposal to other contracting parties of the 58 / 98 Agreement in 2009 and aims at reachingreached an agreement among the contracting parties by 2017.

In January 2010, the MLIT started preparing a guideline for noise measurements regarding the danger of hybrid vehicles remaining silent and also started studying how to regulate this.

In March 2010, in a session of the World Forum for Harmonization of Vehicle Regulations (WP29)WP29 of the United Nations Economic Commission for Europe, Japan proposed the establishment of “a mutual certification system of international vehicle type certifications”, which was agreed upon.

In March 2010, an accident in the Unites States caused by sudden unintended acceleration prompted the MLIT to consider introducing a “brake-override system”.

In May 2011, the MLIT introduced a pedestrian leg protection standard, adopting, for the first time in the world, a flexible leg impactor that features an improved biomechanism. The impactor has been designed to better match with the human body structure and its characteristics.

In August 2013, the MLIT adopted UN R121, which regulates the location and identification of controls, tell-tales and indicators.

In November 2013, the MLIT adopted UN R125, which regulates front visibility of the motor vehicle driver.

In January 2015, the MLIT adopted UN R21, which regulates interior fittings.

In January 2015, the MLIT adopted UN R127, which regulates pedestrian safety performance.

In June 2015, the MLIT adopted UN R135, which regulates protection of passengers from a lateral pole crash.

In June 2015, the MLIT adopted UN R34, which regulates vehicle fire prevention.

In October 2015, the MLIT adopted UN R117, which regulates exterior noise of tires, the frictional force on wet road surfaces and rolling resistance.

In October 2016, the MLIT adopted UN R138, which regulates the reduced audibility of “quiet road transport vehicles”, including electric vehicles.

In February 2017, the MLIT adopted UN R139, which regulates Brake Assist Systems.

In February 2017, the MLIT adopted UN R140, which regulates Electronic Stability Control (ESC) Systems.

In February 2017, the MLIT adopted UN R141, which regulates Tyre Pressure Monitoring Systems (TPMS).

In February 2017, the MLIT adopted UN R142, which regulates Tyres installation.

To achieve the highest level of traffic safety in Japan, MLIT developed a strategy to introduce fully automated driving in the latter half of the 2020’s.2020s. To develop harmonized regulations for automated driving, MLIT is joining ITS / AD Informal Working Group under WP29 of the United Nations. MLIT isco-chairman of Informal Working Group together with the United Kingdom.

MLIT is considering introducing a regulation regarding “Accident Emergency Call Systems (AECS)”.

The United States

In June 2008, the NHTSA issued a final rule to revise some performance requirements andphase-in compliance schedules for upgraded side impact occupant protection standards. For both the moving deformable

barrier test and the oblique side pole impact test, manufacturers have had to comply with the revised requirements for 20% of all vehicles produced by 2010, 40% by 2011, 60% by 2012, 80% by 2013 and 100% by 2014.

In May 2009, the NHTSA issued a final rule to upgrade the vehicle roof crush standard. The rule newly introduces the “Two-sided“Two-sided Roof Test,” which imposes strength tests for both sides of the vehicle roof and increases the maximum applied load. For vehicles with a gross vehicle weight ratingGross Vehicle Weight Rating (GVWR) of 2,722 kg or less, manufacturers have had to comply with the upgraded requirements for 25% of all vehicles produced by 2012, 50% by 2013, 75% by 2014, and 100% by 2015. For heavier vehicles, manufacturers must comply with the standards in or afterby September 2016.

In January 2011, the NHTSA issued a final rule to prevent the ejection of occupants in rollover accidents. The rule requires “ejection mitigation countermeasure” (e.g. advanced glazing or head protection side airbag) equipment which meet with performance requirements. Manufacturers have had to comply with the new requirements for 25% of all vehicles produced by 2013, 50% by 2014 and 75% by 2015. Further, 100% musthad to comply (with carryover credit) by 2016, and all vehicles by 2017.

In April 2012, the NHTSA issued a proposed regulation that mandates installation of a brake-throttle override system. This rule was proposed to take proper measures against the following problem: a vehicle cannot be effectively decelerated/stopped in the event that the accelerator pedal cannot return to its stationary position even after the foot is taken off the accelerator pedal, because of the floor mat being caught in the accelerator pedal or any failure in the accelerator pedal. Manufacturers must comply with the new requirements within two years from September 1 of the date of publication of the final rule, which is still under consideration.

In December 2012, the NHTSA issued a proposed regulation that mandates installation of an event data recorderEvent Data Recorder (EDR) in vehicles. The purpose of this regulation is to allow for effective collision research as well as to share important data for the performance analysis of safety devices (e.g. advanced restraint devices) through the mandatory installation of EDRs. After September 2014, the NHTSA had planned to require manufacturers to install EDRs which comply with specified performance requirements, but the issue is still under discussion.

In January 2013, the NHTSA issued a proposed regulation that mandates installation of an approaching vehicle audible system. This regulation was established to reduce the number of collision accidents by enabling pedestrians and bicycle riders be aware of approaching hybrid vehicles on electric drive or electric vehicles by sound. Manufacturers were encouraged to comply with the new requirements for 30% of all vehicles produced by 2015.2015 and 60% by 2016. Further, the target is 60% by 2016, 90% by 2017, and all vehicles by 2018, respectively.

2018.

In April, 2013, the NHTSA issued the first phase of these guidelines. The Phase 1 Guidelines cover original equipmentOriginal Equipment (OE)in-vehicle (i.e., integrated) electronic devices that are operated by the driver through visual-manual means (i.e., the driver looks at a device, manipulates a device-related control with his or her hand, and/or watches for visual feedback from the device). The Phase 2 Guidelines will apply to portable and aftermarket devices that are operated through visual-manual means and will be based on the same general principles as the Phase 1 Guidelines.

In March 2014, the NHTSA issued a final rule for FMVSS No. 111, which requires that rear visibility technology be installed in all new vehicles weighing under 10,000 pounds. The purpose is to reduce death and injury resulting from incidents when the driver is backing up. Manufacturers musthad to comply with the new requirements for 10% of all vehicles produced from May 2016 to April 2017, 40% from2017. From May 2017 to April 2018, 40% must comply and all vehicles by May 2018.

In September 2016, the NHTSA issued the Federal Automated Vehicles Policy for safety testing and deployment of automated vehicles. This policy comprises four sections: vehicle performance guidance for automated vehicles, model state policy, current regulatory tools, and modern regulatory tools. The vehicle

performance guidance section outlines a 15 point “safety assessment” for the safe design, development, testing and deployment of automated vehicles.

In December 2016, the NHTSA issued a proposal titled Driver Distraction Guidelines Phase 2 to reduce accidents due to driver distraction. This guideline addresses vehicle safety problems posed by driver distraction due to aftermarket and portable device usage.

In December 2016, the NHTSA issued a final rule to newly establish FMVSS141, a standard for minimum sound requirements for hybrid and electric vehicles. The purpose of FMVSS141 is to reduce the number of injuries that result from electric and hybrid vehicle crashes with pedestrians by providing a sound level and sound characteristics necessary for these vehicles to be detected and recognized by pedestrians. Manufacturers must comply with the new requirements for 50% of all hybrid and electric vehicles produced from September 2018, and all hybrid and electric vehicles in or after May 2018.

September 2019.

In August 2014,January 2017, the NHTSA issued a noticeproposed regulation to start legislative work concerningestablish a new FMVSS150(vehicle-to-vehicle (V2V) communications) standard. FMVSS150 specifies performance requirements for V2V communications capability and the inter-vehicle communication function (V2V) of passenger cars and light trucks. FMVSS150 is supposed to be newly established as V2V laws and regulations for the communication function. The mandatory equipment requirements of the communication functionV2V function. FMVSS150 applies to new passenger cars, multi-purpose vehicles, trucks, and the performance requirements are expected to be included in FMVSS150.

buses with a gross vehicle weight rating of 10,000 pounds (4,536 kg) or less. FMVSS150 has a provision for a scheduledEuropephase-in.

In September 2017, the NHTSA issued a voluntary guidance “A Vision for Safety” to update the Federal Automated Vehicle Policy issued in 2016. Manufacturers may demonstrate how they address the safety elements contained in this guidance by publishing a Voluntary Safety Assessment for automated driving system (SAE Level 3 through 5).

In September 2017, the NHTSA issued a final rule for FMVSS No. 305, electrolyte spillage and electrical shock protection. This update adopts various electrical safety requirements found in Global Technical Regulation (GTR) No.13, “Hydrogen and fuel cell vehicles” and other sources.

In February 2018, the NHTSA issued a final rule for FMVSS141, a standard for minimum sound requirement for hybrid and electric vehicle. The purpose of this amendment is to clarify the details of technical requirement and reschedulephase-in schedule (1 year delay).

Europe

Legislation regarding a new system called “eCall” is under considerationwas finalized in the EU and is already implemented in the Customs Union, which is organized by Russia, Kazakhstan and Belarus. eCall is a system that can automatically transmit vehicle status (e.g., Supplemental Restraint System (SRS) deployment, location, direction and other information) to conventional infrastructures simultaneously with voice messages when accidents occur. Some relevant draft standards have been published in the EU.2017. The effective date of the EU eCall for new vehicle types is scheduled forbecame effective on March 31, 2018. Final standards have already been published in the Customs Union. The effective date of eCall for the Customs Union (ERA-GLONASS) was on or after January 1, 2015 for new vehicle types and is on or after January 1, 2017 for all vehicles.

In January 2016, the EU commission issued the draft regulation to significantly revise the legal framework for the EU type-approval. This draft regulation introduces a market surveillance system effective for managing the conformity of motor vehicles available on the market and adds a requirement of an expiration date for vehicle type approval. This draft is scheduled to be adopted at the end of 2016.

2018.

ChinaIn August 2017, the European Commission conducted a public consultation by widely inviting opinions from the public regarding amendments to the (EC) 661/2009 “General safety regulation” and the (EC) 78/2009 “Pedestrian safety regulation”. Road traffic safety in the EU has been largely improved during the last decade, but recently the decrease in the number of road fatalities seems to have stagnated. For this reason, the European Commission is seriously considering the introduction of 19 specific vehicle safety measures. This public consultation period ended on October 22, 2017. Based on the comments from the public, the European Commission published a draft legislation in May 2018.

China

Vehicle safety regulations in China were drafted with reference to the UNECE standards and cover almost the same matters as the UNECE standards. However, these regulations also include unique provisions which take into account the distinctive characteristics of the Chinese market environment and the rules differ from the latest UNECE standards. Future safety regulations are described as follows:

Newly published GB standards (Chinese national standards issued by the Standardization Administration of China) in 2015:

2017 include:

+ Amendment to Passenger car tire

Photometric characteristics of power-driven vehicle front fog lamps;

+ Amendment to Rear registration plate lampSymbols for controls, indicators and tell-tales of Motor Vehicles and Trailers

electric vehicles;

+ Amendment to Motor Vehicle Towing DevicesElectric vehicle charging systems;

+ New energy vehicle power battery recycling interim rule;

+ Safety specifications for power-driven vehicles operating on roads; and

+ Performance requirements and test methods of tire pressure monitoring systems for passenger cars.

Newly established GB standards (not yet published);

include:

+ Amendment to Prescriptionprescription for installation of the external lighting and light-signaling devices for motor vehicles and their trailers

+ Amendment to Rear-marking plates for vehicles and their trailers

+ Amendment to Safety specifications for power-driven vehicles operating on roads

trailers;

+ Amendment to Road Vehicle-Vehicle Identification Number

Number;

+ Amendment to Strength requirementSafety property requirements and test method ofmethods for automobile seats, their anchorages and any head restraints

fuel tank;

+ Photometric characteristics of front fog lamps for motor vehicles

Amendment to Road vehicle plate and label;

+ Photometric characteristics of headlamps emitting symmetric passing beam and/or driving beam for motor vehicles

+ Photometric characteristics of devices for the illumination of rear registration plates of motor vehicles and their trailers

+ Symbols for controls, indicators and tell-tales on motor vehicles

+ Light-duty vehicles-towing attachments

GB standards under development;

+ Test methods and requirements for the misuse of automotive airbag systems

+ PerformanceAmendment to Safety performance requirements and test methods of tire pressure monitoring systemsautomobile wheels;

+ Amendment to Requirement of speed limitation system for passenger carsmotor vehicles;

+ Establishment of Requirement of Fuel Cell Stacks for Fuel Cell Electric Vehicles;

+ Establishment of Requirement of battery management system for Electric Vehicles;

+ Establishment of Requirement of Terminology of Electric Vehicles; and

+ Establishment of Requirement of EMC Standard for electric vehicle charging.

GB standards under development include:

+ Requirement of Event data recorder.

Other Regions

TheIn the Middle East, the Gulf Cooperation Council (GCC) aims to adopt electrical safety standards for electric vehicles and their infrastructure through the agency “EmiratesEmirates Authority for Standardization and Metrology”Metrology (ESMA). TheyThese standards are still under review. The Saudi Standards, Metrology and Quality Org. (SASO) issued “Technical Regulations for Electric vehicles” in January 2018, in relation to the ambitious “Vision of the Kingdom in 2030” and “National Transformation Program (NTP) 2020” initiatives announced by the Saudi government.

In U.A.E, the Emirates Authority for Standardization and Metrology issued the final draft of UAE 5019:2017 (“eCall” Emergency Calls Technical Requirements). After that, GSO (GCC Standardization

Organization) issued the final draft of the “eCall” Emergency Calls and Connectivity Technical Requirements. This standard has been referred to in the GSO version of the United Arab Emirates standard “UAE 5019:2017,” which the ESMA already issued as the final draft.

In India, alreadythe government has proposedAIS-145, a new standard for additional safety features, which will become mandatory type approval standardsfrom July 2019. Specific safety features pursuant to this standard include a speed alert system, driver seat belt reminder, manual override for hybrid electricalthe central locking system, driver air bags and vehicle reverse parking alerts.

In Pakistan, the Ministry of Industries and Production and the Ministry of Finance have issued a notification regarding the revision of the Customs Act relating to the compulsory installation of immobilizers.

The Cambodian Ministry of Industry and Handicraft announced in August 2016 the adoption of the UN R 19 items concerning vehicle technical regulations notifying all local manufacturers of resuming application from January 1, 2017 of the said regulations that had been delayed due to negotiations with manufacturers who had difficulty implementing the measures. And it was decided that the application of Decree (MIH/2016 No. 150) will be postponed for three years from June 15, 2016 to June 14, 2019.

In Vietnam, on October 17, 2017, the government officially issued the DecreeNo.116/2017/ND-CP to establish the requirements for automobiles manufacturing, assembling, importing and automotive warranty and maintenance services. This Decree is a required condition for entering into the automobile manufacturing and importing business in Vietnam. This Decree was implemented with respect to imported vehicles on January 1, 2018.

In Cambodia, the Ministry of Industry and batteryHandicraft (MIH) has issued a public notice to mandate 19 specific United Nations Regulations for vehicles, including, among others, environmental and some of them are under proposalsafety requirements for amendment. Standard of type approval procedure for these vehicles for Pilot / Demo Projects (which have subsidies/ incentives) has also been implemented.emissions, brakes, tires and steering systems. This will be implemented from June 2019.

5. New Car Assessment Program (NCAP)

Programs that provide customers with assessments of car safety functions and promote the development of car safety by automobileAutomobile manufacturers are conducted in countries and regions such as the United States, Japan, Australia,

the EU, Korea, China and Malaysia. The principal items assessed in these programs are passenger protection and braking power, which are typically assessed with stricter standards or criteria than those required by statute.

Outline of Environmental and Safety Regulation for Motorcycles

1. Emissions

Japan

Japan has emissions regulations for motorcycles applicablestarted to all classes of engine displacement. Some aspects of these requirements, such as standards for hydro-carbon levels and durability, are stricter than the current European regulations, namelyconsider introducing the Euro 3 regulations.5 level emission regulation.

Japan is planning to implement Phase 3 emission requirements, which are similar to current standards because standards for hydro-carbon level are stricter than the next European regulations, namely the Euro 4 regulations. The Phase 3 emission requirement will be issued by October 2016, and introduce simultaneous application of the fuel evaporative gas regulation as well as mandatory installation of the On-Board Diagnostics (OBD) system.

The United States

Emissions regulations regarding off-road motorcycles and ATVs were introduced in 2006. In addition, the EPA adopted the current California emissions standards regarding on-road motorcycles on a national basis, two years behind the schedule of California. The EPA regulations include fuel permeation requirements rather than traditional evaporative emission standards. California issued new evaporative emission standards for off-road highway vehicle (ORHV) involving diurnal test and tip test. It will apply from the 2018 model year.

The EPA emission standard has strengthened the class III HC + NOx limit value to 0.8 g/km as of 2010 model year vehicles. As for greenhouse gases, reporting has been mandated for each emission gas (CO2 from 2011 model year, CH4 from 2012 model year and N2O from 2013 model year, respectively).

Europe

The EU has issued regulationsstate of California started to reform the Whole Vehicle Type Approval (WVTA) scheme in order to further enforce exhaust emissions followingconsider introducing the Euro 4 and Euro 5 steps. Euro 4 requirements apply to new type approved vehicles from January 2016 and will apply to all vehicles registered from January 2017. level emission regulation.

Europe

Euro 5 requirements other than catalyst monitoring of OBD (Onboard Diagnostics Regulation) will apply to new type approved vehicles from January 2020 and will apply to all vehicles registered from January 2021. The new requirements introduce not only mode emission gas restrictions but also evaporative emission, durability and OBD requirements. As for L1e category vehicles (mopeds), the Euro 4 requirementsCatalyst monitoring will apply to new type approved vehicles from 2017January 2023 and will apply to all vehicles registered from 2018 based onJanuary 2024.

China

China started to consider introducing the WVTA amendment.Euro 5 level emission regulation.

India

Other Regions

Other countries, mainly in Asia, have implemented tighter emissions regulations based on European regulations.

Japan, China, Korea, Thailand, Malaysia and Singapore are considering new exhaust emission standards based on the next European WVTA.

In Brazil, the Worldwide-harmonized Motorcycle Test Cycle (WMTC) was introduced. The WMTC became effective from the beginning of 2014. Brazil introduced the WMTC durability requirement as of January 2014 and introduced stricter emission limit and evaporative gas restrictions as of January 2016.

India has issuedimplemented a new emission regulation called Bharat Stage IV (BS IV). It, which applied to new motorcycles from April 2016 and will applyapplied to all motorcycles registered from April 2017. India is also consideringpublished a BS VI regulation (Euro 5 level exhaust emission regulation), which will apply from 2020. In doing so, they2020, except OBD stage 2. OBD stage 2 will skipapply from 2023.

Other Regions

Brazil started to consider introducing the introduction of a BS VEuro 5 level emission regulation.

Other countries, mainly in Asia, have implemented emissions regulations based on European regulations.

2. Recycling / REACH

Europe

The same REACH compliance required for motor vehicles is required for motorcycles.

Other Regions

Vietnam andimplemented motorcycle recycling laws on January 1, 2018. India each havehas announced a plan to implement motorcycle recycling laws in the near future.

3. Safety

Japan

In November 2007, the MLIT issued safety standards which have been applicable from July 1, 2012, for vehicles which use high voltage electric power such as electric vehicles or hybrid electric vehicles, to avoid electric shocks during normal operations and accidents. Further, in 2011, it adopted ECE R100, which was amended to incorporate the Japanese electrical safety standard.

The Japan Automobile Standards Internationalization Center (JASIC), which is organized by the MLIT and JAMA, among others, has started to review a proposal for the unification of Safety/Environment Standards, vehicle categories and certification in order to promote further internationalization of standards and certifications. JASIC made the proposal to other contracting parties of the 58/98 Agreement in 2009 and aims to reach an agreement among the contracting parties by 2017.

In February 2013, the MLIT established a homologation system for ultra-compact mobility vehicles. These are vehicles which are easier to maneuver in small spaces compared to automobiles, have superior environmental performance and can be utilized as a means of simple mobility for 1 or 2 passengers in regional areas. The system permits ultra-compact mobility vehicles to be run on public roads by adding features specific to such vehicles and relaxing certain existing standards without degrading the safety or environmental performances of the vehicles.

Japan implemented the EMC requirement (UNECE R10)has introduced safety regulations based on UNECE regulations as of August 1, 2011. The amended version (R10.04) will become applicable to new type vehicles from August 1, 2016 and to all vehicles from October 28, 2016.

described below.

Japan adopted the requirements for lighting devices (UN ECE R50) and symmetry front beams (UNECE R113) in 2015 and issued new standards for control/tell-tales (UNECE R60) which will apply to all motorcycles from July 1, 2017. They also issued new standards for advanced brake system (ABS: Anti-lock Brake System/ CBS: Combined Brake System) which will apply to new type motorcycles from October 1, 2018, and to all motorcycles from October 1, 2021.

The United States

The NHTSA amendedJapan adopted electric safety requirements for battery motorcycles (UNECE R136), and the federal standard for lighting devices (FMVSS 108) to change visibility and other requirements which became effective as of December 2012.

The NHTSA issued an amendment regulation to FMVSS108 “Lamps, reflective devices and associated equipment” to harmonize the license plate holder angle requirement (this allows license plates to be mounted on a plane up to 30 degrees upward; previously, the maximum allowable upward mounting angle was 15 degrees) with the European Regulation on December 17, 2015.

Europe

The EU has issued regulations to change the WVTA scheme in order to further enforce safety. The new safety regulations require advanced brake systems and functional safety and electrical safety requirements. The new EU WVTA (EU Regulation No. 168/2013) was published on March 2, 2013. This new system became applicableapplied to new type motorcycles from January 20162018, and will apply to new type mopedsall motorcycles from January 2017.

2020.

The EU Commission finalized Delegated Regulations concerning environmentalUnited States

There is no new regulation information for motorcycle safety.

Europe

There is no new regulation information for motorcycle safety.

China

China introduced a requirement for an advanced braking system, which shall be installed on new vehicle models manufactured on and propulsion unit performance (EU Regulation No. 134/2014), vehicle functional safety (EU Regulation No. 3/2014), vehicle constructionafter July 1, 2019, and general requirements (EU Regulation No. 44/2014). The Implementing Regulation (EU Regulation No. 901/2014) was publishedalso on all motorcycles manufactured on and after July 18, 20141, 2020. Motorcycles with engine capacity of more than 150cc and the regulations established the new EU WVTA system.not exceeding 250cc shall be equipped with ABS or CBS. Motorcycles with engine capacity of more than 250cc shall be equipped with ABS.

The new WVTA system requires motorcycle manufacturers to make vehicle repair and maintenance information available through their websites.

Other Regions

India

In India, the Auto Headlight On (AHO) function, which automatically turns on the head lamps when the engine is running, shall be installed on alltwo-wheelers manufactured on and after April 1, 2017 and also foron new vehicle models manufactured on and after April 1, 2018. All vehicles manufactured on and after April 1, 2019 shall be fittedequipped with an advanced brake system.Two-wheeled vehicles with engine capacity of not more than 125cc;125cc, continuous rated or net power not more than 11kw;11kw and power/weight ratio not more than 0.1 kw/kg shall be fittedequipped with ABS or CBS. All other categories oftwo-wheeled vehicles shall be fittedequipped with ABS in India. Furthermore, AIS 146, 147 and 148 have been proposed and will be the standards for stand, external projection and footrest strength. These standards will become closer to those required by the European regulations.

Other Regions

The Brazilian safety authority (DENATRAN) issued a new regulation regarding anti-theft devices, which requires the installation of an immobilizer and a vehicle tracking system on vehicles and motorcycles sold or registered from August 1, 2009. However, this regulation has not been implemented yet because the court determined that the regulation was unconstitutional. An official declaration was later issued to suspend the validity of this regulation on October 20, 2015. The Brazil transport authority (CONTRAN) issued a new standard concerning motorcycle braking based on the UN ECEUNECE Brake regulation (R78.03) as well as a new regulation mandating ABS/CBS installation. The Brazilian standardization authority (INMETRO) currently mandates parts certification for tires and batteries, but they will addadded drive/driven sprocket, drive chain and muffler to the scope of application from September 24, 2017 at customs clearance.

The Gulf Cooperation Council (GCC) started the operation of a motorcycle certification system in July 2014.

Brazilian government issued lighting regulation based on previous UNECE regulations; these regulations will be implemented from September 2018.

Many Asian countries, such as India, Thailand, Indonesia, Malaysia, Korea and Vietnam, are introducing various regulations, regarding lighting, braking, and anti-theft,horns, based on UN R (ECE) regulations.

Outline of Environmental and Safety Regulation for Power Products

1. Emissions

The United States

The EPA introduced more stringent exhaust standards and new evaporative emission standards for fuel tanks and fuel lines used in small non-road engines. The regulations applied starting in the 2011 model year for Class II engines (above 225 cc), in the 2012 model year for Class I engines (less than 225 cc and used in non-handheld applications) and generally in 2010 for handheld products. The EPA also adopted a more stringent level of emission standards for outboard and personal watercraft engines starting with the 2010 model year. This new regulation includes standards to control evaporative emissions for all vessels using marine spark-ignition engines.

In November 2015, CARB presented a policy to develop a regulation to replace 25% of spark-ignition engine products circulating in the market withzero-emission products by 2030.

Currently, rulemaking activities regarding research are led by CARB.

Canada

The Canadian federal government introduced emissions regulations generally equivalentIn April 2016, CARB has published an evaporative emission regulation applicable to the U.S. EPA regulations for outboard and personal watercraft engines implementing from the 20122018 model year. New regulations planyear and later.

In November 2017, CARB has published a final regulation to include controlsamend California’s evaporative emission regulation for smalloff-road spark ignition equipment.

Canada

In October 2017, the Department of Environment published a final regulation to align the stringency of exhaust emission regulation and evaporative emissions alignedemission regulation with the EPA Phase 3 regulations.regulations fornon-road small spark ignition engines.

China

An exhaust emission standard was introduced in China on March 1, 2011. Its requirements are based on the European exhaust emission regulations and are applicable to small spark-ignition engines fornon-road mobile machinery with 19 kW or less. The phasePhase 2 regulation with durability requirement started from January 1, 2014. The phasePhase 3 regulation is under discussion.development.

Europe

The European Committee started to consider the stage 3 regulation.has finalized strengthened exhaust emission regulation fornon-road small spark ignition engines (commonly known as Stage 5 regulation). Its requirement willlimit values of exhaust emission follow the U.S. EPA phasePhase 3 and the effective date will beis January 2018 or 2019.for new certification and January 1, 2019 for engines newly placed on the market.

Japan

The Japan Land Engine Manufacturers Association (LEMA) implemented the Phase 3 voluntary exhaust emission regulation from January 1, 2014. The requirements are consistent with the U.S. EPA Phase 3 regulation.

India

The Ministry of Environment issued a revised regulation for emission/noise standards applicable to gasoline/kerosene/LPG/CNG engine generators. The exhaust emission limits are very stringent. In particular, the CO level limit is less than half the limit allowed by the U.S. EPA Phase 3. It became effective as of June 2015.2014. The next stage of exhaust emission regulation is under development.

Australia

The Australian Federal Government announcedhas published a finalized regulation that they will introduceintroduces exhaust emission/evaporative emission regulations based on the U.S. EPA standards for all power products including outboard engines. NewExhaust emission regulations, which are scheduledaligned with EPA Phase 3 regulation, are to be implemented in 2017.from July 2018.

2. Recycling /RoHS/ RoHS / WEEE / REACH

Europe

The same REACH compliance required for motor vehicles is required for power products. In June 2011, the European Union Directive on the restriction of the use of certain hazardous substances in electrical and electronic equipment (RoHS) was wholly revised and most power products will be within its scope after 2019.

Other Regions

TurkeySeveral Asian and several AsianEastern Europe countries have adopted regulations which are similar to the European regulations (such as RoHS and WEEE). Ukraine and China plan to adopt regulations similar to European regulations which will apply to most power products.

3. Safety

Japan

Japan

The Institute of Agricultural Machinery amended the safety standard of backward speed requirements for walk-behind equipment from 3.6 km/h to 1.8 km/h, and the interpretation of splash protection guard requirements for brush cutters. New models have had to comply with the standard from April 2010 and all models have had to comply with it from April 2015.

The METI amended the technical requirements of the Electrical Appliances and Materials Safety Act and added requirements regarding the retention force of receptacle outlets and the flame resistance of circuit boards. These amended and additional requirements are scheduled to behave been implemented from July 2016.

The voluntary safety scheme for snow blowers newly included a requirement on dozers, which was implemented in April 2015.

The United States

Based on the “Consumer Product Safety Improvement Act of 2008”, walk-behind lawn mowers have had to comply with certificate requirements from November 11, 2008. The Consumer Product Safety Commission (CPSC) has enhanced the recall system by this Act. NFPA (National Fire Protection Association) 70 (NEC (National Electrical Code) 2014) has been amended and the installation of Ground Fault Circuit Interrupter (GFCI) has become mandatory for certain generators. In 2014, an American National Standard Institute (ANSI) Standard for Snow Blowers was amended. In 2015, a new ANSI Standard for Generators was published. In 2016, an ANSI Standard for Tillers was amended.

Europe

In November 2016, the U.S. Consumer Product Safety Commission promulgated a notice of proposed rule-making in the Federal Register, which proposes to restrict the carbon monoxide emission from portable generator rated 19kW and below. This regulation was proposed to address the carbon monoxide poisoning injuries occurring from portable generators.

Europe

The Low Voltage Directive (LVD) and the Electromagnetic Compatibility Directive (EMCD) have been amended and they became applicable from April 2016. Recreational Craft Directive (RCD) Stage 2 also became effective. The amendment to the Machinery Directive (the implementation timing is unknown) and the amendment to the Noise Directive (the implementation is expected to be started from 2021) are being planned. The Gas Appliance Regulation has been published and accordingly, the Gas Appliance Directive will expireexpired in April 2018.

The EU Commission plans to enhance existing noise regulation applicable to equipment intended to be used outdoors. This is a comprehensive rulemaking including expansion of the scope of regulation, enhanced noise limits, change to the conformity assessment system, among other things. The commission is expected to publish proposed regulation in 2019.

China

The General Administration of Quality Supervision, Inspection and Quarantine (AQSIQ) has issued final regulations for spark-ignition engines which include a wide variety of requirements such as machinery safety, thermal protection, electrical safety, and others. It became effective in 2015.

Other Regions

In 2015, Argentina amended the certification system for generators.generators in 2015 and amended the procedure of submission regarding the declaration of conformity in 2017. Also in 2015, Vietnam published a compulsory certification system for engine-driven sprayers. In Mexico, a compulsory certification system for brush cutters was proposed in 2015. In Australia, the Environment Protection Authority in New South Wales state issued the final regulation “Protection of the Environmental Operations (Noise Control) Regulation 2017”, amending the 2008 edition.

Preparing for the Future

Management Challenges and Preparing for the Future

The business environment surrounding Honda aimshas come to a major turning point. Values are diversifying, the population is aging, urbanization is accelerating, climate change is worsening, and the industrial structure is changing due to the energy shift and progress in technologies such as artificial intelligence (AI) and the Internet of Things (IoT), all on a global basis.

Amid such changes in the environment, Honda formulated the “2030 Vision” as a new challenge directed at the next generation that articulates the ways we can provide value unique to Honda in order to contribute to solving various social issues while continuing to achieve global growth by further encouraging and strengthening innovation as well as creating quality products that please the customers and exceed their expectations.

sustainable growth. By doing so, Honda will focus all its energieswork on the tasks set out below as it pursues the vision toward 2020 of “providing good products to customers with speed, affordability and low CO2 emissions”.

challenges described below.

1. Product Quality

To strengthen customer trust by offering products founded in safety and achieve a new level of outstanding quality of products, Honda has created a system that continuously enhances and improves quality at every stage: design, development, production, sales and service. Honda will strivework to improve its product quality by verification within each development, purchasing, production, salesimplementing a shared global quality management system and service department, along with integrated verification through coordination among those departments.by providing training and education aimed at improving the skills of employees involved in quality assurance.

2. Research and Development

In addition to engaging in traditional Mono-zukuri (the art of making things), Honda will continue to be innovative in advanced technologywork on the advancement of “mobility” and products, aiming to create and introduce new value-added products to quickly respond to specific needs in various markets aroundimprovement of “people’s daily lives” for people all over the world through the integration of Mono-zukuri and Koto-zukuri (new experiences drawn from the art of making things), with a new value that works cooperatively with people. Honda views that the expansion of possibilities of new value creation accompanying the evolution of digital technologies, such as AI and big data, in addition to its efforts to develop the most effective safety and environmental technologies, which includes the spread of electric-powered motor technology.recent years presents a good opportunity. As such, Honda will also continue its efforts to conductactively pursue open innovation through strategic collaboration mainly with outside companies and further focus on research on experimental technologies for the future.

and development in new areas.

3. Production Efficiency

Honda will strengthen its production systems at its global production bases and supply high-quality products flexibly and efficiently, with the aim of meeting the needs of its customers in each region.

In addition, Honda will work to reduce the environmental burden of its production bases while establishing production technologies to promote the global spread of electric-powered motor technology.technology globally. Honda will work at improving its global supply chain by devising more effective business continuity plans in order to respond to various risks including, but not limited to, natural disasters.

4. Sales Efficiency

Honda will remain proactive in its efforts to expand product lines and the innovative use of IT to demonstrateshow its continued commitment to meeting the needs of different customers throughout the world by upgrading its sales and service structure.

5. Safety Technologies

With the aim of realizing a collision-free mobile society, Honda will work actively in partnership with communities to build and improve the traffic environment in three areas: “Human (Safety Driving Education),” “Technology (Vehicle Safety Technologies)” and “Communication (Telecommunication Networks).”

Honda is workingwill nurture instructors for safety education, provide places and opportunities to learn, and develop educational programs and equipment, while making efforts to improve safety technologies that enhance accident prediction and prevention, technologies to help reduce the risk of injuries to passengers and pedestrians from car accidents, and enhance technologies to reduce the impact on the other vehicle, as well as technologies that enhance compatibility between large and small vehicles. Honda will also expandexpanding its lineup of products incorporating such technologies. In addition,

Honda will promote researchalso make efforts to improve safety by means of a system that can confirm traffic conditions in surrounding areas and developmenttraffic accident risks using wireless communication to commercialize automated driving. Honda will reinforceconnect with other cars and continue to advance its contribution to traffic safetymotorcycles as well as people in Japan and motorized societies abroad. Honda also intends to remain active in a variety of traffic safety programs, including advanced driving and motorcycling training programs provided by local dealerships.

surrounding areas who are carrying smartphones.

6. The Environment

Through its proprietary technologies and business activities, Honda will step up its effortswork to create better, cleanerdeal with climate change and more fuel-efficient engine technologiesenergy issues, efficient utilization of resources and preservation of clean air, with the aim of realizing azero-environmental impact society.

Responses to further improve recyclables throughout its product lines as well as further promote the development of fuel cells. With the long-term goal of reducingClimate Change and Energy Issues

Honda will seek to reduce total CO2 emissions by 50% compared to year 2000 levels by 2050, Honda has set an interim target to reduce CO2 emissions from its global products by 30% by 2020.2050. To achieve this, Honda will strengthen its efforts to realize reductionspromote the reduction of CO2 emitted from products mainly by expanding lineup of products with exceptional environmental performance and actively promoting the use of electric-powered motors, along with building an organizational structure for developing technologies for electric-powered motor products in CO2 emissions through its entire corporate activities including its supply chain. Furthermore, line with trends in fuel economy regulations and market needs around the world.

Honda will also strengthen its efforts in advancingdeveloping technologies in the area of total energy management to reduce CO2 emissions related to mobility and people’s everyday lives.lives, advancing energy-saving technologies in the area of business activities and effectively utilizing and diversifying energy mainly through megawatt scale solar power generation, with the aim of completely eliminating energy risk from heavy dependence on fossil fuels in the future.

Efficient Utilization of Resources

Honda will conduct effective utilization of resources and proper processing and recycling through cooperation/partnership with stakeholders in response to the depletion and resulting difficulty of obtaining rare earth metals and other resources.

Preservation of Clean Air

Honda will work to reduce harmful substances of exhaust gas at the product use stage by enhancing the environment performance of products, while complying with tighter exhaust gas regulations in various countries.

Honda will also work to preserve the air quality by bringing in thestate-of-the-art paint technology, which reduced harmful substances generated during the paint processes in production activities, to all automobile plants worldwide.

7. Continuing to Enhance Honda’s Social Reputation and Communication with the Community

In addition to continuing to provide products incorporating Honda’s advanced safety and environmental technologies, Honda will continue striving to enhance its social reputation by, among other things, strengthening its corporate governance, compliance, and risk management, as well as participating in community activities and making philanthropic contributions.

Through these company-wide activities, Honda will striveaims to be a company that itssociety, which includes our shareholders, our investors and our customers, and society want itwants to exist.

C. Organizational Structure

As of March 31, 2016,2018, the Company had 8991 Japanese subsidiaries and 279277 overseas subsidiaries. The following table sets out for each of the Company’s principal subsidiaries, the country of incorporation, function and percentage ownership and voting interest held by Honda.

 

Company

 Country of
Incorporation
 

Function

 Percentage
Ownership

and
Voting Interest
 

Honda R&D Co., Ltd.

 Japan Research & Development100.0

Honda Engineering Co., Ltd.

JapanManufacturing and Sales of machine tools, equipment and production techniques  100.0 

Honda Finance Co., Ltd.

 Japan Finance  100.0 

American Honda Motor Co., Inc.

 U.S.A. Sales  100.0 

Honda Aero., Inc.

 U.S.A. Manufacturing  100.0 

Honda North America, Inc.

 U.S.A. Coordination of Subsidiaries
Operation
  100.0 

Honda of America Mfg., Inc.

 U.S.A. Manufacturing  100.0 

American Honda Finance Corporation

 U.S.A. Finance  100.0 

Honda Aircraft Company, LLC

 U.S.A. Research & Development,
Manufacturing and Sales
  100.0

Company

Country of
Incorporation

Function

Percentage
Ownership

and
Voting Interest
 

Honda Manufacturing of Alabama, LLC

 U.S.A. Manufacturing  100.0 

Honda Manufacturing of Indiana, LLC

 U.S.A. Manufacturing  100.0 

Honda Transmission Mfg. of America, Inc.

 U.S.A. Manufacturing  100.0 

Honda R&D Americas, Inc.

 U.S.A. Research & Development  100.0 

Honda Canada Inc.

 Canada Manufacturing and Sales  100.0 

Honda Canada Finance Inc.

 Canada Finance  100.0 

Honda de Mexico, S.A. de C.V.

 Mexico Manufacturing and Sales  100.0 

Honda Motor Europe Limited

 U.K. Coordination of Subsidiaries
Operation and Sales
  100.0 

Honda of the U.K. Manufacturing Ltd.

 U.K. Manufacturing  100.0 

Honda Finance Europe plc

 U.K. Finance  100.0 

Honda Bank GmbH

 Germany Finance  100.0 

Honda Turkiye A.S

 Turkey Manufacturing and Sales  100.0 

Honda Motor (China) Investment Co., Ltd.

 China Coordination of Subsidiaries
Operation and Sales
  100.0 

Honda Auto Parts Manufacturing Co., Ltd.

 China Manufacturing  100.0 

Honda Automobile (China) Co., Ltd.

 China Manufacturing  65.0 

Honda Motorcycle & Scooter India (Private) Ltd.

 India Manufacturing and Sales  100.0 

Honda Cars India Limited

 India Manufacturing and Sales  100.0 

P.T. Honda Precision Parts Manufacturing

 Indonesia Manufacturing  100.0 

P.T. Honda Prospect Motor

 Indonesia Manufacturing and Sales  51.0 

Honda Malaysia Sdn Bhd

 Malaysia Manufacturing and Sales  51.0 

Honda Taiwan Co., Ltd.

 Taiwan Sales  100.0 

Asian Honda Motor Co., Ltd.

 Thailand Coordination of Subsidiaries
Operation and Sales
  100.0 

Honda Leasing (Thailand) Co., Ltd.

 Thailand Finance  100.0 

Honda Automobile (Thailand) Co., Ltd.

 Thailand Manufacturing and Sales  89.0 

Thai Honda Manufacturing Co., Ltd.

 Thailand Manufacturing  83.0 

A.P. Honda Co., Ltd.

 Thailand Sales  61.0 

Honda Vietnam Co., Ltd.

 Vietnam Manufacturing and Sales  70.0 

Company

Country of
Incorporation

Function

Percentage
Ownership
and
Voting Interest

Honda Motor de Argentina S.A.

 Argentina Manufacturing and Sales  100.0 

Honda South America Ltda.

 Brazil Coordination of Subsidiaries
Operation
  100.0 

Banco Honda S.A.

 Brazil Finance  100.0 

Honda Automoveis do Brasil Ltda.

 Brazil Manufacturing and Sales  100.0 

Moto Honda da Amazonia Ltda.

 Brazil Manufacturing and Sales  100.0 

D. Property, Plants and Equipment

The following table sets out information, as of March 31, 2016,2018, with respect to Honda’s principal manufacturing facilities, all of which are owned by Honda:

 

Location

  Number of
Employees
   

Principal Products Manufactured

Sayama, Saitama, Japan

   4,8164,962   Automobiles

Naka-ku, Hamamatsu, Shizuoka, Japan

   2,1711,998   Power products and transmissions

Suzuka, Mie, Japan

   6,0885,833   Automobiles

Ozu-machi,Kikuchi-gun, Kumamoto, Japan

   2,3992,192   Motorcycles,all-terrain vehicles, power products and engines

Greensboro, North Carolina, U.S.A

   9951,051   AircraftsAircraft

Burlington, North Carolina, U.S.A.

   8099   Aircraft engines

Marysville, Ohio, U.S.A.

   4,9055,209   Automobiles

Anna, Ohio, U.S.A.

   2,4292,591   Engines

East Liberty, Ohio, U.S.A.

   1,8612,116   Automobiles

Lincoln, Alabama, U.S.A.

   4,7674,794   Automobiles and engines

Greensburg, Indiana, U.S.A.

   2,1512,481   Automobiles

Alliston, Canada

   4,1754,339   Automobiles and engines

El Salto, Mexico

   1,5552,352   Motorcycles and automobiles

Celaya, Mexico

   4,7495,112   Automobiles

Swindon, U.K.

   2,5972,827   Automobiles and engines

Gebze, Turkey

   729895   Motorcycles and automobiles

Guangzhou, China

   888788   Automobiles

Gurgaon,Gurugram, India

   3,1602,714   Motorcycles

Greater Noida, India

   2,3862,482   Automobiles

Alwar, India

   2,4912,595   Motorcycles and automobiles

Narasapura, India

   1,5531,867   Motorcycles

Ahemdabad, India

   686785   Motorcycles

Karawang, Indonesia

   2,4152,675   Automobiles and engines

Melaka, Malaysia

   2,6462,718   Automobiles

Ayutthaya, Thailand

   2,9762,577   Automobiles

Prachinburi, Thailand

   8381,110   Automobiles

Bangkok, Thailand

   3,5783,485   Motorcycles and power products

Phuc Yen, Vietnam

   4,2284,435   Motorcycles and automobiles

Duy Tien, Vietnam

   266348   Motorcycles

Buenos Aires, Argentina

   1,1971,237   Motorcycles and automobiles

Sumare, Brazil

   3,3743,043   Automobiles

Manaus, Brazil

   6,8725,542   Motorcycles and power products

In addition to its manufacturing facilities, the Company’s properties in Japan include sales offices and other sales facilities in major cities, repair service facilities, and R&D facilities.

As of March 31, 2016,2018, the Company’s property, with a net book value of approximately ¥67.7¥58.7 billion, was subject to specific mortgages securing indebtedness.

Capital Expenditures

Capital expenditures in the fiscal year ended March 31, 20162018 were applied to the introduction of new models, as well as the improvement, streamlining and modernization of production facilities, and improvement of sales and R&D facilities.

Total capital expenditures for the year amounted to ¥2,615.0¥2,233.0 billion, increaseddecreased by ¥280.0¥190.6 billion from the previous year. Also, total capital expenditures, excluding equipment on operating leases, for the year amounted to ¥647.4¥433.8 billion, decreased by ¥6.3¥107.1 billion from the previous year. Spending by business segment is shown below.

 

   Fiscal years ended March 31, 
   2015   2016   Increase
(Decrease)
 
   Yen (millions) 

Motorcycle Business

  ¥68,171    ¥59,229    ¥(8,942

Automobile Business

   573,312     571,796     (1,516

Financial Services Business

   1,681,610     1,968,257     286,647  

Financial Services Business (Excluding Equipment on Operating Leases)

   432     719     287  

Power Product and Other Businesses

   11,896     15,754     3,858  

Total

  ¥2,334,989    ¥2,615,036    ¥280,047  

Total (Excluding Equipment on Operating Leases)

  ¥653,811    ¥647,498    ¥(6,313

   Fiscal years ended March 31, 
   2017   2018   Increase
(Decrease)
 
   Yen (millions) 

Motorcycle Business

  ¥50,040   ¥51,681   ¥1,641 

Automobile Business

   480,471    370,723    (109,748

Financial Services Business

   1,883,220    1,799,493    (83,727

Financial Services Business(Excluding Equipment on Operating Leases)

   524    338    (186

Power Product and Other Businesses

   10,006    11,150    1,144 

Total

  ¥2,423,737   ¥2,233,047   ¥(190,690

Total (Excluding Equipment on Operating Leases)

  ¥541,041   ¥433,892   ¥(107,149

Intangible assets are not included in the table above.

In Motorcycle business, we made capital expenditures of ¥59,229¥51,681 million in the fiscal year ended March 31, 2016.2018. Funds were allocated to the introduction of new models, as well as the improvement, streamlining and modernization of production facilities, and improvement of sales and R&D facilities.

In Automobile business, we made capital expenditures of ¥571,796¥370,723 million in the fiscal year ended March 31, 2016.2018. Funds were allocated to the introduction of new models, as well as the improvement, streamlining and modernization of production facilities, and improvement of sales and R&D facilities.

In Financial services business, capital expenditures excluding equipment on operating leases amounted to ¥719¥338 million in the fiscal year ended March 31, 2016,2018, while capital expenditures for equipment on operating leases were ¥1,967,538¥1,799,155 million. Capital expenditures in

In Power productsproduct and other businesses, capital expenditures of ¥11,150 million in the fiscal year ended March 31, 2016, totaling ¥15,754 million,2018, were deployed to upgrade, streamline, and modernize manufacturing facilities, for power products, and to improve R&D facilities for power products.facilities.

Plans after fiscal year 20162018

Our management mainly considers economic trends of each region, demand trends, situation of competitors and our business strategy such as introduction plans of new models in determining the future of projects.

The estimated amounts of capital expenditures for the fiscal year ending March 31, 20172019 are shown below.

 

   Fiscal year ending
March 31, 20172019
 
   Yen (millions) 

Motorcycle Business

  ¥54,20061,700 

Automobile Business

   492,800402,900 

Financial Services Business

   500400 

Power Product and Other Businesses

   12,50015,000 
  

 

 

 

Total

  ¥560,000480,000 
  

 

 

 

The estimated amount of capital expenditures for Financial services business in the above table does not include equipment on operating leases.

Intangible assets are not included in the table above.

Item 4A. Unresolved Staff Comments

We do not have any unresolved written comments provided by the staff of the SEC regarding our periodic reports under the Securities Exchange Act of 1934.

Item 5. Operating and Financial Review and Prospects

You should read the following discussion of our critical accounting policies and our financial positions and operating results together with our consolidated financial statements included in this Annual Report.

A. Operating Results

Overview

Business Environment

With respect toLooking at the economic environment surrounding Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method (hereinafter, the “Honda Group”) in the fiscal year ended March 31, 2018, the United States’States economy continued to recover,a steady recovery, mainly due to an improving jobs market, a gradual increaseimprovement in housing starts,employment conditions and growing personal consumption. Europe saw a gradual economic recovery, mainly due to improvement in employment conditions and growing personal consumption. In the Asian economies, India experienced a moderate recovery China’sfocused on domestic demand and the economies of Thailand and Indonesia started to pick up, while the Chinese economy slowed gradually, Indonesia experienced a slight slowing, and Thailand’s economy slowed down.continued an upward trend. The Japanese economy continued onsaw a gradual recovery, track, mainly due to ansteady improvement trend in employment conditions and ana gradual upturn in personal consumption, in addition to moderate growth in capital investment.

The trends, uncertainties, demands, commitments and events identified below may continue or recur, impacting the Company’s future financial results.

Overview of Fiscal Year 20162018 Operating Performance

Honda’s consolidated sales revenue for the fiscal year ended March 31, 20162018 increased from the fiscal year ended March 31, 2015,2017, due mainly to increased sales revenue in Automobileall business and Financial Services Business operations.operations as well as positive foreign currency translation effects. Operating profit decreased from the previous fiscal year, due mainly to an increase inincreased selling, general and administrative expenses, including product warranty expensesthe loss related to the settlement of multidistrict class action litigation as well as negative foreign currency effects,one-time gain from pension plan amendments recognized in the previous fiscal year, which was partially offset by an increase in profit attributable to increased sales revenue and model mix as well as continuing cost reduction.

Motorcycle Business

Honda’s consolidated unit sales of motorcycles, and all-terrain vehicles (ATVs) andside-by-sides (SxS) in fiscal year 20162018 totaled 10,57212,954 thousand units, a decreasean increase of 1.4%15.3% from the previous fiscal year, due mainly to a decline in Brazil which more than offset increases primarily in VietnamIndia and the Philippines.Vietnam.

Automobile Business

Honda’s consolidated unit sales of automobiles totaled 3,6363,689 thousand units in fiscal year 2016,2018, an increase of 3.5%0.2% from the previous fiscal year, due mainly to increases in sales units primarily in North AmericaJapan and Asia followingmainly driven by the launch of new models, and full-model-changes. On the other hand, sales primarily declinedwhich more than offset a decline in Japan as a result of difficult market conditions.North America.

Power Product and Other Businesses

Honda’s consolidated unit sales of power products in fiscal year 20162018 totaled 5,9656,262 thousand units, a decreasean increase of 0.3%2.3% from the previous fiscal year, primarily due to a decrease in sales in Europe which more than offset an increase in North Americasales units primarily in Asia and other countries.Other Regions.

Fiscal Year 20162018 Compared with Fiscal Year 20152017

Sales Revenue

Honda’s consolidated sales revenue for the fiscal year ended March 31, 2016,2018, increased by ¥1,273.0¥1,361.9 billion, or 9.6%9.7%, to ¥14,601.1¥15,361.1 billion from the fiscal year ended March 31, 2015,2017, due mainly to increased sales revenue in the Automobileall business and Financial services business operations.operations as well as positive foreign currency translation effects. Honda estimates that by applying Japanese

yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥853.9¥963.1 billion, or 6.4%6.9%, compared to the increase as reported of ¥1,273.0¥1,361.9 billion, which includes positive foreign currency translation effects.

Operating Costs and Expenses

Operating costs and expenses increased by ¥1,440.2¥1,369.0 billion, or 11.4%10.4%, to ¥14,097.7¥14,527.5 billion from the previous fiscal year. Cost of sales increased by ¥1,001.6¥1,134.7 billion, or 9.7%10.4%, to ¥11,332.3¥12,000.5 billion from the previous fiscal year, due mainly to an increase in costs attributable to increased consolidated unit sales revenue in all business operations,one-time gain from pension plan amendments recognized in the Automobile business.previous fiscal year as well as negative foreign currency effects. Selling, general and administrative expenses increased by ¥388.3¥173.9 billion, or 22.6%10.9%, to ¥2,108.8¥1,775.1 billion from the previous fiscal year, due mainly to the loss related to the settlement of multidistrict class action litigation as well asone-time gain from pension plan amendments recognized in the previous fiscal year. Research and development expenses increased by ¥60.4 billion, or 8.7%, to ¥751.8 billion from the previous fiscal year, due mainly toone-time gain from pension plan amendments recognized in the previous fiscal year.

Operating Profit

Operating profit decreased by ¥7.1 billion, or 0.9%, to ¥833.5 billion from the previous fiscal year, due mainly to increased product warranty expenses. Product warranty expenses include expenses related to airbag inflators. Research and development expenses increased by ¥50.3 billion, or 8.3%, to ¥656.5 billion from the previous fiscal year.

Operating Profit

Operating profit decreased by ¥167.2 billion, or 24.9%, to ¥503.3 billion from the previous fiscal year, due mainly to an increase in selling, general and administrative expenses, including product warranty expenses and negative foreign currency effects,the loss related to the settlement of multidistrict class action litigation as well asone-time gain from pension plan amendments recognized in the previous fiscal year, which was partially offset by an increase in profit attributable to increased sales revenue and model mix as well as continuing cost reduction. Honda estimates that by excluding negativepositive foreign currency effects of approximately ¥60.1¥21.9 billion, operating profit would have decreased by approximately ¥107.0¥29.0 billion.

With respect to the discussion above of the changes, management identified factors and used what it believes to be a reasonable method to analyze the respective changes in such factors. Management analyzed changes in these factors at the levels of the Company and its material consolidated subsidiaries. “Foreign currency effects” consist of “translation adjustments”, which come from the translation of the currency of foreign subsidiaries’ financial statements into Japanese yen, and “foreign currency adjustments”, which result from foreign-currency-denominated sales.transaction. With respect to “foreign currency adjustments”, management analyzed foreign currency adjustments primarily related to the following currencies: U.S. dollar, Japanese yen and others at the level of the Company and its material consolidated subsidiaries. The estimates excluding the foreign currency effects are not on the same base as Honda’s consolidated financial statements, and do not conform to IFRS. Furthermore, Honda does not believe that these measures are substitute for the disclosure required by IFRS. However, Honda believes that such estimates excluding the foreign currency effects provide financial statements users with additional useful information for understanding Honda’s results.

Profit before Income Taxes

Profit before income taxes decreasedincreased by ¥170.7¥107.9 billion, or 21.2%10.7%, to ¥635.4 billion.¥1,114.9 billion, due mainly to increased share of profit of investments accounted for using the equity method. The main factors behind this decrease,increase, except factors relating to operating profit, are as follows:

Share of profit of investments accounted for using the equity method had a positive impact of ¥29.9¥82.8 billion, due mainly to an increase in profit attributable to increased sales revenue at affiliates and joint ventures in Asia, which was partially offset by a recognition of impairment loss on certain investments accounted for using the equity method.Asia.

Finance income and finance costs had a negativepositive impact of ¥33.4¥32.2 billion, due mainly to a decrease ineffect from gains or losses on foreign exchange.derivatives. For further details, see note “(22) Finance Income and Finance Costs” to the accompanying consolidated financial statements.

Income Tax Expense

Income tax expense decreased by ¥16.0¥341.2 billion or 6.5%, to ¥229.0a credit of ¥13.6 billion from the previous fiscal year.year, due mainly to the impacts of the enactment of the Tax Cuts and Jobs Act in the United States. The average effective tax rate increased 5.7decreased 33.7 percentage points to 36.1%-1.2% from the previous fiscal year. For further details, see “(a) Income Tax Expense” of note “(23) Income Taxes” to the accompanying consolidated financial statements.

Profit for the Year

Profit for the year decreasedincreased by ¥154.7¥449.2 billion, or 27.6%66.1%, to ¥406.3¥1,128.6 billion from the previous fiscal year.year, due mainly to the impacts of the enactment of the Tax Cuts and Jobs Act in the United States.

Profit for the Year Attributable to Owners of the Parent

Profit for the year attributable to owners of the parent decreasedincreased by ¥164.9¥442.7 billion, or 32.4%71.8%, to ¥344.5¥1,059.3 billion from the previous fiscal year.

Profit for the Year Attributable toNon-controlling Interests

Profit for the year attributable tonon-controlling interests increased by ¥10.1¥6.4 billion, or 19.7%10.3%, to ¥61.8¥69.3 billion from the previous fiscal year.

Business Segments

Motorcycle Business

Honda’s consolidated unit sales of motorcycles,all-terrain vehicles (ATVs) andside-by-sides (SxS) totaled 12,954 thousand units, increased by 15.3% from the previous fiscal year, due mainly to an increase in consolidated unit sales in all regions.

Sales revenue from external customers increased by ¥322.5 billion, or 18.8%, to ¥2,038.7 billion from the previous fiscal year, due mainly to increased consolidated unit sales. The impact of price changes was immaterial on sales revenue. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥246.5 billion, or 14.4%, compared to the increase as reported of ¥322.5 billion, which includes positive foreign currency translation effects.

Operating costs and expenses increased by ¥226.2 billion, or 14.6%, to ¥1,771.6 billion from the previous fiscal year. Cost of sales increased by ¥218.1 billion, or 17.5%, to ¥1,466.8 billion, due mainly to an increase in costs attributable to increased consolidated unit sales as well asone-time gain from pension plan amendments recognized in the previous fiscal year. Selling, general and administrative expenses increased by ¥3.3 billion, or 1.6%, to ¥219.4 billion, due mainly toone-time gain from pension plan amendments recognized in the previous fiscal year. Research and development expenses increased by ¥4.7 billion, or 5.9%, to ¥85.4 billion, due mainly toone-time gain from pension plan amendments recognized in the previous fiscal year.

Operating profit increased by ¥96.2 billion, or 56.4%, to ¥267.0 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales volume and model mix, which was partially offset byone-time gain from pension plan amendments recognized in the previous fiscal year.

Japan

Total industry demand for motorcycles in Japan* was approximately 370 thousand units in fiscal year 2018, which was basically unchanged from the previous fiscal year.

Honda’s consolidated unit sales in Japan increased 7.1% from the previous fiscal year to 167 thousand units in fiscal year 2018, mainly reflecting the effect of launching new models such as theCBR250RR andRebel250.

*Source: JAMA (Japan Automobile Manufacturers Association)

North America

Total demand for motorcycles andall-terrain vehicles (ATVs) in the United States*, the principal market within North America, decreased around 3% from the previous year to approximately 680 thousand units in calendar year 2017.

Honda’s consolidated unit sales in North America increased 6.5% from the previous fiscal year to 313 thousand units in fiscal year 2018. This was mainly due to the effect of launching new models such as theRebel300 andRebel500, primarily in the United States.

*Source: MIC (Motorcycle Industry Council)

The total includes motorcycles and ATVs, but does not includeside-by-sides (SxS).

Europe

Total demand for motorcycles in Europe* decreased around 7% from the previous year to approximately 850 thousand units in calendar year 2017.

Honda’s consolidated unit sales in Europe increased 7.8% from the previous fiscal year to 234 thousand units in fiscal year 2018, mostly as a result of robust sales of scooter models such as theX-ADV model.

*Based on Honda research. Only includes the following 10 countries: the United Kingdom, Germany, France, Italy, Spain, Switzerland, Portugal, the Netherlands, Belgium and Austria.

Asia

Total demand for motorcycles in Asia* increased around 6% from the previous year to approximately 42,300 thousand units in calendar year 2017.

Looking at market conditions by country, in calendar year 2017, demand in India increased about 8% from the previous year to approximately 19,170 thousand units. Demand in China decreased around 1% from the previous year to approximately 7,930 thousand units. Demand in Indonesia increased around 2% from the previous year to approximately 6,310 thousand units. Vietnam saw demand increase around 5% from the previous year to approximately 3,260 thousand units. Demand in Pakistan increased around 18% from the previous year to approximately 1,960 thousand units. Demand in Thailand increased around 4% from the previous year to approximately 1,810 thousand units.

Honda’s consolidated unit sales in Asia increased 16.9% from the previous fiscal year to 11,120 thousand units in fiscal year 2018. This was due to brisk sales of scooter models such as theActiva in India and theVision in Vietnam, among other factors.

Honda’s consolidated unit sales do not include sales by P.T. Astra Honda Motor in Indonesia, which is accounted for using the equity method. P.T. Astra Honda Motor’s unit sales for fiscal year 2018 increased around 0.4% from the previous fiscal year to approximately 4,380 thousand units due mainly to an increase in sales of the subsidiariesScoopy model, despite decreases in Asia which have non-controlling interests.sales of theVario series and other models.

 

*Based on Honda research. Only includes the following eight countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, India, Pakistan and China.

Business Segments

Other Regions

Total demand for motorcycles in Brazil*, the principal market within Other Regions, decreased about 5% from the previous year to approximately 810 thousand units in calendar year 2017.

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales increased 6.0% from the previous fiscal year to 1,120 thousand units in fiscal year 2018 due mainly to an increase in Argentina, despite a decrease in Brazil.

 

*Source: ABRACICLO (the Brazilian Association of Motorcycle, Moped, and Bicycle Manufacturers)

MotorcycleAutomobile Business

Honda’s consolidated unit sales of motorcycles and all-terrain vehicles (ATVs)automobiles totaled 10,5723,689 thousand units, decreasedincreased by 1.4%0.2% from the previous fiscal year, due mainly to a decreasean increase in consolidated unit sales in Other Regions, which was partially offset by increase in Asia.

Sales revenue from external customers decreasedincreased by ¥41.2¥765.3 billion, or 2.2%7.6%, to ¥1,805.4¥10,852.1 billion from the previous fiscal year, due mainly to negativeincreased consolidated unit sales as well as positive foreign currency translation effects. The impact of price changes was immaterial on sales revenue. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥13.1¥495.1 billion, or 0.7%4.9%, compared to the increase as reported of ¥765.3 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥788.5 billion, or 7.7%, to ¥11,045.2 billion from the previous fiscal year.

Operating costs and expenses increased by ¥915.8 billion, or 9.4%, to ¥10,671.3 billion from the previous fiscal year. Cost of sales increased by ¥703.7 billion, or 8.9%, to ¥8,651.3 billion, due mainly to an increase in costs attributable to increased consolidated unit sales,one-time gain from pension plan amendments recognized in the previous fiscal year as well as negative foreign currency effects. Selling, general and administrative expenses increased by ¥155.9 billion, or 12.7%, to ¥1,379.5 billion, due mainly to the loss related to the settlement of multidistrict class action litigation as well asone-time gain from pension plan amendments recognized in the previous fiscal year. Research and development expenses increased by ¥56.2 billion, or 9.6%, to ¥640.5 billion, due mainly toone-time gain from pension plan amendments recognized in the previous fiscal year.

Operating profit decreased by ¥127.3 billion, or 25.4%, to ¥373.8 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses, the loss related to the settlement of multidistrict class action litigation as well asone-time gain from pension plan amendments recognized in the previous fiscal year, which was partially offset by continuing cost reduction as well as an increase in profit attributable to increased sales volume and model mix.

Proportion of retail unit sales by vehicle category and principal automobile products:

  Fiscal year ended
March 31,
 
  2017  2018 

Passenger cars:

  51  50
Accord, City, Civic, Crider, Fit/Jazz  

Light trucks:

  43  44
CR-V, Freed, Odyssey, Pilot,Vezel/HR-V,XR-V  

Mini vehicles:

  6  6

N-BOX

  

Although there are various factors that affect the profitability of each vehicle category, sales price is an important factor in determining profitability. In general, the weighted average sales price in the light trucks category is higher relative to the total average sales price, while the weighted average sales price in the mini vehicles category, which is unique to the Japanese market, is relatively lower, although sales price varies from model to model.

In general, the contribution margin of the light trucks category tends to be higher relative to the total weighted average contribution margin because the sales price is higher, while the contribution margin of the mini vehicles category tends to be relatively lower because the sales price is lower, although the level of contribution margin varies from model to model. For example, in Japan and the United States, which are the main sales markets for our automobiles, the contribution margin of our light trucks category was approximately 35% higher, our passenger cars category was approximately 20% lower and our mini vehicles category was approximately 55% lower than total weighted average contribution margin for the fiscal year ended March 31, 2018. It should be noted that we define contribution margin as an amount per unit of net sales minus material cost, which is thought to increase in almost direct proportion to net sales volume.

Japan

Total demand for automobiles in Japan*1 increased around 2% from the previous fiscal year to approximately 5,190 thousand units in fiscal year 2018.

Honda’s consolidated unit sales in Japan increased 4.0% from the previous fiscal year to 627 thousand units*2in fiscal year 2018. This was mainly due to the effect of a full model change of theN-BOX model.

Honda’s unit production of automobiles in Japan increased 2.3% from the previous fiscal year to 829 thousand units in fiscal year 2018. This was mainly due to an increase in domestic sales volume, despite a decrease in export volume.

*1Source: JAMA (Japan Automobile Manufacturers Association), as measured by the number of regular vehicle registrations (661cc or higher) and mini vehicles (660cc or lower)

*2Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries and sold through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to external customers in the Automobile business. Accordingly, they are not included in consolidated unit sales.

North America

Total industry demand for automobiles in the United States*, the principal market within North America, decreased around 2% from the previous year to approximately 17,230 thousand units in calendar year 2017. This result reflected decreased demand for passenger cars, which offset a continued increase for light trucks due to the introduction of new models.

Under these conditions, Honda’s consolidated unit sales in North America decreased 3.5% from the previous fiscal year to 1,902 thousand units in fiscal year 2018. This decrease was mainly attributable to a decline in sales volume of passenger cars, which offset an increase for thePilot model.

Honda manufactured 1,864 thousand units in fiscal year 2018, a decrease of 3.7% from the previous fiscal year. This decrease mainly reflected production adjustments following a decrease in demand for passenger cars, which offset an increase for light trucks.

*Source: Autodata

Europe

Total demand for automobiles in Europe* increased about 3% from the previous year to approximately 15,630 thousand units in calendar year 2017, mainly driven by the gradual recovery in economic conditions.

Honda’s consolidated unit sales in Europe decreased 0.5% from the previous fiscal year to 183 thousand units in fiscal year 2018. This was mainly due to decreased sales of theCR-V model.

Unit production at Honda’s U.K. plant in fiscal year 2018 increased 10.0% from the previous fiscal year to 164 thousand units, mainly due to an increase in exports of theCivic Hatchback model to North America.

*Source: ACEA (Association des Constructeurs Europeens d’Automobiles (the European Automobile Manufacturers’ Association)) New passenger car registrations cover 28 EU countries and three EFTA countries.

Asia

Total demand for automobiles in Asia increased around 7% from the previous year to approximately 7,950 thousand units*1 in calendar year 2017. This was mainly due to increases in demand in India and Thailand. Total demand for automobiles in China increased about 3% from the previous calendar year to approximately 28,870 thousand units*2.

Honda’s consolidated unit sales in Asia increased 6.0% from the previous fiscal year to 725 thousand units in fiscal year 2018. This increase was mainly attributable to the effect of a full model change of theCR-V model in Thailand and the newBR-V model in Pakistan, despite a decline in sales in Indonesia.

Honda’s consolidated unit sales do not include unit sales of Dongfeng Honda Automobile Co., Ltd. and GAC Honda Automobile Co., Ltd., both of which are joint ventures accounted for using the equity method in China. Unit sales in China increased 12.7% from the previous fiscal year to 1,443 thousand units in fiscal year 2018. The increase was mainly attributable to the effect of launching the newUR-V model and brisk sales of theAvancier andCivic models.

Honda’s unit production by consolidated subsidiaries in Asia increased 6.1% from the previous fiscal year to 798 thousand units*3 in fiscal year 2018.

Meanwhile, unit production by Chinese joint ventures Dongfeng Honda Automobile Co., Ltd. and GAC Honda Automobile Co., Ltd. increased 15.2% from the previous fiscal year to 1,451 thousand units in fiscal year 2018.

*1The total is based on Honda research and includes the following eight countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.
*2Source: CAAM (China Association of Automobile Manufacturers)
*3The total includes the following nine countries: China, Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.

Other Regions

Total industry demand for automobiles in Brazil, the principal market within Other Regions, increased around 9% from the previous year to approximately 2,170 thousand units* in calendar year 2017. The increase was supported by the recovery of business sentiment.

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales increased 4.1% from the previous fiscal year to 252 thousand units in fiscal year 2018. The increase mainly reflected the effect of launching the newWR-V model in Brazil.

Unit production at Honda’s plant in Brazil increased 14.7% from the previous fiscal year to 138 thousand units in fiscal year 2018.

*Source: ANFAVEA (Associação Nacional dos Fabricantes de Veiculos Automotores (the Brazilian Automobile Association)) The total includes passenger cars and light commercial vehicles.

Financial Services Business

To support the sale of its products, Honda provides retail lending and leasing to customers and wholesale financing to dealers through its finance subsidiaries in Japan, the United States, Canada, the United Kingdom, Germany, Brazil and Thailand.

Total amount of receivables from financial services and equipment on operating leases of finance subsidiaries on March 31, 2018, is ¥9,046.1 billion, which is basically unchanged from March 31, 2017. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, total amount of receivables from financial services and equipment on operating leases of finance subsidiaries as of March 31, 2018 would have increased by approximately ¥360.9 billion, or 4.0%, compared to the previous fiscal year.

Sales revenue from external customers increased by ¥245.1 billion, or 13.1%, to ¥2,123.1 billion from the previous fiscal year, due mainly to increased revenues on disposition of lease vehicles and operating lease revenues. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥201.7 billion, or 10.7%, compared to the increase as reported of ¥245.1 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥245.9 billion, or 13.0%, to ¥2,137.2 billion from the previous fiscal year.

Operating costs and expenses increased by ¥228.3 billion, or 13.3%, to ¥1,941.1 billion from the previous fiscal year. Cost of sales increased by ¥217.6 billion, or 13.5%, to ¥1,826.3 billion from the previous fiscal year, due mainly to an increase in costs attributable to increased revenues on disposition of lease vehicles and operating lease revenues. Selling, general and administrative expenses increased by ¥10.6 billion, or 10.3%, to ¥114.8 billion.

Operating profit increased by ¥17.6 billion, or 9.9%, to ¥196.0 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue.

Power Product and Other Businesses

Honda’s consolidated unit sales of power products totaled 6,262 thousand units, increased by 2.3% from the previous fiscal year, due mainly to increased consolidated unit sales in Asia and Other Regions.

Sales revenue from external customers increased by ¥28.9 billion, or 9.1%, to ¥347.0 billion from the previous fiscal year, due mainly to increased consolidated unit sales in power products as well as positive foreign currency translation effects. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥19.7 billion, or 6.2%, compared to the increase as reported of ¥28.9 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥21.4 billion, or 6.1%, to ¥371.1 billion from the previous fiscal year.

Operating costs and expenses increased by ¥15.1 billion, or 4.2%, to ¥374.5 billion from the previous fiscal year. Cost of sales increased by ¥11.7 billion, or 4.3%, to ¥287.2 billion, due mainly to an increase in costs

attributable to increased consolidated unit sales in Power product business,one-time gain from pension plan amendments recognized in the previous fiscal year as well as negative foreign currency effects. Selling, general and administrative expenses increased by ¥3.9 billion, or 6.8%, to ¥61.3 billion, due mainly toone-time gain from pension plan amendments recognized in the previous fiscal year. Research and development expenses decreased by ¥0.5 billion, or 2.0%, to ¥25.9 billion from the previous fiscal year, despiteone-time gain from pension plan amendments recognized in the previous fiscal year.

Operating loss was ¥3.3 billion, an improvement of ¥6.2 billion from the previous fiscal year, due mainly to a decrease in operating costs in Other businesses, which was partially offset byone-time gain from pension plan amendments recognized in the previous fiscal year. In addition, operating loss of aircraft and aircraft engines included in the Power product and other businesses segment was ¥41.8 billion, an improvement of ¥1.9 billion from the previous fiscal year.

Japan

Honda’s consolidated unit sales in power product business operations in Japan decreased 0.3% from the previous fiscal year to 300 thousand units in fiscal year 2018 mainly due to a decline in sales of tillers, despite an increase in sales of OEM engines* and other factors.

*OEM (Original Equipment Manufacturer) engines: refers to engines installed on products sold under a third-party brand.

North America

Honda’s consolidated unit sales in North America increased 1.2% from the previous fiscal year to 3,012 thousand units in fiscal year 2018 mainly attributable to an increase in sales of generators.

Europe

Honda’s consolidated unit sales in Europe decreased 1.3% from the previous fiscal year to 1,022 thousand units in fiscal year 2018 mainly due to decreases in sales of lawnmowers and trimmers, despite an increase in sales of OEM engines and other factors.

Asia

Honda’s consolidated unit sales in Asia increased 5.7% from the previous fiscal year to 1,512 thousand units in fiscal year 2018. This was mainly due to increases in sales of OEM engines and pumps.

Other Regions

Honda’s consolidated unit sales in Other Regions (including South America, the Middle East, Africa, Oceania and other areas) increased 10.1% from the previous fiscal year to 416 thousand units in fiscal year 2018 mainly due to increases in sales of pumps and lawnmowers.

Geographical Information

Japan

In Japan, sales revenue from domestic and export sales increased by ¥367.2 billion, or 8.9%, to ¥4,480.6 billion from the previous fiscal year, due mainly to increased sales revenue in all business operations. Operating profit decreased by ¥17.6 billion, or 16.9%, to ¥86.9 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses as well asone-time gain from pension plan amendments recognized in the previous fiscal year, which was partially offset by an increase in profit attributable to increased sales revenue and model mix as well as positive foreign currency effects.

North America

In North America, where the United States is the principal market, sales revenue increased by ¥486.5 billion, or 6.0%, to ¥8,584.6 billion from the previous fiscal year, due mainly to increased sales revenue in all business operations. Operating profit decreased by ¥120.2 billion, or 30.2%, to ¥278.4 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses as well as the loss related to the settlement of multidistrict class action litigation, which was partially offset by continuing cost reduction.

Europe

In Europe, sales revenue increased by ¥127.8 billion, or 16.2%, to ¥917.2 billion from the previous fiscal year, due mainly to increased sales revenue in the Automobile business and Motorcycle business. Operating profit increased by ¥3.7 billion, or 30.8%, to ¥15.8 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue and model mix.

Asia

In Asia, sales revenue increased by ¥764.9 billion, or 22.1%, to ¥4,221.0 billion from the previous fiscal year, due mainly to increased sales revenue in the Automobile business and Motorcycle business. Operating profit increased by ¥71.1 billion, or 21.5%, to ¥402.6 billion from the previous fiscal year, due mainly to continuing cost reduction as well as an increase in profit attributable to increased sales revenue and model mix.

Other Regions

In Other Regions, sales revenue increased by ¥104.0 billion, or 14.2%, to ¥837.5 billion from the previous fiscal year, due mainly to increased sales revenue in the Automobile business and Motorcycle business. Operating profit increased by ¥14.8 billion, or 51.1%, to ¥43.8 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue and model mix.

Fiscal Year 2017 Compared with Fiscal Year 2016

Sales Revenue

Honda’s consolidated sales revenue for the fiscal year ended March 31, 2017, decreased by ¥601.9 billion, or 4.1%, to ¥13,999.2 billion from the fiscal year ended March 31, 2016, due mainly to negative foreign currency translation effects, which was partially offset by increased consolidated unit sales in all business operations as well as an increase in sales revenue in the Financial services business. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥722.6 billion, or 4.9%, compared to the decrease as reported of ¥41.2¥601.9 billion, which includes negative foreign currency translation effects.

Operating Costs and Expenses

Operating costs and expenses decreased by ¥30.8¥939.2 billion, or 1.9%6.7%, to ¥1,623.6¥13,158.4 billion from the previous fiscal year. Cost of sales decreased by ¥30.3¥466.5 billion, or 2.3%4.1%, to ¥1,312.4¥10,865.8 billion from the previous fiscal year, due mainly to the impact of pension plan amendments as well as positive foreign currency effects, which was partially offset by an increase in costs attributable to increased consolidated unit sales in all business operations. Selling, general and administrative expenses decreased by ¥507.6 billion, or 24.1%, to ¥1,601.2 billion from the previous fiscal year, due mainly to decreased product warranty expenses as well as the impact of pension plan amendments. Research and development expenses increased by ¥34.9 billion, or 5.3%, to ¥691.4 billion from the previous fiscal year, which was partially offset by a decrease in costs attributable to the impact of pension plan amendments.

Operating Profit

Operating profit increased by ¥337.3 billion, or 67.0%, to ¥840.7 billion from the previous fiscal year, due mainly to decreased selling, general and administrative expenses including product warranty expenses, continuing cost reduction, increase in profit attributable to increased sales revenue and model mix as well as the impact of pension plan amendments, which was partially offset by an increase in research and development expenses as well as negative foreign currency effects. Honda estimates that by excluding negative foreign currency effects of approximately ¥283.2 billion, operating profit would have increased by approximately ¥620.5 billion.

With respect to the discussion above of the changes, management identified factors and used what it believes to be a reasonable method to analyze the respective changes in such factors. Management analyzed changes in these factors at the levels of the Company and its material consolidated subsidiaries. “Foreign currency effects” consist of “translation adjustments”, which come from the translation of the currency of foreign subsidiaries’ financial statements into Japanese yen, and “foreign currency adjustments”, which result from foreign-currency-denominated transaction. With respect to “foreign currency adjustments”, management analyzed foreign currency adjustments primarily related to the following currencies: U.S. dollar, Japanese yen and others at the level of the Company and its material consolidated subsidiaries. The estimates excluding the foreign currency effects are not on the same base as Honda’s consolidated financial statements, and do not conform to IFRS. Furthermore, Honda does not believe that these measures are substitute for the disclosure required by IFRS. However, Honda believes that such estimates excluding the foreign currency effects provide financial statements users with additional useful information for understanding Honda’s results.

Profit before Income Taxes

Profit before income taxes increased by ¥371.5 billion, or 58.5%, to ¥1,006.9 billion. The main factors behind this increase, except factors relating to operating profit, are as follows:

Share of profit of investments accounted for using the equity method had a positive impact of ¥38.7 billion, due mainly to an increase in profit attributable to increased sales revenue at affiliates and joint ventures in Asia.

Finance income and finance costs had a negative impact of ¥4.5 billion, due mainly to effect from gains or losses on derivatives. For further details, see note “(22) Finance Income and Finance Costs” to the accompanying consolidated financial statements.

Income Tax Expense

Income tax expense increased by ¥98.5 billion, or 43.0%, to ¥327.5 billion from the previous fiscal year. The average effective tax rate decreased 3.6 percentage points to 32.5% from the previous fiscal year. For further details, see “(a) Income Tax Expense” of note “(23) Income Taxes” to the accompanying consolidated financial statements.

Profit for the Year

Profit for the year increased by ¥273.0 billion, or 67.2%, to ¥679.3 billion from the previous fiscal year.

Profit for the Year Attributable to Owners of the Parent

Profit for the year attributable to owners of the parent increased by ¥272.0 billion, or 79.0%, to ¥616.5 billion from the previous fiscal year.

Profit for the Year Attributable toNon-controlling Interests

Profit for the year attributable tonon-controlling interests increased by ¥0.9 billion, or 1.6%, to ¥62.8 billion from the previous fiscal year.

Business Segments

Motorcycle Business

Honda’s consolidated unit sales of motorcycles andall-terrain vehicles (ATVs) totaled 11,237 thousand units, increased by 6.3% from the previous fiscal year, due mainly to an increase in consolidated unit sales in Asia, which was partially offset by a decrease in Other Regions.

Sales revenue from external customers decreased by ¥89.2 billion, or 4.9%, to ¥1,716.1 billion from the previous fiscal year, due mainly to negative foreign currency translation effects, which was partially offset by an increase in consolidated unit sales. The impact of price changes was immaterial on sales revenue. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥101.5 billion, or 5.6%, compared to the decrease as reported of ¥89.2 billion, which includes negative foreign currency translation effects.

Operating costs and expenses decreased by ¥78.2 billion, or 4.8%, to ¥1,545.4 billion from the previous fiscal year. Cost of sales decreased by ¥63.8 billion, or 4.9%, to ¥1,248.6 billion, due mainly to the impact of pension plan amendments as well as positive foreign currency effects, which was partially offset by an increase in costs attributable to increased consolidated unit sales. Selling, general and administrative expenses decreased by ¥8.4 billion, or 3.7%, to ¥216.0 billion, due mainly to a decrease in costs attributable to decreased consolidated unit sales and positive foreign currency effects. Selling, general and administrative expenses decreased by ¥9.3 billion, or 4.0%, to ¥224.5 billion, due mainly tothe impact of pension plan amendments as well as positive foreign currency effects. Research and development expenses increaseddecreased by ¥8.8¥5.9 billion, or 11.4%6.9%, to ¥86.6 billion.

¥80.6 billion, due mainly to a decrease in costs attributable to the impact of pension plan amendments.

Operating profit decreased by ¥10.3¥11.0 billion, or 5.4%6.1%, to ¥181.7¥170.7 billion from the previous fiscal year, due mainly to negative foreign currency effects, which was partially offset by continuing cost reduction.reduction as well as the impact of pension plan amendments.

Japan

Total industry demand for motorcycles in Japan* decreased by around 6% from the previous fiscal year to approximately 390370 thousand units in fiscal year 2016.2017.

Honda’s consolidated unit sales in Japan declined 9.5%13.3% from the previous fiscal year to 180156 thousand units in fiscal year 2016,2017, mainly reflecting an overall decline in unit sales of scooter models, despite an increase in unit sales of theTact50cc scooter and certain other models.

 

*

Source: JAMA (Japan Automobile Manufacturers Association)

North America

Total demand for motorcycles andall-terrain vehicles (ATVs) in the United States*, the principal market within North America, increaseddecreased around 2%3% from the previous year to approximately 720700 thousand units in calendar year 2015.

2016.

Honda’s consolidated unit sales in North America increased 7.7%decreased 4.5% from the previous fiscal year to 308294 thousand units in fiscal year 2016.2017. This was mainly due to a decrease in sales increase of ATVs, which was partially offset by increased sales ofside-by-side (SxS) models, centered on the newPioneer 1000, and motorcycles, primarily in the United States.

 

* 

Source: MIC (Motorcycle Industry Council)

  The total includes motorcycles and ATVs, but does not includeside-by-side (SxS) models.

Europe

Total demand for motorcycles in Europe* increased around 9%12% from the previous year to approximately 810910 thousand units in calendar year 2015.2016.

Honda’s consolidated unit sales in Europe increased 6.8%6.4% from the previous fiscal year to 204217 thousand units in fiscal year 2016,2017, mostly as a result of robust sales of commuter models and the launch of the newCRF1000L Africa Twinmodel.

 

* 

Based on Honda research. Only includes the following 10 countries: the United Kingdom, Germany, France, Italy, Spain, Switzerland, Portugal, the Netherlands, Belgium and Austria.

Asia

Total demand for motorcycles in Asia* decreased increased around 6%2% from the previous year to approximately 39,14039,760 thousand units in calendar year 2015.

2016.

Looking at market conditions by country, in calendar year 2015,2016, demand in India increased about 1%10% from the previous year to approximately 16,12017,670 thousand units. Demand in China decreased around 14%13% from the previous year to approximately 9,2008,040 thousand units. Demand in Indonesia decreased around 18%8% from the previous year to approximately 6,4805,930 thousand units. Vietnam saw demand increase around 5%10% from the previous year to approximately 2,8403,120 thousand units. Demand in Thailand declinedincreased around 1%4% from the previous year to approximately 1,6701,740 thousand units. Demand in Pakistan increased around 16%9% from the previous year to approximately 1,5201,660 thousand units.

Honda’s consolidated unit sales in Asia increased 2.0%10.0% from the previous fiscal year to 8,6509,513 thousand units in fiscal year 2016.2017. This was due in part to brisk sales of scooter models such as theActiva in India and theVision scooter in Vietnam, increased sales of theTMX125 Alphamodel in the Philippines, as well asamong other factors.

Honda’s consolidated unit sales do not include sales by P.T. Astra Honda Motor in Indonesia, which is a joint venture accounted for using the equity method. P.T. Astra Honda Motor’s unit sales for fiscal year 20162017 decreased around 9%2% from the previous fiscal year to approximately 4,4504,370 thousand units due mainly to lackluster overall market conditions, despite steady sales ofincreases in motorcycle models such as theVarioCBR150R series and other models.CB150R models, among others.

 

* 

Based on Honda research. Only includes the following eight countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, India, Pakistan and China.

Other Regions

Total demand for motorcycles in Brazil*, the principal market within Other Regions, declined significantly by about 17%28% from the previous year to approximately 1,190850 thousand units in calendar year 2015,2016, mainly due to an increase in unemployment and stricter lending standards for retail loans amid a continued worsening ofslump in economic conditions.

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales decreased 21.7%14.1% from the previous fiscal year to 1,2301,057 thousand units in fiscal year 2016,2017, mainly reflecting anthe overall market slump in Brazil.

 

* 

Source: ABRACICLO (the Brazilian Association of Motorcycle, Moped, and Bicycle Manufacturers)

Automobile Business

Honda’s consolidated unit sales of automobiles totaled 3,6363,683 thousand units, increased by 3.5%1.3% from the previous fiscal year, due mainly to an increase in consolidated unit sales in North America and Asia, which was partially offset by a decrease in Japan.

Asia.

Sales revenue from external customers increaseddecreased by ¥1,022.0¥538.5 billion, or 10.6%5.1%, to ¥10,625.4¥10,086.8 billion from the previous fiscal year, due mainly to negative foreign currency translation effects, which was partially offset by increased consolidated unit sales. The impact of price changes was immaterial on sales revenue. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue

for the year would have increased by approximately ¥682.7¥400.7 billion, or 7.1%3.8%, compared to the increasedecrease as reported of ¥1,022.0¥538.5 billion, which includes positivenegative foreign currency translation effects. Sales revenue including intersegment sales increaseddecreased by ¥1,009.8¥511.0 billion, or 10.3%4.7%, to ¥10,767.6¥10,256.6 billion from the previous fiscal year.

Operating costs and expenses increaseddecreased by ¥1,136.2¥858.8 billion, or 12.0%8.1%, to ¥10,614.3¥9,755.4 billion from the previous fiscal year. Cost of sales increaseddecreased by ¥708.6¥402.9 billion, or 9.3%4.8%, to ¥8,350.5¥7,947.6 billion, due mainly to the impact of pension plan amendments as well as positive foreign currency effects, which was partially offset by an increase in costs attributable to increased consolidated unit sales and negative foreign currency effects.sales. Selling, general and administrative expenses increaseddecreased by ¥385.9¥500.1 billion, or 28.9%29.0%, to ¥1,723.7¥1,223.5 billion, due mainly to increaseddecreased product warranty expenses. Product warranty expenses include expenses related to airbag inflators.as well as the impact of pension plan amendments. Research and development expenses increased by ¥41.5¥44.3 billion, or 8.3%8.2%, to ¥539.9 billion.

¥584.3 billion, which was partially offset by the impact of pension plan amendments.

Operating profit decreasedincreased by ¥126.3¥347.8 billion, or 45.2%226.8%, to ¥153.3¥501.1 billion from the previous fiscal year, due mainly to increaseddecreased selling, general and administrative expenses including product warranty expenses, continuing cost reduction, an increase in profit attributable to increased sales volume and negative foreign currency effect,model mix as well as the impact of pension plan amendments, which was partially offset by an increase in profit attributable to increased sales revenueresearch and model mixdevelopment expenses as well as continuing cost reduction.

negative foreign currency effects.

Proportion of retail unit sales by vehicle category:category and principal automobile products:

 

  Fiscal year ended
March 31,
 
  2015  2016 

Passenger cars:

  58  52
Accord, Accord Hybrid, Amaze, Brio, Brio Amaze, Brio Satya, City, Civic, Civic Tourer, Civic Type R, Crider, CR-Z, Fit/Jazz, Fit/Jazz Hybrid, Freed, Freed Hybrid, Freed Spike, Freed Spike Hybrid, Grace, Grace Hybrid, Greiz, Honda Mobilio, Insight, Jade, Jade Hybrid, Legend Hybrid, Mobilio, Shuttle, Shuttle Hybrid, Spirior, Acura ILX, Acura RLX, Acura TLX  

Light trucks:

  33  41
BR-V, Crosstour, CR-V, Elysion, Odyssey, Odyssey Hybrid, Pilot, Step WGN, Vezel/HR-V, Vezel Hybrid, XR-V, Acura MDX, Acura RDX  

Mini vehicles:

  9  7

Acty, N-BOX, N-BOX +, N-BOX Slash, N-ONE, N-WGN, S660, Vamos

  

  Fiscal year ended
March 31,
 
  2016  2017 

Passenger cars:

  52  51
Accord, Brio, City, Civic, Fit/Jazz  

Light trucks:

  41  43
CR-V, Odyssey, Pilot,Vezel/HR-V,XR-V  

Mini vehicles:

  7  6

N-BOX

  

Although there are various factors that affect the profitability of each vehicle category, sales price is an important factor in determining profitability. In general, the weighted average sales price in the light trucks category is higher relative to the total average sales price, while the weighted average sales price in the mini vehicles category, which is unique to the Japanese market, is relatively lower, although sales price varies from model to model.

In general, the contribution margin of the light trucks category tends to be higher relative to the total weighted average contribution margin because the sales price is higher, while the contribution margin of the mini vehicles category tends to be relatively lower because the sales price is lower, although the level of contribution margin varies from model to model. For example, in Japan and the United States, which are the main sales

markets for our automobiles, the contribution margin of our light trucks category was approximately 35% higher, our passenger cars category was approximately 15% lower and our mini vehicles category was approximately 60% lower than total weighted average contribution margin for the fiscal year ended March 31, 2016. It should be noted that we define contribution margin as an amount per unit of net sales minus material cost, which is thought to increase in almost direct proportion to net sales volume.

Japan

Total demand for automobiles in Japan*1 decreased around 7% from the previous fiscal year to approximately 4,930 thousand units in fiscal year 2016. This was greatly influenced by the impact of a tax increase on mini vehicles.

Honda’s consolidated unit sales in Japan decreased 11.8% from the previous fiscal year to 614 thousand units*2 in fiscal year 2016. The main reason for the decline was a tax increase on mini vehicles. This was despite the positive effect from the introduction of new automobile models such as theShuttle, and a full-model-change of theStep WGN, and other factors.

Honda’s unit production of automobiles in fiscal year 2016 decreased 12.3% from the previous fiscal year to 761 thousand units. This was mainly due to the negative effect of a decline in unit sales in Japan, which more than offset an increase in export volume.

*1

Source: JAMA (Japan Automobile Manufacturers Association), as measured by the number of regular vehicle registrations (661cc or higher) and mini vehicles (660cc or lower)

*2

Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries and sold through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to external customers in the Automobile business. Accordingly, they are not included in consolidated unit sales.

North America

Total industry demand for automobiles in the United States*, the principal market within North America, rose around 6% from the previous year to approximately 17,470 thousand units in calendar year 2015. This was mainly attributable to a continued recovery in economic conditions, including the positive effects of an improvement in employment conditions, a gradual rise in housing starts, and a continued increase in personal consumption, as well as a surge in light truck sales as a result of lower gasoline prices.

Under these conditions, Honda’s consolidated unit sales in North America increased 10.2% from the previous fiscal year to 1,929 thousand units in fiscal year 2016. This increase was mainly attributable to the effect of launching the newHR-V model, and brisk sales of theCR-V andCivic models.

Honda manufactured 1,919 thousand units in fiscal year 2016, an increase of 6.0% from the previous fiscal year. This increase mainly reflected an increase in unit production at Honda’s plants in the United States and Canada, primarily to cope with brisk sales ofCR-V andCivic models, and increased production ofHR-V models at the plant in Mexico.

*

Source: Autodata

Europe

Total demand for automobiles in Europe* increased about 9% from the previous year to approximately 14,200 thousand units in calendar year 2015, mainly driven by the gradual recovery in economic conditions.

Honda’s consolidated unit sales in Europe increased 6.8% from the previous fiscal year to 172 thousand units in fiscal year 2016. This was mainly due to the positive effect of launching the newHR-V model.

Unit production at Honda’s U.K. plant in fiscal year 2016 was roughly level with the previous fiscal year at 115 thousand units.

*

Source: ACEA (Association des Constructeurs Europeens d’Automobiles (the European Automobile Manufacturer’s Association)) New passenger car registrations cover 28 EU countries and three EFTA countries.

Asia

Total demand for automobiles in Asia increased around 3% from the previous year to approximately 7,090 thousand units*1 in calendar year 2015. This was mainly due to a recovery in demand in India despite a moderate slowdown in Indonesia. Total demand for automobiles in China increased about 5% from the previous calendar year to approximately 24,590 thousand units*2.

Honda’s consolidated unit sales in Asia outside Japan increased 5.2% from the previous fiscal year to 670 thousand units in fiscal year 2016. This increase was mainly attributable to brisk sales of theHR-V in Malaysia and Indonesia, the launch of the newMobilio model in the Philippines, and the effect of launching the newBR-V model in Indonesia.

Honda’s consolidated unit sales do not include unit sales of Dongfeng Honda Automobile Co., Ltd. and Guangqi Honda Automobile Co., Ltd., both of which are joint ventures accounted for using the equity method in China. Unit sales in China increased 33.5% from the previous fiscal year to 1,053 thousand units in fiscal year 2016. The increase was mainly attributable to strong sales of theXR-V andVezel models.

Honda’s unit production by consolidated subsidiaries in Asia increased 3.0% from the previous fiscal year to 718 thousand units*3 in fiscal year 2016.

Meanwhile, unit production by Chinese joint ventures Dongfeng Honda Automobile Co., Ltd. and Guangqi Honda Automobile Co., Ltd. increased 29.5% from the previous fiscal year to 1,049 thousand units in fiscal year 2016.

*1

The total is based on Honda research and includes the following eight countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.

*2

Source: CAAM (China Association of Automobile Manufacturers)

*3

The total includes the following nine countries: China, Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.

Other Regions

Total industry demand for automobiles in Brazil*, the principal market within Other Regions, decreased around 26% from the previous year to approximately 2,480 thousand units in calendar year 2015. The decrease resulted mainly from a deterioration in the unemployment rate and an increase in loan interest rates amid continued difficult economic conditions and a downturn due to the termination of the tax reduction program for manufactured products (IPI (Imposto Sobre Produtos Industrializados)).

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales decreased 6.7% from the previous fiscal year to 251 thousand units in fiscal year 2016. This result was due to a decrease in sales mainly in the Middle East, which was more than offset brisk sales of theHR-Vmodel in Brazil and other factors.

Unit production at Honda’s plant in Brazil increased 7.5% from the previous fiscal year to 144 thousand units in fiscal year 2016.

*

Source: ANFAVEA (Associação Nacional dos Fabricantes de Veiculos Automotores (the Brazilian Automobile Association)) Includes passenger cars and light commercial vehicles.

Financial Services Business

To support the sale of its products, Honda provides retail lending and leasing to customers and wholesale financing to dealers through its finance subsidiaries in Japan, the United States, Canada, the United Kingdom, Germany, Brazil, Thailand.

Total amount of receivables from financial services and equipment on operating leases of finance subsidiaries on March 31, 2016 decreased by ¥332.7 billion, or 3.7%, to ¥8,686.1 billion from the March 31, 2015. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, total amount of receivables from financial services and equipment on operating leases of finance subsidiaries as of March 31, 2016 would have increased by approximately ¥236.0 billion, or 2.6%, compared to the decrease as reported of ¥332.7 billion, which includes negative foreign currency translation effects.

Sales revenue from external customers increased by ¥280.0 billion, or 18.0%, to ¥1,835.6 billion from the previous fiscal year, due mainly to an increase in operating lease revenues and revenues on disposition of lease vehicles. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥151.1 billion, or 9.7%, compared to the increase as reported of ¥280.0 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥281.7 billion, or 18.0%, to ¥1,849.7 billion from the previous fiscal year.

Operating costs and expenses increased by ¥285.0 billion, or 20.9%, to ¥1,650.3 billion from the previous fiscal year. Cost of sales increased by ¥275.2 billion, or 21.6%, to ¥1,547.1 billion from the previous fiscal year, due mainly to an increase in costs attributable to increased operating lease revenues and revenues on disposition of lease vehicles. Selling, general and administrative expenses increased by ¥9.7 billion, or 10.4%, to ¥103.1 billion.

Operating profit decreased by ¥3.2 billion, or 1.6%, to ¥199.3 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses.

Power Product and Other Businesses

Honda’s consolidated unit sales of power products totaled 5,965 thousand units, decreased by 0.3% from the previous fiscal year, due mainly to an decrease in consolidated unit sales in Europe, which was partially offset by an increase in North America.

Sales revenue from external customers increased by ¥12.1 billion, or 3.8%, to ¥334.7 billion from the previous fiscal year, due mainly to increased sales revenue in Other businesses. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥6.8 billion, or 2.1%, compared to the increase as reported of ¥12.1 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥5.3 billion, or 1.5%, to ¥352.2 billion from the previous fiscal year.

Operating costs and expenses increased by ¥32.5 billion, or 9.3%, to ¥383.3 billion from the previous fiscal year. Cost of sales increased by ¥30.6 billion, or 11.5%, to ¥296.0 billion, due mainly to an increase in operating costs in Other businesses. Selling, general and administrative expenses increased by ¥1.9 billion, or 3.6%, to ¥57.4 billion. Research and development expenses totaled to ¥29.8 billion basically unchanged from the previous fiscal year.

Operating loss was ¥31.1 billion, an increase of ¥27.2 billion from the previous fiscal year, due mainly to an increase in operating costs in Other businesses.

*

Aircrafts and aircraft engines which began deliveries in December 2015 are included in the Power product and other businesses segment.

Japan

Honda’s consolidated unit sales in power product business operations in Japan increased 7.4% from the previous fiscal year to 363 thousand units in fiscal year 2016. This was mainly due to an increase in sales of OEM* engines, which more than offset a decline in sales of snow blowers and other models.

*

OEM (Original Equipment Manufacturer): refers to the manufacturers of products and components sold under a third-party brand.

North America

Honda’s consolidated unit sales in North America increased 3.9% from the previous fiscal year to 2,811 thousand units in fiscal year 2016. This was mainly attributable to an increase in sales of generators, lawn mowers, and OEM engines.

Europe

Honda’s consolidated unit sales in Europe decreased 7.6% from the previous fiscal year to 1,008 thousand units in fiscal year 2016. This was mostly due to a decline in sales of OEM engines.

Asia

Honda’s consolidated unit sales in Asia decreased 2.4% from the previous fiscal year to 1,349 thousand units in fiscal year 2016. The main reason was a decrease in sales of OEM engines, despite an increase in sales of water pumps and other factors.

Other Regions

Honda’s consolidated unit sales in Other Regions (including South America, the Middle East, Africa, Oceania and other areas) decreased 7.1% from the previous fiscal year to 434 thousand units in fiscal year 2016. This was mainly due to a decrease in sales of OEM engines.

Geographical Information

Japan

In Japan, sales revenue from domestic and export sales was ¥3,928.5 billion basically unchanged from the previous fiscal year, due mainly to an increase in sales revenue in the Financial services business, which was partially offset by a decrease in sales revenue in the Automobile business. Operating loss was ¥98.7 billion, a decrease in operating profit of ¥308.8 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses including product warranty expenses and a decrease in profit attributable to decreased sales revenue and model mix, which was partially offset by positive foreign currency effects.

North America

In North America, which mainly consists of the United States, sales revenue increased by ¥1,336.2 billion, or 18.6%, to ¥8,537.0 billion from the previous fiscal year, due mainly to an increase in sales revenue in the Automobile business and Financial services business. Operating profit increased by ¥29.3 billion, or 16.2%, to

¥210.8 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue and model mix, which was partially offset by increased selling, general and administrative expenses including product warranty expenses and negative foreign currency effects.

Europe

In Europe, sales revenue increased by ¥52.1 billion, or 7.2%, to ¥776.0 billion from the previous fiscal year, due mainly to an increase in sales revenue in the Automobile business. Operating profit was ¥18.7 billion, an increase of ¥41.3 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue and model mix, which was partially offset by increased selling, general and administrative expenses and negative foreign currency effects.

Asia

In Asia, sales revenue increased by ¥206.8 billion, or 6.2%, to ¥3,535.3 billion from the previous fiscal year, due mainly to an increase in sales revenue in the Automobile business and Motorcycle business. Operating profit increased by ¥56.6 billion, or 20.3%, to ¥335.5 billion from the previous fiscal year, due mainly to continuing cost reduction, increased profit attributable to increased sales revenue and model mix and positive foreign currency effects, which was partially offset by increased selling, general and administrative expenses.

Other Regions

In Other Regions, sales revenue decreased by ¥141.6 billion, or 14.9%, to ¥808.6 billion from the previous fiscal year, due mainly to a decrease in sales revenue in the Motorcycle business. Operating loss was ¥8.3 billion, a decrease of ¥48.4 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses and negative foreign currency effects, which was partially offset by continuing cost reduction.

Fiscal Year 2015 Compared with Fiscal Year 2014

Sales Revenue

Honda’s consolidated sales revenue for the fiscal year ended March 31, 2015, increased by ¥822.0 billion, or 6.6%, to ¥13,328.0 billion from the fiscal year ended March 31, 2014, due mainly to increased sales revenue in the Motorcycle business operations as well as positive foreign currency translation effects. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥67.3 billion, or 0.5%, compared to the increase as reported of ¥822.0 billion, which includes positive foreign currency translation effects.

Operating Costs and Expenses

Operating costs and expenses increased by ¥975.2 billion, or 8.3%, to ¥12,657.4 billion from the previous fiscal year. Cost of sales increased by ¥740.2 billion, or 7.7%, to ¥10,330.7 billion from the previous fiscal year, due mainly to an increase in costs attributable to increased consolidated unit sales in the Motorcycle business, and negative foreign currency effects. Selling, general and administrative expenses increased by ¥227.2 billion, or 15.2%, to ¥1,720.5 billion from the previous fiscal year, due mainly to increased product warranty expenses. Product warranty expenses include expenses related to airbag inflators. Research and development expenses increased by ¥7.7 billion, or 1.3%, to ¥606.1 billion from the previous fiscal year.

Operating Profit

Operating profit decreased by ¥153.2 billion, or 18.6%, to ¥670.6 billion from the previous fiscal year, due mainly to an increase in selling, general and administrative expenses including product warranty expenses, which

was partially offset by continuing cost reduction as well as positive foreign currency translation effects. Honda estimates that by excluding positive foreign currency effects of approximately ¥80.5 billion, operating profit would have decreased by approximately ¥233.7 billion.

With respect to the discussion above of the changes, management identified factors and used what it believes to be a reasonable method to analyze the respective changes in such factors. Management analyzed changes in these factors at the levels of the Company and its material consolidated subsidiaries. “Foreign currency effects” consist of “translation adjustments”, which come from the translation of the currency of foreign subsidiaries’ financial statements into Japanese yen, and “foreign currency adjustments”, which result from foreign-currency-denominated sales. With respect to “foreign currency adjustments”, management analyzed foreign currency adjustments primarily related to the following currencies: U.S. dollar, Euro, Japanese yen and others at the level of the Company and its material consolidated subsidiaries.

Profit before Income Taxes

Profit before income taxes decreased by ¥127.6 billion, or 13.7%, to ¥806.2 billion. The main factors behind this decrease, except factors relating to operating profit, are as follows:

Share of profit of investments accounted for using the equity method had a negative impact of ¥34.8 billion, due mainly to a recognition of impairment loss on certain investments in affiliates and a decrease in profit attributable to decreased sales revenue at affiliates and joint ventures in Asia.

Finance income and finance costs had a positive impact of ¥60.4 billion, due mainly to an increase in gains on foreign exchange. For further details, see note “(22) Finance Income and Finance Costs” to the accompanying consolidated financial statements.

Income Tax Expense

Income tax expense decreased by ¥22.8 billion, or 8.5%, to ¥245.1 billion from the previous fiscal year. The average effective tax rate increased 1.7 percentage points to 30.4% from the previous fiscal year. For further details, see “(a) Income Tax Expense” of note “(23) Income Taxes” to the accompanying consolidated financial statements.

Profit for the Year

Profit for the year decreased by ¥104.8 billion, or 15.7%, to ¥561.0 billion from the previous fiscal year.

Profit for the Year Attributable to Owners of the Parent

Profit for the year attributable to owners of the parent decreased by ¥115.2 billion, or 18.5%, to ¥509.4 billion from the previous fiscal year.

Profit for the Year Attributable to Non-controlling Interests

Profit for the year attributable to non-controlling interests increased by ¥10.4 billion, or 25.4%, to ¥51.6 billion from the previous fiscal year, due mainly to an increase in profit for the year of the subsidiaries in Asia which have non-controlling interests.

Business Segments

Motorcycle Business

Honda’s consolidated unit sales of motorcycles and all-terrain vehicles (ATVs) totaled 10,725 thousand units, increased by 3.8% from the previous fiscal year, due mainly to an increase in consolidated unit sales in Asia.

Sales revenue from external customers increased by ¥157.4 billion, or 9.3%, to ¥1,846.6 billion from the previous fiscal year, due mainly to increased consolidated unit sales and positive foreign currency translation effects. The impact of price changes was immaterial. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥70.8 billion, or 4.2%, compared to the increase as reported of ¥157.4 billion, which includes positive foreign currency translation effects.

Operating costs and expenses increased by ¥142.1 billion, or 9.4%, to ¥1,654.5 billion from the previous fiscal year. Cost of sales increased by ¥114.4 billion, or 9.3%, to ¥1,342.8 billion, due mainly to an increase in costs attributable to increased consolidated unit sales and negative foreign currency effects. Selling, general and administrative expenses increased by ¥20.3 billion, or 9.5%, to ¥233.8 billion, due mainly to an increase in selling expenses attributable to increased consolidated unit sales and negative foreign currency effects. Research and development expenses increased by ¥7.3 billion, or 10.5%, to ¥77.7 billion.

Operating profit increased by ¥15.2 billion, or 8.6%, to ¥192.1 billion from the previous fiscal year, due mainly to an increase in profit attributable to increased sales revenue and positive foreign currency effects, which was partially offset by increased selling, general and administrative expenses.

Japan

Total industry demand for motorcycles in Japan* was approximately 420 thousand units in fiscal year 2015, a decrease of approximately 12% from the previous fiscal year.

Honda’s consolidated unit sales in Japan in fiscal year 2015 totaled 199 thousand units, down 11.9% from the previous fiscal year, despite the positive effects derived from the launch of theTACT 50cc scooter and other models, which was more than offset by a decline in unit sales of other scooter models.

*

Source: JAMA (Japan Automobile Manufacturers Association)

North America

Total demand for motorcycles and all-terrain vehicles (ATVs) in the United States*, the principal market within North America, increased around 3% from the previous year to approximately 710 thousand units in calendar year 2014.

Honda’s consolidated unit sales in North America increased 2.9% from the previous fiscal year to 286 thousand units in fiscal year 2015. This was mainly due to steady sales of theGROM sports motorcycle, along with the introduction of theCBR650F,CB300 andCBR300, primarily in the United States.

*

Source: MIC (Motorcycle Industry Council)

The total includes motorcycles and ATVs, but does not include side-by-side (SxS) models.

Europe

Total demand for motorcycles in Europe* increased around 7% from the previous year to approximately 740 thousand units in calendar year 2014.

Honda’s consolidated unit sales in Europe increased 15.1% from the previous fiscal year to 191 thousand units in fiscal year 2015, mostly as a result of the introduction of theCB650F,CBR650F and full model changes of theNC series.

*

Based on Honda research. Only includes the following 10 countries: the United Kingdom, Germany, France, Italy, Spain, Switzerland, Portugal, the Netherlands, Belgium and Austria.

Asia

Total demand for motorcycles in Asia* increased around 1% from the previous year to approximately 41,600 thousand units in calendar year 2014.

Looking at market conditions by country, in calendar year 2014, demand in India increased about 12% from the previous year to approximately 16,020 thousand units, due mainly to an expansion of the scooter category. Demand in China decreased around 8% from the previous year to approximately 10,650 thousand units. Demand in Indonesia increased around 2% from the previous year to approximately 7,860 thousand units. Vietnam saw demand decline around 3% from the previous year to approximately 2,710 thousand units. Demand in Thailand declined around 15% from the previous year to approximately 1,700 thousand units.

Honda’s consolidated unit sales in Asia increased 7.9% from the previous fiscal year to 8,478 thousand units in fiscal year 2015. This was due in part to increased sales of scooter models centered on theACTIVA scooter along with brisk sales of theCB Shine andDREAM Yuga small motorcycles in India. Another contributing factor was strong sales of theWave series in Vietnam.

Honda’s consolidated unit sales do not include sales by P.T. Astra Honda Motor in Indonesia, which is a joint venture accounted for using the equity method. P.T. Astra Honda Motor’s unit sales for fiscal year 2015 increased around 3% from the previous fiscal year to approximately 4,890 thousand units. This was due mainly to strong sales of scooter models amid lackluster market conditions.

*

Based on Honda research. Only includes the following 8 countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, India, Pakistan and China.

Other Regions

Total demand for motorcycles in Brazil*, the principal market within Other Regions, declined about 10% from the previous year to approximately 1,430 thousand units in calendar year 2014, mainly due to a continuation of stricter lending standards for retail loans and a decline in consumer sentiment in line with deteriorating economic conditions.

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales decreased 12.9% from the previous fiscal year to 1,571 thousand units in fiscal year 2015. This was largely attributable to lower unit sales in Brazil and Argentina, primarily due to a decline in consumer sentiment reflecting harsh economic conditions.

*

Source: ABRACICLO (the Brazilian Association of Motorcycle, Moped, and Bicycle Manufacturers)

Automobile Business

Honda’s consolidated unit sales of automobiles totaled 3,513 thousand units, decreased by 0.5% from the previous fiscal year, due mainly to a decrease in consolidated unit sales in Japan, which was partially offset by increase in Asia.

Sales revenue from external customers increased by ¥424.5 billion, or 4.6%, to ¥9,603.3 billion from the previous fiscal year, due mainly to positive foreign currency translation effects. The impact of price changes was immaterial. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have decreased by approximately ¥107.9 billion, or 1.2%, compared to the increase as reported of ¥424.5 billion, which includes positive foreign currency translation effects. Sales revenue including intersegment sales increased by ¥508.5 billion, or 5.5%, to ¥9,757.8 billion from the previous fiscal year.

Operating costs and expenses increased by ¥689.9 billion, or 7.9%, to ¥9,478.1 billion from the previous fiscal year. Cost of sales increased by ¥491.9 billion, or 6.9%, to ¥7,641.8 billion, due mainly to negative foreign currency effects. Selling, general and administrative expenses increased by ¥197.4 billion, or 17.3%, to ¥1,337.7 billion, due mainly to increased product warranty expenses and negative foreign currency effects. Product warranty expenses include expenses related to airbag inflators. Research and development expenses totaled to ¥498.4 billion basically unchanged from the previous fiscal year.

Operating profit decreased by ¥181.4 billion, or 39.3%, to ¥279.7 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses including product warranty expenses, which was partially offset by continuing cost reduction and positive foreign currency effect.

Proportion of retail unit sales by vehicle category:

  Fiscal year ended
March 31,
 
  2014  2015 

Passenger cars:

  58  58
Accord, Accord Hybrid, Amaze, Brio, Brio Amaze, Brio Satya, City, Civic, Civic Tourer, CRIDER, CR-Z, Fit/Jazz, Fit/Jazz Hybrid, Fit Shuttle, Fit Shuttle Hybrid, FREED, FREED Hybrid, FREED SPIKE, FREED SPIKE Hybrid, GRACE Hybrid, Honda MOBILIO, Insight, JADE, JADE Hybrid, LEGEND Hybrid, Spirior, Stream, Acura ILX, Acura RLX, Acura TLX  

Light trucks:

  32  33
Crosstour, CR-V, Elysion, Odyssey, Pilot, Ridgeline, Step WGN, VEZEL/HR-V, VEZEL Hybrid, XR-V, Acura MDX, Acura RDX  

Mini vehicles:

  10  9

Acty, Life, N-Box, N-Box +, N-Box SLASH, N-ONE, N-WGN, Vamos

  

Although there are various factors that affect the profitability of each vehicle category, sales price is an important factor in determining profitability. In general, the weighted average sales price in the light trucks category is higher relative to the total average sales price, while the weighted average sales price in the mini vehicles category, which is unique to the Japanese market, is relatively lower, although sales price varies from model to model.

In general, the contribution margin of the light trucks category tends to be higher relative to the total weighted average contribution margin because the sales price is higher, while the contribution margin of the mini vehicles category tends to be relatively lower because the sales price is lower, although the level of contribution margin varies from model to model. For example, in Japan and the United States, which are the main sales markets for our automobiles, the contribution margin of our light trucks category was approximately 40%30% higher, our passenger cars category was approximately 10%15% lower and our mini vehicles category was approximately 50% lower than total weighted average contribution margin for the fiscal year ended March 31, 2015.2017. It should be noted that we define contribution margin as an amount per unit of net sales minus material cost, which is thought to increase in almost direct proportion to net sales volume.

Japan

Total demand for automobiles in Japan*1 decreased increased around 7%3% from the previous fiscal year to approximately 5,2905,070 thousand units in fiscal year 2015. This was greatly influenced by the impact of an increase in Japan’s consumption tax rate in April 2014 and a fall-back from a spike in demand prior to the increase.2017.

Honda’s consolidated unit sales in Japan decreased 11.7%1.8% from the previous fiscal year to 696603 thousand units*2in fiscal year 2015. The main reasons for the decline were weak demand2017. This was mainly due to Japan’s consumption tax

rate increase and the fall-back from a spikedecline in demand prior to the increase, along with intensified competition in the mini-vehicle segment. This was despite the introduction of new automobile models such asGRACE and solid sales of theVEZELStep WGN, which outweighed the effect of a full model change of theFreed model andN-WGN models.

other factors.

Honda’s unit production of automobiles in fiscal year 2015 decreased 7.4%2017 increased 6.5% from the previous fiscal year to 868810 thousand units. This was mainly due to the negative effects of a declinean increase in unit sales.export volume.

 

*1 

Source: JAMA (Japan Automobile Manufacturers Association), as measured by the number of regular vehicle registrations (661cc or higher) and mini vehicles (660cc or lower)

*2 

Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries and sold through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to external customers in the Automobile business. Accordingly, they are not included in consolidated unit sales.

North America

Total industry demand for automobiles in the United States*, the principal market within North America, rosewas around 6% fromthe same level as the previous year toat approximately 16,52017,550 thousand units in calendar year 2014.2016. This was mainly attributable to stable economic conditions including the positive effects of an improvement in employment conditions andresult reflected continued strong demand for light trucks, which offset a continued increase in personal consumption, as well as an increase in light truck sales as a result of lower gasoline prices.decrease for passenger cars which were fiercely competitive.

Under these conditions, Honda’s consolidated unit sales in North America decreased 0.2%increased 2.1% from the previous fiscal year to 1,7501,970 thousand units in fiscal year 2015.2017. This declineincrease was mainly caused byattributable to the negative effectseffect of intensified competition inlaunching the passenger car segment and the U.S. West Coast port strikes, which more than offset the positive impact of thenewAcura TLXCivic Hatchback launchmodel, and a full model change of theFitRidgeline model, which offset a decline in sales volume of theAccord model.

Honda manufactured 1,8101,937 thousand units in fiscal year 2015, up 1.8%2017, an increase of 0.9% from the previous fiscal year. This increase mainly reflected an increase in unitincreased production ofHR-V model at Honda’s new Celayathe plant in Mexico, despite the negative effect from the U.S. West Coast port strikes.Mexico.

 

* 

Source: Autodata

Europe

Total demand for automobiles in Europe* increased about 5%7% from the previous year to approximately 13,00015,130 thousand units in calendar year 2014. Expansion in the market as a whole was2016, mainly driven by an upturnthe gradual recovery in economic conditions.

Honda’s consolidated unit sales in Europe decreased 5.8%increased 7.0% from the previous fiscal year to 161184 thousand units in fiscal year 2015.2017. This was mainly due to a decline in unitbrisk sales of theJAZZHR-V.

model.

Unit outputproduction at Honda’s U.K. plant in fiscal year 2015 declined 14.2%2017 increased dramatically by 30.1% from the previous fiscal year to 115149 thousand units.units, mainly due to the start of exports of theCivic Hatchback model to North America.

 

* 

Source: ACEA (Association des Constructeurs Europeens d’Automobiles (the European Automobile Manufacturer’sManufacturers’ Association)) New passenger car registrations cover 28 EU countries and three EFTA countries, excluding Russia.

countries.

Asia

Total demand for automobiles in Asia decreasedincreased around 4% from the previous year to approximately 6,8607,390 thousand units*1 in calendar year 2014.2016. This was mainly caused by a weak economy in Thailand, despite a

recoverydue to an increase in demand in India due to improving economic conditionsdespite a decrease in the country.Malaysia and other places. Total demand for automobiles in China increased about 7%14% from the previous calendar year to approximately 23,49028,020 thousand units*2 in calendar year 2014..

Honda’s consolidated unit sales in Asia outside Japan increased 20.0%2.1% from the previous fiscal year to 637684 thousand units in fiscal year 2015.2017. This increase was mainly attributable to the launchbrisk sales of the newHonda MOBILIOBR-VandHR-V model in Indonesia, along withand the effect of a full model change of theCITYCivic model the addition ofin Pakistan, despite a diesel engine model to theCITY and the introduction of theHonda MOBILIOdecline in sales in India.

Honda’s consolidated unit sales do not include unit sales of Dongfeng Honda Automobile Co., Ltd. and Guangqi Honda Automobile Co., Ltd., both of which are joint ventures accounted for using the equity method in China. Unit sales in China increased 1.1%21.5% from the previous fiscal year to 7891,280 thousand units in fiscal year 2015.2017. The increase was mainly attributable to a full model changestrong sales of the Fitfully remodeledCivic, the effect of launching the newAvancier and introductionGienia models, and brisk sales of theVEZELXR-V andXR-VVezel models.

Honda’s unit production by consolidated subsidiaries in Asia increased 18.5%4.7% from the previous fiscal year to 697752 thousand units*3 in fiscal year 2015.

2017.

Meanwhile, unit production by Chinese joint ventures Dongfeng Honda Automobile Co., Ltd. and Guangqi Honda Automobile Co., Ltd. increased 0.2%20.0% from the previous fiscal year to 8101,259 thousand units in fiscal year 2015.2017.

 

*1 

The total is based on Honda research and includes the following eight countries: Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.

*2 

Source: CAAM (China Association of Automobile Manufacturers)

*3 

The total includes the following nine countries: China, Thailand, Indonesia, Malaysia, the Philippines, Vietnam, Taiwan, India and Pakistan.

Other Regions

Total industry demand for automobiles in Brazil,*, the principal market within Other Regions, decreased around 7%20% from the previous year to approximately 3,3301,980 thousand units* in calendar year 2014.2016. The decrease was mainly due to continued instability in the economic environment.

In Other Regions (including South America, the Middle East, Africa, Oceania and other areas), Honda’s consolidated unit sales decreased 5.9%3.6% from the previous fiscal year to 269242 thousand units in fiscal year 2015. This result was due to2017. The decrease mainly reflected a decrease in sales mainly in Argentina, which was partly offset by increasedunit sales in Brazil due to the introduction of theHR-V.

Brazil.

Unit production at Honda’s plant in Brazil increased 1.0%decreased 16.5% from the previous fiscal year to 134120 thousand units in fiscal year 2015.2017.

 

* 

Source: ANFAVEA (Associação Nacional dos Fabricantes de Veiculos Automotores (the Brazilian Automobile Association)). Includes passenger cars and light commercial vehicles.

Financial Services Business

To support the sale of its products, Honda provides retail lending and leasing to customers and wholesale financing to dealers through its finance subsidiaries in Japan, the United States, Canada, the United Kingdom, Germany, Brazil Thailand and other countries.

Thailand.

Total amount of receivables from financial services and equipment on operating leases of finance subsidiaries on March 31, 20152017 increased by ¥1,240.3¥368.0 billion, or 15.9%4.2%, to ¥9,018.9¥9,054.2 billion from the March 31,

2014. 2016. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, total amount of receivables from financial services and equipment on operating leases of finance subsidiaries as of March 31, 20152017 would have increased by approximately ¥257.8¥434.8 billion, or 3.3%5.0%, compared to the increase as reported of ¥1,240.3¥368.0 billion, which includes positivenegative foreign currency translation effects.

Sales revenue from external customers increased by ¥229.5¥42.4 billion, or 17.3%2.3%, to ¥1,555.5¥1,878.0 billion from the previous fiscal year, due mainly to an increase in operating lease revenues and positiverevenues on disposition of lease vehicles, which was partially offset by negative foreign currency translation effects. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have increased by approximately ¥106.5¥210.9 billion, or 8.0%11.5%, compared to the increase as reported of ¥229.5¥42.4 billion, which includes positivenegative foreign currency translation effects. Sales revenue including intersegment sales increased by ¥230.1¥41.5 billion, or 17.2%2.2%, to ¥1,567.9¥1,891.2 billion from the previous fiscal year.

Operating costs and expenses increased by ¥210.3¥62.4 billion, or 18.2%3.8%, to ¥1,365.3¥1,712.8 billion from the previous fiscal year. Cost of sales increased by ¥203.0¥61.5 billion, or 19.0%4.0%, to ¥1,271.8¥1,608.7 billion from the previous fiscal year, due mainly to an increase in costs attributable to increased operating lease revenues and negative foreign currency effects.revenues on disposition of lease vehicles. Selling, general and administrative expenses increased by ¥7.2¥0.9 billion, or 8.4%0.9%, to ¥93.4 billion from the previous fiscal year.

¥104.1 billion.

Operating profit increaseddecreased by ¥19.8¥20.9 billion, or 10.9%10.5%, to ¥202.5¥178.4 billion from the previous fiscal year, due mainly to increased sales revenueselling, general and positiveadministrative expenses as well as negative foreign currency effects.effects, which was partially offset by an increase in profit attributable to increased sales revenue.

Power Product and Other Businesses

Honda’s consolidated unit sales of power products totaled 5,9836,121 thousand units, decreasedincreased by 0.6%2.6% from the previous fiscal year, due mainly to a decreasean increase in consolidated unit sales in North America and Asia, which was partially offset by an increasea decrease in Europe.

Japan and Other Regions.

Sales revenue from external customers increaseddecreased by ¥10.4¥16.5 billion, or 3.4%5.0%, to ¥322.5¥318.1 billion from the previous fiscal year, due mainly to positivenegative foreign currency translation effects, which was partially offset by a decreased consolidated unitincreased sales revenue in Power product business.Other businesses. Honda estimates that by applying Japanese yen exchange rates of the previous fiscal year to the current fiscal year, sales revenue for the year would have decreasedincreased by approximately ¥2.0¥9.4 billion, or 0.7%2.8%, compared to the increasedecrease as reported of ¥10.4¥16.5 billion, which includes positivenegative foreign currency translation effects. Sales revenue including intersegment sales increaseddecreased by ¥9.0¥2.5 billion, or 2.7%0.7%, to ¥346.9¥349.6 billion from the previous fiscal year.

Operating costs and expenses increaseddecreased by ¥16.0¥24.0 billion, or 4.8%6.3%, to ¥350.7¥359.3 billion from the previous fiscal year. Cost of sales increaseddecreased by ¥13.9¥20.5 billion, or 5.5%7.0%, to ¥265.4¥275.4 billion, due mainly to negative foreign currency effects.a decrease in operating costs in Other businesses as well as the impact of pension plan amendments. Selling, general and administrative expenses increased by ¥2.1 billion, or 4.1%, to ¥55.4 billion. Research and development expenses totaled to ¥29.9¥57.4 billion basically unchanged from the previous fiscal year.

Research and development expenses decreased by ¥3.4 billion, or 11.4%, to ¥26.4 billion, due mainly to a decrease in costs attributable to the impact of pension plan amendments.

Operating loss was ¥3.8¥9.6 billion, a decreasean improvement of ¥6.9¥21.4 billion from the previous fiscal year, due mainly to an increasea decrease in operating costs and expenses in Other businesses andas well as the impact of pension plan amendments, which was partially offset by negative foreign currency effects. In addition, operating loss of aircraft and aircraft engines included in the Power product and other businesses segment was ¥43.8 billion, an improvement of ¥27.2 billion from the previous fiscal year.

Japan

Honda’s consolidated unit sales in Powerpower product business operations in Japan increased 7.6%decreased 17.1% from the previous fiscal year to 338301 thousand units in fiscal year 2015.2017 mainly due to a decline in sales of OEM engines* and snow blowers, among other factors.

*OEM (Original Equipment Manufacturer) engines: refers to engines installed on products sold under a third-party brand.

North America

Honda’s consolidated unit sales in North America increased 5.9% from the previous fiscal year to 2,977 thousand units in fiscal year 2017. This was mainly attributable to an increase in sales of OEM engines and generators.

Europe

Honda’s consolidated unit sales in Europe increased 2.7% from the previous fiscal year to 1,035 thousand units in the fiscal year 2017. This was mostly due to increases in sales of OEM engines and cordless trimmers.

Asia

Honda’s consolidated unit sales in Asia increased 6.0% from the previous fiscal year to 1,430 thousand units in fiscal year 2017. This was mainly due to an increase in sales of OEM* engines, which outweighed a decline in sales of portable power generators.

*

OEM (Original Equipment Manufacturer): refers to the manufacturers of products and components sold under a third-party brand.

North America

Honda’s consolidated unit sales in North America in fiscal year 2015 decreased 0.5% from the previous fiscal year to 2,705 thousand units. This was mainly attributable todespite a decrease in sales of OEM engineswater pumps and portable power generators, despite an increase in sales of snow throwers.other factors.

Europe

Honda’s consolidated unit sales in Europe increased 5.8% from the previous fiscal year to 1,091 thousand units in fiscal year 2015. This was mostly due to an increase in sales of OEM engines and lawn mowers.

Asia

Honda’s consolidated unit sales in Asia decreased 6.9% from the previous fiscal year to 1,382 thousand units in fiscal year 2015. The main reasons were a decrease in sales of OEM engines and water pumps.

Other Regions

Honda’s consolidated unit sales in Other Regions (including South America, the Middle East, Africa, Oceania and other areas) decreased 0.4%12.9% from the previous fiscal year to 467378 thousand units in fiscal year 2015.2017. This was mainly due to a decrease in sales of water pumps and OEM engines in South America.engines.

Geographical Information

Japan

In Japan, sales revenue from domestic and export sales decreasedincreased by ¥282.7¥184.8 billion, or 6.7%4.7%, to ¥3,930.9 billion from the previous fiscal year, due mainly to a decrease in sales revenue in the Automobile business. Operating profit decreased by ¥35.6 billion, or 14.5%, to ¥210.1 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses including product warranty expenses and a decrease in profit attributable to decreased sales revenue and model mix, which was partially offset by positive foreign currency effects.

North America

In North America, which mainly consists of the United States, sales revenue increased by ¥638.4 billion, or 9.7%, to ¥7,200.8 billion from the previous fiscal year, due mainly to positive foreign currency translation effects, which was partially offset by a decrease in sales revenue in the Automobile business. Operating profit decreased by ¥154.1 billion, or 45.9%, to ¥181.5 billion from the previous fiscal year, due mainly to increased selling, general and administrative expenses including product warranty expenses and a decrease in profit attributable to decreased sales revenue and model mix, which was partially offset by continuing cost reduction and positive foreign currency effects.

Europe

In Europe, sales revenue decreased by ¥57.6 billion, or 7.4%, to ¥723.9 billion from the previous fiscal year, due mainly to a decrease in sales revenue in the Automobile business, which was partially offset by an increase in sales revenue in the Motorcycle business and positive foreign currency translation effects. Operating loss was ¥22.6 billion, an improvement of ¥11.2 billion from the previous fiscal year, due mainly to effect of impairment loss recognized in the previous fiscal year, which was partially offset by negative foreign currency effects.

Asia

In Asia, sales revenue increased by ¥438.1 billion, or 15.2%, to ¥3,328.5¥4,113.4 billion from the previous fiscal year, due mainly to an increase in sales revenue in the Automobile business and Motorcycle businessFinancial services business. Operating profit was ¥104.5 billion, an increase of ¥203.2 billion from the previous fiscal year, due mainly to decreased selling, general and

administrative expenses including product warranty expenses, an increase in profit attributable to increased sales revenue and model mix as well as the impact of pension plan amendments, which was partially offset by increased research and development expenses as well as negative foreign currency effects.

North America

positiveIn North America, where the United States is the principal market, sales revenue decreased by ¥439.0 billion, or 5.1%, to ¥8,098.0 billion from the previous fiscal year, due mainly to negative foreign currency translation effects.effects, which was partially offset by an increase in sales revenue in the Automobile business and Financial services business. Operating profit increased by ¥46.8¥187.8 billion, or 20.2%89.1%, to ¥278.8¥398.7 billion from the previous fiscal year, due mainly to decreased selling, general and administrative expenses including product warranty expenses, continuing cost reduction as well as an increase in profit attributable to increased sales revenue and model mix, which was partially offset by negative foreign currency effects.

Europe

In Europe, sales revenue increased by ¥13.3 billion, or 1.7%, to ¥789.3 billion from the previous fiscal year, due mainly to an increase in sales revenue in the Automobile business, which was partially offset by negative foreign currency translation effects. Operating profit decreased by ¥6.6 billion, or 35.4%, to ¥12.1 billion from the previous fiscal year, due mainly to increased expenses for incentives, which was partially offset by an increase in profit attributable to increased sales revenue.

Asia

In Asia, sales revenue decreased by ¥79.3 billion, or 2.2%, to ¥3,456.0 billion from the previous fiscal year, due mainly to negative foreign currency translation effects, which was partially offset by an increase in sales revenue in the Automobile business and model mix, continuing cost reductionMotorcycle business. Operating profit decreased by ¥4.0 billion, or 1.2%, to ¥331.4 billion from the previous fiscal year, due mainly to and positivenegative foreign currency effects, which was partially offset by increasedcontinuing cost reduction as well as decreased selling, general and administrative expenses including product warranty expenses.

Other Regions

In Other Regions, sales revenue decreased by ¥62.1¥75.1 billion, or 6.1%9.3%, to ¥950.3¥733.4 billion from the previous fiscal year, due mainly to a decrease in sales revenue in the Automobile business and Motorcycle business andas well as negative foreign currency translation effects. Operating profit increased by ¥2.0was ¥29.0 billion, or 5.5%, to ¥40.1an increase of ¥37.3 billion from the previous fiscal year, due mainly to continuing cost reduction as well as decreased selling, general and administrative expenses including product warranty expenses, which was partially offset by increased selling, generala decrease in profit attributable to decreased sales revenue and administrative expenses andmodel mix as well as negative foreign currency effects.

Significant Factors Affecting Our Results of Operations

Loss related to airbag inflators

Honda has been conducting market-based measures in relation to airbag inflators mainly in North America and Japan. This is related to the problem where the internal pressure of the inflator risesinflators rise abnormally at the time of airbag deployment on the driver’s side and passenger’s side, causing damage to the container and spraying metal fragments inside ofwithin the cars. We have beenare continuing to focus on the satisfaction and safety of our customers and makemaking every effort through market-based measures to replace those airbag inflators affected by market-based measures as quickly as possible.

Provisions recorded for the above warranty programs accrued during the period for the years ended March 31, 2015 and 2016 are approximately ¥120.0 billion and approximately ¥436.0 billion, respectively. These include the financial impact from the amendment of the Consent Order issued by NHTSA in November 2015, which is based on an agreement with our supplier in May 2016.

The number of airbag inflators subject to provisions above, which were conducted in market-based measures for the year ended March 31, 2016 arewere approximately 11,880 thousand units for the driver’s side and approximately 6,000 thousand units for the passenger’s side.¥436.0 billion.

Application of Critical Accounting Policies

Critical accounting policies are those which require us to apply the most difficult, subjective or complex judgments, often requiring us to make estimates about the effect of matters that are inherently uncertain and which may change in subsequent periods, or for which the use of different estimates that could have reasonably been used in the current period would have had a material impact on the presentation of our financial position and results of operations. Further changes in the economic environment surrounding us, effects by market conditions, effects of currency fluctuations or other factors have combined to increase the uncertainty inherent in such estimates and assumptions.

The following is not intended to be a comprehensive list of all our accounting policies. Our significant accounting policies are described in note “(3) Significant Accounting Policies” to the accompanying consolidated financial statements.

We have identified the following critical accounting policies with respect to our financial presentation.

Product Warranty

We warrant our products for specific periods of time. We also provide specific warranty programs, including product recalls, as needed. Product warranties vary depending upon the nature of the product, the geographic location of their sales and other factors.

We recognize costs for general warranties on products we sell and for specific warranty programs, including product recalls. We recognize general estimated warranty costs at the time products are sold to customers. We also recognize specific estimated warranty program costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Estimated warranty costs are provided based on historical warranty claim experience with consideration given to the expected level of future warranty costs, including current sales trends, the expected number of units to be affected and the estimated average repair cost per unit for warranty claims. Our products contain certain parts manufactured by third party suppliers that typically warrant these parts.

We believe our provision for product warranties is a “critical accounting estimate” because changes in the calculation can materially affect profit for the year attributable to owners of the parent, and require us to estimate the frequency and amounts of future claims, which are inherently uncertain.

Our policy is to continuously monitor warranty cost accruals to determine the adequacy of the accrual. Therefore, warranty expense accruals are maintained at an amount we deem adequate to cover estimated warranty expenses.

Actual claims incurred in the future may differ from the original estimates, which may result in material revisions to the warranty expense accruals.

The changes in the provision for those product warranties and sales revenue for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

 Yen (millions)  Yen (millions) 
 2014 2015 2016  2016 2017 2018 

Provisions for product warranties

      

Balance at beginning of year

 ¥212,824   ¥274,231   ¥421,523   ¥421,523  ¥727,441  ¥520,130 

Provision*

  168,994    295,035    607,646   607,646  198,016  219,575 

Charge-offs

  (104,396  (156,787  (257,574 (257,574 (341,416 (239,903

Reversal

  (13,210  (12,171  (12,907 (12,907 (54,324 (30,022

Exchange differences on translating foreign operations

  10,019    21,215    (31,247 (31,247 (9,587 (12,184
 

 

  

 

  

 

  

 

  

 

  

 

 

Balance at end of year

 ¥274,231   ¥421,523   ¥727,441   ¥727,441  ¥520,130  ¥457,596 
 

 

  

 

  

 

  

 

  

 

  

 

 

Sales revenue

 ¥12,506,091   ¥13,328,099   ¥14,601,151   ¥14,601,151  ¥13,999,200  ¥15,361,146 

 

* 

Provisions for product warranties accrued during the period for the years ended March 31, 2014, 20152016, 2017 and 20162018 are ¥168.9¥607.6 billion, ¥295.0¥198.0 billion and ¥607.6¥219.5 billion, respectively, due mainly to the future warranty costs for product recalls in the Automobile business.

Credit Losses

Our finance subsidiaries provide retail lending and leasing to customers and wholesale financing to dealers primarily to support sales of our products. Honda includes retail and finance lease receivables (“consumer finance receivables”) derived from those services in receivables from financial services, and operating leases are classified as equipment on operating leases. Honda also includes wholesale receivables in receivables from financial services.

Credit losses are an expected cost of extending credit. The majority of the credit risk is with consumer financing and to a lesser extent with dealer financing. Credit risk on consumer finance receivables can be affected by general economic conditions. Adverse changes such as a rise in unemployment rates can increase the likelihood of defaults. Declines in used vehicle prices can reduce the amount of recoveries on repossessed collateral. Exposure to credit risk on consumer finance receivables is managed by monitoring and adjusting

underwriting standards, which affect the level of credit risk that is assumed, pricing contracts for expected losses, and focusing collection efforts to minimize losses.

Our finance subsidiaries are also exposed to credit risk on equipment on operating leases. A portion of our finance subsidiaries’ operating leases are expected to terminate prior to their scheduled maturities when lessees default on their contractual obligations. Losses are generally realized upon the disposition of the repossessed operating lease vehicles. The factors affecting credit risk on operating leases and management of the risk are similar to that of consumer finance receivables.

Credit risk on dealer finance receivables is affected primarily by the financial strength of the dealers within the portfolio, the value of collateral securing the financings, and economic factors that could affect the creditworthiness of dealers. Exposure to credit risk in dealer financing is managed by performing comprehensive reviews of dealers prior to establishing financing arrangements and monitoring the payment performance and creditworthiness of dealers with existing financing arrangements on an ongoing basis.

The allowance for credit losses is management’s estimate of probable losses incurred on receivables from financial services. Estimated losses on past due operating lease rental payments are also recognized with an allowance for credit losses. Our finance subsidiaries evaluate these estimates, at minimum, on a quarterly basis.

Consumer finance receivables are collectively evaluated for impairment. Delinquencies and losses are monitored on an ongoing basis and this historical experience provides the primary basis for estimating the allowance. Various methodologies are utilized when estimating the allowance for credit losses including models that incorporate vintage loss and delinquency migration analysis. The models take into consideration attributes of the portfolio includingloan-to-value ratios, internal and external credit scores, collateral types, and collateral types.loan terms. Market and economic factors such as used vehicle prices, unemployment, rates, and consumer debt service burdens are also incorporated into these models. Estimated losses on operating leases expected to terminate early due to lessee defaults are also determined collectively, consistent with the methodologies used for consumer finance receivables.

Dealer finance receivables are individually evaluated for impairment when specifically identified as impaired. Dealer finance receivables are considered to be impaired when it is probable that our finance subsidiaries will be unable to collect all amounts due according to the original terms of the loan. The determination of whether dealer finance receivables are impaired is based on evaluations of dealership payment history, financial condition and cash flows, and their ability to perform under the terms of the loans. Dealer finance receivables that have not been specifically identified as impaired are collectively evaluated for impairment.

We believe our allowance for credit losses and impairment losses on operating leases is a “critical accounting estimate” because it requires significant judgment about inherently uncertain items. Our finance subsidiaries regularly review the adequacy of the allowance for credit losses and impairment losses on operating leases. The estimates are based on information available at the end of each reporting period. However, actual losses may differ from the original estimates as a result of actual results varying from those assumed in our estimates.

As an example of the sensitivity of the allowance calculation, the following scenario demonstrates the impact that a deviation in one of the primary factors estimated as a part of our allowance calculation would have on the provision and allowance for credit losses. If we had experienced a 10% increase in net charge-offs during fiscal year 2016,2018, the provision for fiscal year 20162018 and the allowance balance at the end of fiscal year 20162018 would have increased by approximately ¥4.8¥6.6 billion and ¥2.5¥3.4 billion, respectively. Note that this sensitivity analysis may be asymmetric and is specific to the base conditions in fiscal year 2016.2018.

Additional Narrative of the Change in Credit Loss

The following tables summarize our allowance for credit losses on receivables from financial services:

 

                                                                                                
   Yen (millions) 

For the year ended March 31, 2014

  Retail  Finance
lease
  Wholesale  Total 

Allowance for credit losses

     

Balance at beginning of year

  ¥18,528   ¥788   ¥1,278   ¥20,594  

Provision

   18,688    311    1,165    20,164  

Charge-offs

   (25,610  (574  (112  (26,296

Recoveries

   9,681    94    11    9,786  

Exchange differences on translating foreign operations

   683    17    252    952  
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at end of year

  ¥21,970   ¥636   ¥2,594   ¥25,200  
  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance of receivables from financial services

  ¥4,563,700   ¥330,087   ¥496,899   ¥5,390,686  

Average balance of receivables from financial services

  ¥4,180,635   ¥347,768   ¥465,456   ¥4,993,859  

Net charge-offs as a % of average balance of receivables from financial services

   0.38  0.14  0.02  0.33

Allowance as a % of ending balance of receivables from financial services

   0.48  0.19  0.52  0.47
   Yen (millions) 

For the year ended March 31, 2015

  Retail  Finance
lease
  Wholesale  Total 

Allowance for credit losses

     

Balance at beginning of year

  ¥21,970   ¥636   ¥2,594   ¥25,200  

Provision

   18,213    349    (202  18,360  

Charge-offs

   (26,673  (620  (385  (27,678

Recoveries

   9,101    131    27    9,259  

Exchange differences on translating foreign operations

   38    3    (144  (103
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at end of year

  ¥22,649   ¥499   ¥1,890   ¥25,038  
  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance of receivables from financial services

  ¥4,901,918   ¥260,543   ¥556,735   ¥5,719,196  

Average balance of receivables from financial services

  ¥4,732,809   ¥295,315   ¥526,817   ¥5,554,941  

Net charge-offs as a % of average balance of receivables from financial services

   0.37  0.17  0.07  0.33

Allowance as a % of ending balance of receivables from financial services

   0.46  0.19  0.34  0.44

                                                                                                
  Yen (millions)   Yen (millions) 

For the year ended March 31, 2016

  Retail Finance
lease
 Wholesale Total   Retail Finance
lease
 Wholesale Total 

Allowance for credit losses

          

Balance at beginning of year

  ¥22,649   ¥499   ¥1,890   ¥25,038    ¥22,649  ¥499  ¥1,890  ¥25,038 

Provision

   24,148    457    769    25,374     24,148  457  769  25,374 

Charge-offs

   (31,258  (268  (64  (31,590   (31,258 (268 (64 (31,590

Recoveries

   8,839    107    98    9,044     8,839  107  98  9,044 

Exchange differences on translating foreign operations

   (2,078  (33  (190  (2,301   (2,078 (33 (190 (2,301
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Balance at end of year

  ¥22,300   ¥762   ¥2,503   ¥25,565    ¥22,300  ¥762  ¥2,503  ¥25,565 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Ending balance of receivables from financial services

  ¥4,227,816   ¥227,502   ¥589,889   ¥5,045,207    ¥4,227,816  ¥227,502  ¥589,889  ¥5,045,207 

Average balance of receivables from financial services

  ¥4,564,867   ¥244,023   ¥573,312   ¥5,382,202    ¥4,564,867  ¥244,023  ¥573,312  ¥5,382,202 

Net charge-offs as a % of average balance of receivables from financial services

   0.49  0.07  (0.01)%   0.42   0.49 0.07 (0.01)%  0.42

Allowance as a % of ending balance of receivables from financial services

   0.53  0.33  0.42  0.51   0.53 0.33 0.42 0.51

 

   Yen (millions) 

For the year ended March 31, 2017

  Retail  Finance
lease
  Wholesale  Total 

Allowance for credit losses

     

Balance at beginning of year

  ¥22,300  ¥762  ¥2,503  ¥25,565 

Provision

   29,870   338   (278  29,930 

Charge-offs

   (33,045  (287  (382  (33,714

Recoveries

   8,487   69   3   8,559 

Exchange differences on translating foreign operations

   1,255   (73  (23  1,159 
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at end of year

  ¥28,867  ¥809  ¥1,823  ¥31,499 
  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance of receivables from financial services

  ¥4,199,715  ¥184,339  ¥608,549  ¥4,992,603 

Average balance of receivables from financial services

  ¥4,100,161  ¥195,750  ¥568,024  ¥4,863,935 

Net charge-offs as a % of average balance of receivables from financial services

   0.60  0.11  0.07  0.52

Allowance as a % of ending balance of receivables from financial services

   0.69  0.44  0.30  0.63

   Yen (millions) 

For the year ended March 31, 2018

  Retail  Finance
lease
  Wholesale  Total 

Allowance for credit losses

     

Balance at beginning of year

  ¥28,867  ¥809  ¥1,823  ¥31,499 

Provision

   36,037   214   336   36,587 

Charge-offs

   (39,478  (299  (271  (40,048

Recoveries

   8,368   50   13   8,431 

Exchange differences on translating foreign operations

   (1,718  47   5   (1,666
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at end of year

  ¥32,076  ¥821  ¥1,906  ¥34,803 
  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance of receivables from financial services

  ¥4,187,420  ¥165,156  ¥651,141  ¥5,003,717 

Average balance of receivables from financial services

  ¥4,283,938  ¥178,083  ¥608,199  ¥5,070,220 

Net charge-offs as a % of average balance of receivables from financial services

   0.73  0.14  0.04  0.62

Allowance as a % of ending balance of receivables from financial services

   0.77  0.50  0.29  0.70

The following table provides information related to losses on operating leases due to customer defaults:

 

  Yen (millions)   Yen (millions) 
      2014           2015           2016           2016           2017           2018     

Provision for credit losses on past due lease payments under operating leases

  ¥1,704    ¥1,869    ¥2,141    ¥2,141   ¥2,493   ¥3,437 

Impairment losses on operating leases due to early termination

  ¥3,304    ¥4,077    ¥5,486    ¥5,486   ¥7,987   ¥11,911 

Fiscal Year 20162018 Compared with Fiscal Year 20152017

The provision for credit losses on receivables from financial services for the fiscal year ended March 31, 20162018 increased by ¥7.0¥6.6 billion, or 38.2%22.2%, from the fiscal year ended March 31, 2015.2017. Net charge-offs of receivables from financial services for the fiscal year ended March 31, 20162018 increased by ¥4.1¥6.4 billion, or 22.4%25.7%, from the fiscal year ended March 31, 2015.2017. The increase in the provision for credit losses and net charge-offs was primarily attributable to an increase in loss severities on receivables in our North American finance subsidiaries. The increase in loss severities is due in part to the increase in the volume of retail loans with longer terms which typically have higher financed amounts. Impairment losses on operating leases due to early termination for the fiscal year ended March 31, 2018 increased by ¥3.9 billion, or 49.1%, from the fiscal year ended March 31, 2017 primarily due to the growth in equipment on operating leases in our North American finance subsidiaries.

Fiscal Year 2017 Compared with Fiscal Year 2016

The provision for credit losses on receivables from financial services for the fiscal year ended March 31, 2017 increased by ¥4.5 billion, or 18.0%, from the fiscal year ended March 31, 2016. Net charge-offs of receivables from financial services for the fiscal year ended March 31, 2017 increased by ¥2.6 billion, or 11.6%, from the fiscal year ended March 31, 2016. The increase in the provision for credit losses and net charge-offs was attributable to higher default frequencies and loss severities on receivables due in part to the increase in the volume of retail loans with longer terms in our North American finance subsidiaries. Impairment losses on operating leases due to early termination for the fiscal year ended March 31, 20162017 increased by ¥1.4¥2.5 billion, or 34.6%45.6%, from the fiscal year ended March 31, 20152016 primarily due to the growth in equipment on operating leases in our North American finance subsidiaries.

Fiscal Year 2015 Compared with Fiscal Year 2014

The provision for credit losses on receivables from financial services for the fiscal year ended March 31, 2015 decreased by ¥1.8 billion, or 8.9%, from the fiscal year ended March 31, 2014. This decline was primarily attributable to the decline in retail loan acquisition volumes during the fiscal year 2015 in our North American finance subsidiaries. The increase in net charge-offs of receivables from financial services for the fiscal year ended March 31, 2015 of ¥1.9 billion, or 11.6%, from the fiscal year ended March 31, 2014 was primarily due to foreign currency translation effects. Impairment losses on operating leases due to early termination for the fiscal year ended March 31, 2015 increased by ¥0.7 billion, or 23.4%, from the fiscal year ended March 31, 2014 due to the growth in equipment on operating leases in our North American finance subsidiaries and foreign currency translation effects.

Losses on Lease Residual Values

Our finance subsidiaries in North America determine contractual residual values of lease vehicles at lease inception based on expectations of end of term used vehicle values, taking into consideration external industry

data and our own historical experience. Lease customers have the option at the end of the lease term to return the vehicle to the dealer or to buy the vehicle for the contractual residual value (or if purchased prior to lease maturity, for the outstanding contractual balance). Returned lease vehicles can be purchased by the grounding dealer for the contractual residual value (or if purchased prior to lease maturity, for the outstanding contractual balance) or a market based price. Returned lease vehicles that are not purchased by the grounding dealers are sold through online and physical auctions. We are exposed to risk of loss on the disposition of returned lease vehicles when the proceeds from the sale of the vehicles are less than the contractual residual values at the end of the lease term.

We assess our estimates for end of term market values of lease vehicles, at minimum, on a quarterly basis. The primary factors affecting the estimates are the percentage of leased vehicles that we expect to be returned by the lessee at the end of lease term and the expected loss severity.severities. Factors considered in this evaluation include, among other factors, economic conditions, historical trends, and market information on new and used vehicles. For operating leases, adjustments to estimated residual values are made on a straight-line basis over the remaining term of the lease and are includedrecognized as depreciation expense. For finance leases, if there is an objective evidence that recognition of losses on lease residual values is needed, downward adjustments for declines in estimated residual values are recognized as a loss on lease residual values in the period in which the estimate changed.

We also review our equipment on operating leases for impairment whenever events or changes in circumstances indicate that their carrying values may not be recoverable. If impairment conditions are met, impairment losses are measured by the amount carrying values exceed their recoverable amounts.

We believe that our estimated losses on lease residual values and impairment losses are a “critical accounting estimate” because it is highly susceptible to market volatility and requires us to make assumptions about future economic trends and lease residual values, which are inherently uncertain. We believe that the assumptions used are appropriate. However, actual losses incurred may differ from original estimates as a result of actual results varying from those assumed in our estimates.

If future auction values for all Honda and Acura vehicles in our North American operating lease portfolio as of March 31, 20162018 were to decrease by approximately ¥10,000 per unit from our present estimates, holding all other assumptions constant, the total impact would be an increase in depreciation expense by approximately ¥5.4¥7.6 billion, which would be recognized over the remaining lease terms. Similarly, if future return rates for our existing portfolio of all Honda and Acura vehicles were to increase by one percentage point from our present estimates, the total impact would be an increase in depreciation expense by approximately ¥0.8¥1.3 billion, which would be recognized over the remaining lease terms. Note that this sensitivity analysis may be asymmetric and is specific to the base conditions in fiscal year 2016.2018. Also, declines in auction values are likely to have a negative effect on return rates which could affect the sensitivities.

Post-employment Benefits

We have various pension plans covering substantially all of our employees in Japan and certain employees in foreign countries. Defined benefit obligations and defined benefit costs are based on assumptions of many factors, including the discount rate and the rate of salary increase. The discount rate is determined by reference to market yields at the end of the reporting period on high quality corporate bonds that is consistent with the currency and estimated term of the post-employment benefit obligations. The rate of salary increase reflects our actual experience as well as near-term outlook. Our assumed discount rate and rate of salary increase for Japanese plans as of March 31, 20162018 were 0.5%0.7% and 2.1%1.7%, respectively. Our assumed discount rate and rate of salary increase for foreign plans as of March 31, 20162018 were 3.62.8 - 4.2% and 2.5 - 3.6%3.0%, respectively.

We believe that the accounting estimates related to our pension plans are a “critical accounting estimate” because changes in these estimates can materially affect our financial position and results of operations.

We believe that the assumptions currently used are appropriate. However, changes in assumptions could affect our defined benefit costs and obligations, including our cash requirements to fund such obligations in the future. Actual results may differ from our assumptions, and the difference is recognized in other comprehensive income when it is incurred and reclassified immediately to retained earnings.

For information on the effect of change in the assumed discount rate on our defined benefit obligations, see “4) Sensitivity analysis” of note “(18) Employee Benefits” to the accompanying consolidated financial statements.

Deferred Tax Assets

We consider the probability that a portion of or all of the deductible temporary differences, carryforward of unused tax losses and carryforward of unused tax credit can be utilized against future taxable profits in the recognition of deferred tax assets. In assessing recoverability of deferred tax assets, we consider the scheduled reversal of deferred tax liabilities, projected future taxable profit and tax planning strategies.

We believe that our accounting for the deferred tax assets is a “critical accounting estimate” because it requires us to evaluate and assess the probability of future taxable profit and our business plan, which are inherently uncertain.

Based upon the level of historical taxable profit and projections for future taxable profit over the periods for which the deferred tax assets are deductible, we believe it is probable that we will utilize the benefits of these deferred tax assets as of March 31, 20152017 and 2016.2018. Uncertainty of estimates of future taxable profit could increase due to changes in the economic environment surrounding us, effects by market conditions, effects of currency fluctuations or other factors.

New Accounting Pronouncements Not Yet Adopted

For a description of new accounting pronouncements not yet adopted, see “(e) New Accounting Standards and Interpretations Not Yet Adopted” of note “(2) Basis of Preparation” to the accompanying consolidated financial statements.

B. Liquidity and Capital Resources

Overview of Capital Requirements, Sources and Uses

The policy of Honda is to support its business activities by maintaining sufficient capital resources, a sufficient level of liquidity and a sound balance sheet.

Honda’s main business is the manufacturing and sale of motorcycles, automobiles and power products. To support this business, Honda also funds financial programs for customers and dealers.

Honda requires working capital mainly to purchase parts and raw materials required for production, as well as to maintain inventory of finished products and cover receivables from dealers and for providing financial services. Honda also requires funds for capital expenditures, mainly to introduce new models, upgrade, rationalize and renew production facilities, as well as to expand and reinforce sales and R&D facilities.

Honda meets its working capital requirements primarily through cash generated by operations and bank loans. Honda believes that its working capital is sufficient for the Company’s present requirements. Theyear-end balance of liabilities associated with the Company and its subsidiaries’ funding fornon-Financial services businesses was ¥495.3¥472.0 billion as of March 31, 2016.2018. In addition, the Company’s finance subsidiaries fund financial programs for customers and dealers primarily from medium-term notes, bank loans, securitization of

finance receivables, commercial paper and corporate bonds. Theyear-end balance of liabilities associated with these finance subsidiaries’ funding for Financial services business was ¥6,326.0¥6,460.5 billion as of March 31, 2016.

2018.

There are no material seasonal variations in Honda’s borrowing requirements.

Cash Flows

Fiscal Year 20162018 Compared with Fiscal Year 20152017

Consolidated cash and cash equivalents on March 31, 20162018 increased by ¥285.7¥150.5 billion from March 31, 2015,2017, to ¥1,757.4¥2,256.4 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the previous fiscal year, are as follows:

Net cash provided by operating activities amounted to ¥1,390.9¥987.6 billion of cash inflows. Cash inflows from operating activities increased by ¥370.5¥102.5 billion compared with the previous fiscal year, due mainly to an increase in cash received from customers, which was partially offset by increasedan increase in payments for parts and raw materials.

Net cash used in investing activities amounted to ¥875.0¥615.1 billion of cash outflows. Cash outflows from investing activities increaseddecreased by ¥34.5¥35.5 billion compared with the previous fiscal year, due mainly to an increasea decrease in payments for acquisitions of other financial assets.

additions to property, plant and equipment.

Net cash used in financing activities amounted to ¥95.2¥174.3 billion of cash outflows.inflows. Cash outflows from financing activities increased by ¥107.7¥289.7 billion compared with the previous fiscal year, due mainly to a decrease in proceeds from financing liabilities.liabilities and purchases of treasury stock.

Fiscal Year 20152017 Compared with Fiscal Year 20142016

Consolidated cash and cash equivalents on March 31, 20152017 increased by ¥278.1¥348.5 billion from March 31, 2014,2016, to ¥1,471.7¥2,105.9 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the previous fiscal year, are as follows:

Net cash provided by operating activities amounted to ¥1,020.4¥885.0 billion of cash inflows. Cash inflows from operating activities increaseddecreased by ¥571.2¥505.9 billion compared with the previous fiscal year, due mainly to an increasea decrease in cash received due to increased unit sales in Motorcycle business and increase in collections of receivables from financial services, which was partially offset by increased payments for parts, raw materials and equipment on operating leases.

customers, including negative foreign currency translation effects.

Net cash used in investing activities amounted to ¥840.4¥650.6 billion of cash outflows. Cash outflows from investing activities decreased by ¥80.5¥224.4 billion compared with the previous fiscal year, due mainly to a decrease in payments for additions to property, plant and equipment.

Net cash provided byused in financing activities amounted to ¥12.4¥115.4 billion of cash inflows. Cash inflows from financing activities decreasedincreased by ¥342.9¥210.7 billion compared with the previous fiscal year, due mainly to a decrease in cash inflows fromrepayments of financing liabilities and an increase in dividends paid.liabilities.

Liquidity

The ¥1,757.4¥2,256.4 billion in cash and cash equivalents as of March 31, 20162018 is mainly denominated in U.S. dollars and in Japanese yen, with the remainder denominated in other currencies.

Honda’s cash and cash equivalents as of March 31, 20162018 corresponds to approximately 1.41.8 months of sales revenue, and Honda believes it has sufficient liquidity for its business operations.

At the same time, Honda is aware of the possibility that various factors, such as recession-induced market contraction and financial and foreign exchange market volatility, may adversely affect liquidity. For this reason, finance subsidiaries that carry total short-term borrowings of ¥1,128.1¥1,098.8 billion have committed lines of credit equivalent to ¥1,100.8¥1,047.5 billion that serve as alternative liquidity for the commercial paper issued regularly to replace debt. Honda believes it currently has sufficient credit limits, extended by prominent international banks, as of the date of the filing of Honda’s Form20-F.

Honda’s financing liabilities as of March 31, 20162018 are mainly denominated in U.S. dollars, with the remainder denominated in Japanese yen and in other currencies. For further information regarding financing liabilities, see note “(15) Financing Liabilities” and “(25) Financial Risk Management” to the accompanying consolidated financial statements.

Honda’s short- and long-term debt securities are rated by credit rating agencies, such as Moody’s Investors Service, Inc., Standard & Poor’s Rating Services, and Rating and Investment Information, Inc. The following table shows the ratings of Honda’s unsecured debt securities by Moody’s, Standard & Poor’s and Rating and Investment Information as of March 31, 2016.2018.

 

   Credit ratings for 
   Short-term
Short-term
unsecured debt securities
   Long-term
Long-term
unsecured debt securities
 

Moody’s Investors Service

   P-1    A1A2 

Standard & Poor’s Rating Services

   A-1    A+ 

Rating and Investment Information

   a-1+    AA 

The above ratings are based on information provided by Honda and other information deemed credible by the rating agencies. They are also based on the agencies’ assessment of credit risk associated with designated securities issued by Honda. Each rating agency may use different standards for calculating Honda’s credit rating, and also makes its own assessment. Ratings can be revised or nullified by agencies at any time. These ratings are not meant to serve as a recommendation for trading in or holding Honda’s unsecured debt securities.

C. Research and Development

The Company and its consolidated subsidiaries use the most-advanced technologies and conduct R&D activities with the goal of creating distinctive products that are internationally competitive. To attain this goal, Honda’s main R&D divisions operate independently as subsidiaries, allowing engineers to pursue their tasks with significant freedom. Product-related R&D is conducted mainly by Honda R&D Co., Ltd. in Japan; Honda R&D Americas, Inc. in the United States; and Honda R&D Asia Pacific Co., Ltd. in Thailand. R&D on production technologies centers around Honda Engineering Co., Ltd. in Japan and Honda Engineering North America, Inc. in the United States. All of these entities work in close association with our other entities and businesses in their respective regions.

Total consolidated R&D expenditures incurred during the fiscal year 2014, 20152016, 2017 and 20162018 were ¥625.6¥719.8 billion, ¥670.3¥659.9 billion and ¥719.8¥730.7 billion, respectively.

In addition, a portion of the R&D expenditures at the Company and its consolidated subsidiaries has been capitalized, and recorded as intangible assets. For details regarding R&D expenses recognized in the consolidated statements of income, see note “(21) Research and Development” to the accompanying consolidated financial statements.

R&D activities by segment are as follows.

Motorcycle Business

In the Motorcycle Business segment, Honda is aiming to deliver appealinghas been engaging in research and development with the policy of ‘maximizing the organizational climate of self-challenge and maximizing value creation with products in a timely manner that offer outstanding environmental performance and that will enable customers to experience the joy of ownership.technology.’

Among major technological achievements, we announced at the TOKYO MOTOR SHOW in October 2017 thePCX ELECTRIC, an electric scooter, equipped with a high-output motor developedin-house and the small motorcycle sector, detachableHonda Mobile Power Pack, and thePCX HYBRID, which delivers high torque from a compact system that uses a newly developed a single-cylinder 150cc water-cooledproprietary Honda hybrid system for motorcycles to assist the engine with onea high-output battery and ACG starter.

Furthermore, theSuper Cub 50andSuper Cub 110, long-selling models that were transferred from China to the Kumamoto manufacturing plant in Japan, underwent model changes and were launched in November 2017. The exterior design has a renewed configuration connecting the leg shield to the rear fender in a smooth, curved surface. In addition, by adopting a user-friendly removable side cover on both sides of the best acceleration inbody and including round,low-energy LED headlights with a long service life to create a compact area around the handle, the remodeledSuper Cubexpresses its class that also achievesidentity as a new generation ofSuper Cubpossessing both enhanced performance at low-to-medium speedstraditional styling and superior fuel economy. This engine was installed on theSonic 150R launched in Indonesia. In Brazil, we launched theXRE190, which features the first ABS system on a Honda motorcycle, a lightweight compact system with simple structure developed for small motorcycles.

an innovative spirit.

In the large motorcycle sector, we launchedin January 2018, for theCRF1000LAfrica Twin first time in Europe, Japan17 years, Honda announced a full model change of theGold Wing, a series with a history of over 40 years. In order to return to the original charms of the motorcycle and other countries, featuringcreate a newly developed compact four-stroke OHC in-line two-cylinder 1000cc water-cooled engine. Adopting“fun factor” and “driving elation,” drivers can share the latest semi-double cradle frame and high-performanceultimate thrill with a passenger through Honda’s proprietary double wishbone front suspension, this adventure model achieves both superior off-road performancewhich provides a comfortable ride and nimble on-road handling.handling, its third-generation7-speed dual clutch transmission (DCT) with drive mode, and various other advanced features.

Furthermore, we launched theRC213V-S, a street legal version of theRC213V race machine that swept the MotoGP-class of the FIM Grand Prix World Championship in 2013 and 2014. TheRC213V utilizes lightweight components, being processed with accuracy and precision craftsmanship to make it a standout among mass-produced motorcycles.

In the scooter sector, LED headlights were newly added to the coreAir Blademodel in Vietnam, and fuel economy and noise levels were upgraded through engine improvements and weight reductions to the frame.

In the electrical technologies, development is underway toward introductionfield of a commuter EV based on theEV-CUB Conceptunveiledcutting-edge technology, at the Tokyo Motor Show.TOKYO MOTOR SHOW in October 2017, theHonda RidingAssist-e

was announced, an experimental vehicle that applies Honda’s unique balance control technology to motorcycles that was cultivated through robotics research. This technology has been developed with the aim of reducing the risk of overturning and making life with motorcycles more reassuring and more enjoyable.

R&D expenditures in this segment incurred during the fiscal year 2014, 20152016, 2017 and 20162018 were ¥72.3¥76.7 billion, ¥73.7¥74.3 billion and ¥76.7¥79.4 billion, respectively.

Automobile Business

In the Automobile Business segment, Honda has been involvedis engaged in R&D activities with the aim of customer satisfaction with advanced technologiesresearch and competitivenessdevelopment under the themespolicies of ‘Creating New Values’‘aim for research laboratories that are one step ahead,’ ‘change awareness and ‘Advanced R&D Activities Worldwide’.behavior in times of industry revolution’ and ‘pursue value from the perspective of the customer and continue to create high quality products with high quality working methods toward realizing Honda’s vision for 2030.’

Among major technological achievements in the automobile businessAutomobile Business segment, Honda launchedat the North American International Auto Show in January 2018, the new model Clarity Fuel CellRDX in Japan,prototype had its global debut. As a product onnext-generation Acura model, it marks the leading edgebeginning of a new era for the Acura brand. Making full use of the times. This fuel cell vehicle featureslatest Acura designs, theRDX adopts a high-compression hydrogen storage tank,2.0L direct injection turbocharged VTEC engine for its powertrain and through improved powertrain efficiencyafirst-in-class10-speed automatic transmission. Combining elements such as theSH-AWD automatic four-wheel drive power control system, a newly developed dedicated platform, and running energy, achieves world-classa lightweight body high in rigidity, theRDX provides powerful acceleration and linear handling.

Also, the new modelACCORD was launched in North America in October 2017, entering its tenth generation. With significant upgrades to design, packaging, and driving range per one hydrogen filling asperformance, it was developed with the

objective of creating a zero emissions vehicle. The time requirednext-generation midsize sedan that also incorporates the latest connectivity and driving safety support technologies. In addition to top off the fuel tanktwo types ofin-line four-cylinder turbocharged direct injection DOHC engines, the 1.5L and the 2.0L, the third-generationSPORT HYBRIDi-MMDhybrid system is also about three minutes, achieving convenience on par with traditional gasoline-power vehicles. It is alsoavailable for the first sedan-type FCV in the world to carry five passengers.

Honda also launched the newStep WGN, featuringpowertrain. Combining a newly-developedturbocharged 2.0L direct injection 1.5L VTEC Turbo engine the newOdyssey Hybrid, featuring high torquewith an originally developed10-speed automatic transmission, this next-generation powertrain provides low operating noise and high outputfuel efficiency while reducing its size and weight, and the newVezel, with improved equipment to enhance its competitiveness. The Vezelis sold in countries other than Japan under the trade name of HR-V, and in Europe, a type featuring a 1.6L i-DTEC diesel engine is available, in addition to a traditional gasoline engine model. All threedelivering torque that surpasses that of the above models featureHonda SENSING, an advanced driver-assistive system to prevent and avoid accidents.aV-typesix-cylinder

In North America, Honda’s largest market, the 10th generationCivic sedanwas launched, striving to achieve a new benchmark in the compact car segment. The new Civic sedanwas jointly developed by development teams in Japan and the United States, and its driving performance, fuel economy, and safety were all updated. Available engine types include the in-line four-cylinder 1.5L DOHC direct injection turbo engine, and the in-line four-cylinder 2.0L DOHC i-VTEC 3.5L engine. Also featured isHonda SENSING, providing new value in the compact car segment. ThisCivic sedanACCORDwas awarded the 2018 North American Car of the Year at the North2018 American International Auto ShowShow.

In Japan, a new model of theN-BOXmini-vehicle was launched in September 2017. While inheriting a design with a sense of presence and large interior space, which were features that were well-received by customers in the previous model generation, it has been updated with a newly developed platform and powertrain. The newN-BOXis equipped with a full complement of features such as safety equipment and the newly adopted super sliding passenger seat, but is approximately 80kg lighter with low fuel consumption and excellent drivability and ride comfort. ThisN-BOXwon three awards; JAHFA CAR OF THE YEAR, RJC Technology of the Year, and Small Mobility Category Prize by the Japan Car of the Year.

Regarding the development of electric vehicles, theCLARITYPLUG-IN HYBRIDandCLARITY ELECTRICwere displayed for the first time in ten years.

In the electrical technologies, development has been underway for world at the New York International Auto Show in April 2017. These areplug-in hybrids hybrid vehicles (PHEV) and electric vehicles (EV) that have a platform shared with theCLARITY FUEL CELL, which was announced in Japan in March 2016. These are the first vehicles in the world equipped with the three types of PHEV, EV, and fuel cell vehicle (FCV) powertrains available on the same platform, providing new value to the five-seat midsize class sedan. With thisCLARITY series, Honda regards and expects asis progressing toward achieving its goal of shifting to electric vehicles, namely, ‘to replacetwo-thirds of sales volume in the future of EVs, and development is also underway for zero emissionautomobile product lineup with electric vehicles such as fuel cell vehicleshybrid, FCV, and battery EVs ahead of an expected eventual rise in demand.

EV.’

R&D expenditures in this segment incurred during the fiscal year 2014, 20152016, 2017 and 20162018 were ¥524.3¥614.2 billion, ¥567.3¥559.8 billion and ¥614.2¥625.0 billion, respectively.

Power Product and Other Businesses

Honda has involved research and development in the Power Products Business, based on the principlepolicy of ‘Expand the usefulness and joy towards worldwide customers, by having a full understanding of the market, looking into the future and adapting business fundamentals’.

Among major technological achievements, the electric robot lawn mowerMiimo HRM520, a self-propelled lawn mower that automatically cuts grass and has been popular since its launch in Europe 2012, was launched in Japan and the United States in June 2017. TheMiimo HRM520system, comprised of the three components of the main unit, charging station, and area wires to designate its operational area, automatically cuts grass within its operational area. In addition, it automates lawn mowing by detecting its charge level and returning to the charging station when necessary, thereby automatically recharging itself. By setting the day, time and area of choice, customers can automatically mow the lawn according to various needs. In addition, as theMiimo HRM520clips the growing grass tips daily and drops shavings back to the roots, it eliminates the work that goes into grass collection and disposal and greatly reduces the labor of lawn mowing, while at the same time the cut grass is used as fertilizer to maintain the greenness of the lawn. It is quiet, environmentally-friendly, highly efficient and durable.

Also, in September 2017, theLiB-AID E500, a handy type storage battery, was launched at Honda launched theComame (F220), Puchina (FG201) andSalad (FF500)compact tillers inCars across Japan. These models feature improved styling, ease of transport, and operability, and also conform to new safety standards set by the Institute of Agricultural Machinery.

Utilizing Honda’s proprietary sine wave inverter technologies, harbored in the development process for generators, Honda introduced thePower Exporter 9000,this handy type storage battery can supply high-quality power with a 9kVA portable externalmaximum power generator that converts electrical poweroutput of 500W (VA). The device can be recharged from fuel cell vehicles to power communities, homes,household outlets or car accessory sockets and facilities.

In other areas, corporate leasing began forHonda Walking Assist,is replete with a compact and lightweight assistive devicereusablelithium-ion battery, making it ideal for use in walking training. It features technologiesas a portable power source for bipedal walking gained from the development process for theASIMO humanoid robot. Based on the inverted pendulum modela variety of bipedal walking theory,Honda Walking Assist serves to guide the customer into efficient walking. Moving forward, Honda will work to promote its use in walking training in hospitalsindoor and rehabilitation environments.outdoor activities.

In electrical technologies, R&D activities have been underway, as Honda seeks to expand electrification efforts, for products such as lawn mowers and power units for OEM manufacturers.

In Other Businesses such as the aircraft engines, Honda seeks to establish a sustainable business structure and make a name for itself in the industry. Under this policy, Honda progressed product improvementpromoted the establishment of the production and cost reductionsservices structures of theHF120 jet engine. Through proprietary technologies suchengine, as well as cost reductions.

In aircraft business, Honda has created new value with uniquely developed leading-edge technology. We are building an operating base in order to grow our aircraft business from a long-term perspective. By adopting wave resistance reducingOver-The-Wing Engine Mount technology, natural laminar flow wings, and an integrally molded carbon composite fuselage, and advanced avionics, etc.,HondaJet’s performance and product strength have come to overwhelm its competitors, and in the calendar year 2017, it became the world’s number one ranked aircraft in the small jet category for the number of aircraft supplied. Furthermore, in January 2018,HondaJet achieves top speed, flight ceiling, climbing ability, fuel economy,dealers started operations in China, and cabin size that arein February 2018, we received sixteen orders from a French air taxi service provider, demonstrating the high regard among the best in its class. TheHondaJet madecustomers for this product. With regard to production, we have been able to improve production efficiency and achieve a world tour across 13 countries, and after initial demonstrations in Japan, Europe, and South America, it received a Type Certification (TC) from the United States Federal Aviation Administration (FAA) in December 2015. Its deliveries commenced afterwards.

stable production of four aircraft per month.

R&D expenditures in this segment incurred during the fiscal year 2014, 20152016, 2017 and 20162018 were ¥28.9¥28.8 billion, ¥29.2¥25.6 billion and ¥28.8¥26.2 billion, respectively.

Patents and Licenses

As of March 31, 2016,2018, Honda owned more than 20,90021,300 patents in Japan and more than 26,40027,200 patents abroad. Honda also had applications pending for more than 7,4006,300 patents in Japan and for more than 14,60014,200 patents abroad. While Honda considers that, in the aggregate, Honda’s patents are important, it does not consider any one of such patents, or any related group of them, to be of such importance that the expiration or termination thereof would materially affect Honda’s business.

D. Trend Information

See Item 5.A “Operating and Financial Review and Prospects” for information required by this item.

E.Off-Balance Sheet Arrangements

Loan commitments

Honda maintains unused balances on committed lines to dealers based on loan commitment contracts. The undiscounted maximum amount of this potential obligation as of March 31, 20162018 was ¥125.6¥112.7 billion. Although committed lines have been extended, they will not necessarily be withdrawn, as certain contracts contain terms and conditions of withdrawal that require screening of the obligor’s credit standing.

Guarantee of employee loans

As of March 31, 2016,2018, we guaranteed ¥19.1¥13.8 billion of employee bank loans for their housing costs. If an employee defaults on his/her loan payments, we are required to perform under the guarantee. The undiscounted maximum amount of our potential obligation to make future payments in the event of defaults is ¥19.1¥13.8 billion. As of March 31, 2016,2018, no amount has been accrued for any estimated losses under the obligations, as it was probable that the employees would be able to make all scheduled payments.

F. Tabular Disclosure of Contractual Obligations

The following table shows our contractual obligations as of March 31, 2016:2018:

Contractual Obligations

 

  Yen (millions)   Yen (millions) 
  Total   Payments due by period   Total   Payments due by period 
  Within
1 year
   1-3
years
   3-5
years
   Thereafter   Within
1 year
   1-3
years
   3-5
years
   Thereafter 

Financing liabilities

  ¥6,756,164    ¥2,873,706    ¥2,545,316    ¥1,075,162    ¥261,980    ¥7,098,833   ¥3,030,934   ¥2,544,730   ¥1,239,710   ¥283,459 

Other financial liabilities

   146,575     74,492     33,157     24,357     14,569     186,083    83,619    57,260    17,649    27,555 

Future minimum lease payments undernon-cancelable operating leases

   74,463     18,263     20,880     10,835     24,485     75,487    17,126    22,835    12,742    22,784 

Purchase and other commitments*1

   98,584     60,547     24,336     13,701     —       71,188    47,356    21,974    1,242    616 

Contributions to defined benefit pension plans*2

   78,212     78,212     —       —       —       47,807    47,807    —      —      —   
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥7,153,998    ¥3,105,220    ¥2,623,689    ¥1,124,055    ¥301,034    ¥7,479,398   ¥3,226,842   ¥2,646,799   ¥1,271,343   ¥334,414 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

*1

Honda had commitments for purchases of property, plant and equipment as of March 31, 2016.

2018.
*2

Since contributions beyond the next fiscal year are not currently determinable, contributions to defined benefit pension plans reflect only contributions expected for the next fiscal year.

G. Safe Harbor

All information disclosed under Item 5. E and F contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that Honda’s actual results could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in Honda’s principal markets and foreign exchange rates between the Japanese yen and the U.S. dollar, and other major currencies, as well as other factors detailed from time to time.

Item 6. Directors, Senior Management and Employees

A. Directors and Senior Management

Effective on June 15, 2017, Honda adopted a “company with an audit and supervisory committee” corporate governance system (the “Audit and Supervisory Committee system”) under Japan’s Company Law (in which this system was newly established by its amendments effected as of May 1, 2015) upon approval on the amendments to the Articles of Incorporation relating thereto at its Ordinary General Meeting of Shareholders held on June 15, 2017. As a result of adopting the Audit and Supervisory Committee system, Honda no longer has a Board of Corporate Auditors.

For Japanese companies which employ the Audit and Supervisory Committee system, including Honda, Japan’s Company Law requires that such companies have a board of directors, which shall consist of directors who are audit and supervisory committee members and directors who are not such members, and, within the board of directors, an audit and supervisory committee, which shall consist of three or more directors. Honda’s articlesArticles of incorporationIncorporation provide for athe Board of Directors of not more than 1520 Directors and for a Board of Corporate Auditors of notwhom no more than seven Corporate Auditors. Directors shall be Audit and Corporate AuditorsSupervisory Committee Members. Directors who are not audit and supervisory committee members and directors who are such members are separately elected by resolutions of the general meetings of shareholders. The Corporate Auditors are nominated by the Board of Directors as candidates for election with approval by the Board of Corporate Auditors. The normal term of office of a Directordirector who is one yearan audit and supervisory committee member is two years and that of a Corporate Auditordirector who is four years.not such member is one year. Directors and Corporate Auditors may serve any number of consecutive terms.

TheHonda’s Board of Directors appoints one President and Director and may appoint one Chairman of the Board of Directors and several Executive Vice Presidents and Directors, Senior Managing Directors and Managing Directors from among its members.Directors who are not Audit and Supervisory Committee Members. The President represents the Company. In addition, the Board of Directors may appoint, pursuant to its resolutions, Directors who shall each represent the Company. Under the Company Law, a representative director individually has authority to represent the Companycompany generally in the conduct of its affairs. The Board of Directors has the ultimate responsibility for the administration of the affairs of the Company.

Under the Company Law, the Corporate Auditorsaudit and supervisory committee has the following responsibilities: (i) auditing the performance of duties by directors and preparing audit reports, (ii) determining proposals concerning the appointment and dismissal of the Company havecompany’s accounting audit firm and the dutyrefusal of reappointment of the company’s accounting audit firm to audit the Director’s executionbe submitted to general meetings of their duties. Corporate Auditorsshareholders, (iii) deciding opinions on election, dismissal or resignation of directors who are not required to be certified public accountants,audit and supervisory committee members, in which case the audit and supervisory committee may notexpress its opinion at the same time begeneral meeting of shareholders, and (iv) deciding opinions on compensation of directors or employees of the Company or any of its subsidiaries. They are required to attend at meetings of the Board of Directors butwho are not entitled to vote. Corporate Auditorsaudit and supervisory committee members, in which case the audit and supervisory committee may express its opinion at the general meeting of the Company form the Board of Corporate Auditors, which must consist of at least three Corporate Auditors.shareholders. Not less than half of the members of the Board of Corporate Auditorsaudit and supervisory committee must be outside Corporate Auditors, eachdirectors. Each of whom meetsthe outside directors is required to meet all of the following independence requirements: the relevant person must be (1) a person who hasis not been aan executive director, accounting councilor, executive officer, manager or any other employee of the Companycompany or any of its subsidiaries and has not been in such position for ten years prior to the assumption of office; (2) if the relevant person assumed an office of anon-executive director, accounting councilor or corporate auditor of the Companycompany or any of its subsidiaries during the ten years mentioned in (1) above, a person who had not been aan executive director, accounting councilor, executive officer, manager or any other employee of the Companycompany or any of its subsidiaries for further ten years prior to the assumption of such office; (3) a person who is not a director, corporate auditor, executive officer, manager or any other employee of the parent company or who is not a natural person controlling the Company;company; (4) a person who is not an executive director, executive officer, manager or any other employee of a company which is controlled by the parent company or by the natural person controlling the Company;company; and (5) a person who is not a spouse or one of a certain relativekinds of relatives of (a) a director, executive officer, manager or any other important employee of the Companycompany or (b) the natural person controlling the Company. Corporate Auditors are requiredcompany. With respect to elect from among themselves at least one Full-time Corporate Auditor. Corporate Auditors also have a statutory duty to provide their report toaudit reports prepared by the Boardaudit and supervisory committee, each member of Corporate Auditors, which must submit its audit report to the Representative Director each year. A Corporate Auditorcommittee may note his or her opinion in the audit report if his

or her opinion is different from the opinion expressed in the audit report. The Board of Corporate Auditors is empowered to establish audit principles, methods of investigation by Corporate Auditors of the status of the corporate affairs and assets of the Company and other matters concerning the performance of the Corporate Auditors’ duties. In addition, the Company is required to appoint independent certified public accountants as accounting auditor.auditors. Such independent certified public accountants have as their primary statutory duties to audit the consolidated andnon-consolidated financial statements of the Company prepared in accordance with the Company Law to be submitted by the Representative Director to general meetings of shareholders and to prepare an accounting audit report thereon and to notify the contents of such report to the specified Corporate Auditormember of the audit and supervisory committee (or, if such member is not specified, any member of the committee) and the specified Directordirector in charge.

The following table provides the names of all the members of the Board of Directors (including the Audit and Corporate AuditorsSupervisory Committee Members). Also the names of the operating officers (who are not concurrently the members of the Board of Directors) of the Company and the current positions held by such persons.persons are provided below.

 

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Representative Directors

   

Takahiro Hachigo

(May 19, 1959)

 Joined Honda Motor Co., Ltd. in April 1982  *3  29,20037,200 
 

 

General Manager of Automobile Purchasing Division II


for Purchasing Operations,


appointed in April 2008

  
 

Operating Officer of the Company,


appointed in June 2008

  
 

General Manager of Purchasing Division II


for Purchasing Operations,


appointed in April 2010

  
 

General Manager of Suzuka Factory for Production Operations,


appointed in April 2011

  
 

Vice President and Director of Honda Motor Europe, Ltd.,


appointed in April 2012

  
 

Managing Officer of Honda R&D Co., Ltd.,


appointed in September 2012

  
 

President and Director of Honda R&D Europe (U.K.) Ltd.,


appointed in September 2012

  
 

Representative of Development, Purchasing and Production (China),


appointed in April 2013

  
 

Vice President of Honda Motor (China) Investment Co., Ltd.,


appointed in April 2013

  
 

Vice President of Honda Motor Technology (China) Co., Ltd.,


appointed in November 2013

  
 

Managing Officer of the Company,


appointed in April 2014

  
 

Senior Managing Officer of the Company,


appointed in April 2015

  
 

President, Chief Executive Officer and


Representative Director of the Company,


appointed in June 2015 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Seiji Kuraishi

(July 10, 1958)

Joined Honda Motor Co., Ltd. in April 1982*329,400

President and Director of Honda Malaysia Sdn Bhd,

appointed in October 2002

  
 

General ManagerChief Executive Officer of Product Planning and Marketing Office

for Automobile Operations,

the Company,
appointed in April 2005

2017 (presently held)
  
 President and Representative Director of the Company,
appointed in June 2017 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Seiji Kuraishi

(July 10, 1958)

Joined Honda Motor Co., Ltd. in April 1982*337,200

Vice President of Honda Motor (China) Investment Co., Ltd.,

appointed in April 2007

  
 

Operating Officer of the Company,

appointed in June 2007

  
 

President of Dongfeng Honda Automobile Co., Ltd.,

appointed in January 2008

  
 

Chief Operating Officer for Regional Operations (China),

appointed in April 2010

  
 

President of Honda Motor (China) Investment Co., Ltd.,

appointed in April 2010

  
 

Director of the Company,

appointed in June 2010

  
 

Operating Officer and Director of the Company,

appointed in April 2011

  
 

Operating Officer of the Company

(retired from the position as Director),

appointed in June 2011

  
 

President of Honda Motor Technology (China) Co., Ltd.,

appointed in November 2013

  
 

Managing Officer of the Company,

appointed in April 2014

  
 

Senior Managing Officer of the Company,

appointed in April 2016

  
 

Executive Vice President, Executive Officer and

Representative Director of the Company,

appointed in June 2016 (presently held)

  
 

Risk Management Officer,

appointed in June 2016 (presently held)

  
 

Corporate Brand Officer,

appointed in June 2016 (presently held)

  

Chief Operating Officer of the Company,

appointed in April 2017 (presently held)

In Charge of Strategy, Business Operations and
Regional Operations,

appointed in April 2017 (presently held)

Executive Vice President and Representative Director
of the Company,

appointed in June 2017 (presently held)

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Senior Managing Directors

   

Yoshiyuki Matsumoto

(January 14, 1958)

 Joined Honda Motor Co., Ltd. in April 1981  *3  33,00040,200 

(January 14, 1958)

 

 

Responsible for Automobile Products for Automobile Operations,


appointed in April 2006

  
 

Operating Officer of the Company,


appointed in June 2006

  
 

General Manager of Suzuka Factory for Production Operations,


appointed in April 2009

  
 

Executive in Charge of Business Unit No.3

No. 3
for Automobile Operations,


appointed in April 2011

  
 

Managing Officer of the Company,


appointed in April 2012

  
 

Representative of Development, Purchasing and Production


(Asia & Oceania),


appointed in April 2013

  
 

Executive Vice President of Asian Honda Motor Co., Ltd.,


appointed in April 2013

President and Chief Executive Officer
of Honda Motor India Private Ltd.,
appointed in April 2013
Senior Managing Officer of the Company,
appointed in April 2015
Chief Officer for Automobile Operations,
appointed in April 2015
Executive in Charge of Quality Innovation
for Automobile Operations,
appointed in April 2015
Senior Managing Officer and Director of the Company,
appointed in June 2015
President, Chief Executive Officer and Representative Director of
Honda R&D Co., Ltd.,
appointed in April 2016
Supervising Director of F1 Project,
appointed in April 2016
In Charge of Research & Development
(Research & Development, Intellectual Property and Standardization),
appointed in April 2017 (presently held)
Senior Managing Director of the Company,
appointed in June 2017 (presently held)
  
 

President and Chief Executive OfficerRepresentative Director of

Honda Motor India PrivateR&D Co., Ltd.,

appointed in April 20132018 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Toshiaki Mikoshiba

Joined Honda Motor Co., Ltd. in April 1980*336,000

(November 15, 1957)

Responsible for East Europe, the Middle & Near East and Africa for
Regional Operations (Europe, the Middle & Near East and Africa),

appointed in April 2008

  
 

Senior Managing OfficerExecutive Vice President and Director of the Company,

Honda Motor Europe Ltd.,
appointed in April 2015

2008
  
 

Chief Operating Officer for Automobile Operations,

of the Company,
appointed in April 2015

June 2008
  
 

Executive in Charge of Quality Innovation

Responsible for AutomobileRussia and CIS for Regional Operations


(Europe, the Middle & Near East and Africa),
appointed in April 2015

June 2009
  
 

Senior Managing OfficerPresident and Director of the Company,

Honda Motor RUS LLC,
appointed in June 2015 (presently held)

August 2009
  
 

President Chief Executive Officer and Director of

Guangqi Honda R&DAutomobile Co., Ltd.,


appointed in April 2016 (presently held)

2011
  
 

SupervisingManaging Officer of the Company,
appointed in April 2014

Chief Officer for Regional Operations (Europe Region),
appointed in April 2014
President and Director of F1 Project,

Honda Motor Europe Ltd.,
appointed in April 2014

Senior Managing Officer of the Company,
appointed in April 2015
Chief Officer for Regional Operations (North America),
appointed in April 2016 (presently held)

President and Director of Honda North America, Inc.,
appointed in April 2016 (presently held)
President and Director of American Honda Motor Co., Inc.,
appointed in April 2016 (presently held)
Chief Executive Officer of American Honda Motor Co., Inc.,
appointed in April 2016 (presently held)
In Charge of Sales and Marketing,
appointed in April 2017 (presently held)
Senior Managing Director of the Company,
appointed in June 2017 (presently held)
Chief Executive Officer of Honda North America, Inc.,
appointed in April 2018 (presently held)
  

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Yoshi Yamane

(September 28, 1958)

 Joined Honda Engineering Co., Ltd. in October 1985  *3  28,80036,000 
 

 

Large Project Leader of Corporate Project,


Automobile Production Planning Office for Production Operations,

appointed in April 2008

  
 

Operating Officer of the Company,


appointed in June 2008

  
 

Responsible for Production for Production Operations,


appointed in June 2008

  
 

Responsible for Production for Regional Operations (China),

appointed in April 2009

  
 

Vice President of Honda Motor (China) Investment Co., Ltd.,

appointed in September 2010

  
 

General Manager of Suzuka Factory for Production Operations,

appointed in April 2012

  
 

Representative of Automobile Development,

Purchasing and Production (Japan),


appointed in April 2013

  
 

General Manager of Suzuka Factory of Automobile Production

for Automobile Operations,


appointed in April 2013

  
 

Managing Officer of the Company,


appointed in April 2014

  
 

Head of Automobile Production for Regional Operations (Japan),

appointed in April 2014

  
 

Head of Production Supervisory Unit of Automobile Production


for Regional Operations (Japan),


appointed in April 2014

  
 

Senior Managing Officer of the Company,


appointed in April 2015

  
 

Chief Production Officer,


appointed in April 2015

  
 

Representative of Automobile Development,
Purchasing

and Production for Automobile Operations,


appointed in April 2015

  
 

Head of Production for Automobile Operations,


appointed in April 2015

  
 

Representative of Automobile Development,
Purchasing

and Production (Europe Region),


appointed in April 2015

  
 

Senior Managing Officer and Director of the Company,


appointed in June 2015 (presently held)

  
 

Chief Operating Officer for Production Operations,


appointed in April 2016 (presently held)

In Charge of Production
(Production, Purchasing, Quality, Parts and Service)
appointed in April 2017 (presently held)
Senior Managing Director of the Company,
appointed in June 2017 (presently held)
  

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Kohei Takeuchi

(February 10, 1960)

 Joined Honda Motor Co., Ltd. in April 1982  *3  19,40026,600 
 

 

General Manager of Accounting Division


for Business Management Operations,


appointed in April 2010

  
 

Operating Officer of the Company,


appointed in April 2011

Chief Officer for Business Management Operations,
appointed in April 2013 (presently held)
Operating Officer and Director of the Company,
appointed in June 2013
Managing Officer and Director of the Company,
appointed in April 2015
Senior Managing Officer and Director of the Company,
appointed in April 2016
Chief Officer for Driving Safety Promotion Center,
appointed in April 2016 (presently held)
Chief Financial Officer of the Company
(Accounting, Finance, Human Resources,
Corporate Governance and IT),
appointed in April 2017 (presently held)
Senior Managing Director of the Company,
appointed in June 2017 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Directors

Hideko Kunii

(December 13, 1947)

Associate Director of Ricoh Co., Ltd.,
appointed in April 2009
*31,600
Chairperson of Ricoh IT Solutions Co., Ltd.,
appointed in July 2009
Outside Director of Innovation Network Corporation of Japan,
appointed in July 2009 (presently held)
Member of Gender Equality Bureau Cabinet Office,
appointed in August 2009
Professor, Graduate School of Engineering Management,
Shibaura Institute of Technology,
appointed in April 2012
Retired from Chairperson of Ricoh IT Solutions Co., Ltd.
in March 2013
Retired from Associate Director of Ricoh Co., Ltd.
in March 2013
Deputy President, Shibaura Institute of Technology,
appointed in April 2013
General Manager of Gender Equality Promotion Office,
Shibaura Institute of Technology,
appointed in October 2013
Director of the Company,
appointed in June 2014 (presently held)
Outside Director of Tokyo Electric Power Company, Incorporated
(currently, Tokyo Electric Power Company Holdings, Inc.),
appointed in June 2014 (presently held)
Outside Director of Mitsubishi Chemical Holdings Corporation,
appointed in June 2015 (presently held)
End of tenure as Professor,
Graduate School of Engineering Management,
Shibaura Institute of Technology in March 2018
End of tenure as Deputy President,
Shibaura Institute of Technology in March 2018
End of tenure as General Manager of Gender Equality Promotion Office,
Shibaura Institute of Technology in March 2018
  
 

Chief Operating Officer for BusinessVisiting Professor, Graduate School of Engineering Management, Operations,
Shibaura Institute of Technology,

appointed in April 20132018 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Motoki Ozaki

(June 6, 1949)

Chairman of the Board of Kao Corporation,
appointed in June 2012
*3700
President and Representative Director of The Kao Foundation
for Arts and Sciences,
appointed in June 2012 (presently held)
  
 

Operating Officer and DirectorPresident of Kigyo Mecenat Kyogikai,
Association for Corporate Support of the Company,

Arts,
appointed in June 2013

March 2014 (presently held)
  
 

Managing Officer and DirectorRetired from Chairman of the Company,

appointed Board of Kao Corporation
in April 2015

March 2014
  
 

Senior Managing Officer and DirectorPresident of the Company,

New National Theatre Foundation,
appointed in April 2016June 2014 (presently held)

  
 

Chief Officer for Honda Driving Safety Promotion Center,

Outside Director of Nomura Securities Co., Ltd.,
appointed in April 2016June 2015 (presently held)

Takashi Sekiguchi

(January 27, 1959)

Joined Honda Motor Co., Ltd. in April 1982*328,400

President and Director of Honda Cars Philippines, Inc.,

appointed in April 2005

  
 

General Manager of Product Planning and Marketing Office

for Automobile Operations,

appointed in April 2007

Executive Vice President and Director of

American Honda Motor Co., Inc.,

appointed in April 2008

Operating Officer of the Company,

appointed in June 2008

President and Director of Honda Canada Inc.,

appointed in April 2011

Executive in Charge of Business Unit No.2

for Automobile Operations,

appointed in April 2013

Managing Officer of the Company,

appointed in April 2015

Executive in Charge of Sales Strategy for Automobile Operations,

appointed in April 2015 (presently held)

Chief Operating Officer for Automobile Operations,

appointed in April 2016 (presently held)

Managing Officer and Director of the Company,


appointed in June 2016 (presently held)

  

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Hideko Kunii

(December 13, 1947)

Associate Director of Ricoh Co., Ltd.,

appointed in April 2009

*3600

Chairperson of Ricoh IT Solutions Co., Ltd.,

appointed in July 2009

Outside Director of Innovation Network Corporation of Japan,

appointed in July 2009 (presently held)

Member of Gender Equality Bureau Cabinet Office,

appointed in August 2009

Vice Chairperson of Japan Information Technology Service

Industry Association,

appointed in June 2011 (presently held)

Professor, Graduate School of Engineering Management,

Shibaura Institute of Technology,

appointed in April 2012 (presently held)

End of tenure as Chairperson of Ricoh IT Solutions Co., Ltd.

in March 2013

End of tenure as Associate Director of Ricoh Co., Ltd.

in March 2013

Deputy President, Shibaura Institute of Technology,

appointed in April 2013 (presently held)

General Manager of Gender Equality Promotion Office,

Shibaura Institute of Technology,

appointed in October 2013 (presently held)

Director of the Company,

appointed in June 2014 (presently held)

Outside Director of Tokyo Electric Power Company, Incorporated

(presently, Tokyo Electric Power Company Holdings, Inc.),

appointed in June 2014 (presently held)

Outside Director of Mitsubishi Chemical Holdings Corporation,

appointed in June 2015 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Motoki Ozaki

(June 6, 1949)

Joined Kao Soap Co., Ltd. (presently, Kao Corporation)

in April 1972

*30

Brand Manager, Marketing Planning of Kao Soap Co., Ltd.,

appointed in September 1981

President, Sales-Consumer Products, Hokkaido Region of

Kao Corporation,

appointed in May 1990

Vice President, Personal Care of Kao Corporation,

appointed in February 1996

Vice President, Baby and Feminine Care of Kao Corporation,

appointed in February 1998

President, Prestige Cosmetics of Kao Corporation,

appointed in April 2000

President, Global Fabric and Home Care of Kao Corporation,

appointed in April 2002

Board of Director, Executive Officer of Kao Corporation,

appointed in June 2002

Representative Director, President and Chief Executive Officer

of Kao Corporation,

appointed in June 2004

Chairman of the Board of Kao Corporation,

appointed in June 2012

President and Representative Director of The Kao Foundation

for Arts and Sciences,

appointed in June 2012 (presently held)

President of Kigyo Mecenat Kyogikai,

Association for Corporate Support of the Arts,

appointed in March 2014 (presently held)

Retired from Chairman of the Board of Kao Corporation

in March 2014

President of New National Theatre Foundation,

appointed in June 2014 (presently held)

Outside Director of Nomura Securities Co., Ltd.,

appointed in June 2015 (presently held)

Director of the Company,

appointed in June 2016 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Takanobu Ito

(August 29, 1953)

 Joined Honda Motor Co., Ltd. in April 1978  *3  36,50043,700 

(August 29, 1953)

 

 

Executive Vice President of Honda R&D Americas, Inc.,


appointed in April 1998

  
 

Director of the Company,


appointed in June 2000

  
 

Senior Managing Director of Honda R&D Co., Ltd.,


appointed in June 2001

  
 

Managing Director of the Company,


appointed in June 2003

  
 

Responsible for Motor Sports,


appointed in June 2003

  
 

President and Representative Director of Honda R&D Co., Ltd.,


appointed in June 2003

  
 

General Supervisor, Motor Sports,


appointed in April 2004

  
 

General Manager of Suzuka Factory for Production Operations,


appointed in April 2005

  
 

Managing Officer of the Company,


appointed in June 2005

  
 

Chief Operating Officer for Automobile Operations,


appointed in April 2007

  
 

Senior Managing Director of the Company,


appointed in June 2007

  
 

President and Representative Director of Honda R&D Co., Ltd.,


appointed in April 2009

  
 

President and Representative Director of the Company,


appointed in June 2009

  
 

President, Chief Executive Officer and


Representative Director of the Company,


appointed in April 2011

  
 

Chief Operating Officer for Automobile Operations,


appointed in April 2011

  
 

Director and Advisor of the Company,


appointed in June 2015 (presently held)

  

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term Number of
Shares Owned
 

Shinji Aoyama

Directors
(December 25, 1963)

Joined Honda Motor Co., Ltd. in April 1986*315,600

General Manager of Motorcycle Business Planning Office

for Motorcycle Operations,

appointed in April 2011

Audit and Supervisory Committee Members)
 

Operating Officer of the Company,

appointed in April 2012

Chief Operating Officer for Motorcycle Operations,

appointed in April 2013 (presently held)

Operating Officer and Director of the Company,

appointed in June 2013 (presently held)

 

Noriya Kaihara

(August 4, 1961)

Joined Honda Motor Co., Ltd. in April 1984*311,900

General Manager of Automobile Quality Assurance Division,

appointed in April 2012

Operating Officer of the Company,

appointed in April 2013

Chief Quality Officer,

appointed in April 2013 (presently held)

Operating Officer and Director of the Company,

appointed in June 2013 (presently held)

Chief Operating Officer for Customer Service Operations,

appointed in April 2014

Head of Service Supervisory Unit for Automobile Operations,

appointed in April 2014

Chief Operating Officer for Customer First Operations,

appointed in April 2016 (presently held)

Kazuhiro Odaka

(April 12, 1962)

Joined Honda Motor Co., Ltd. in April 1985*35,500

Vice President of American Honda Motor Co., Inc.,

appointed in April 2006

General Manager of Associate Relations Division

for Business Support Operations,

appointed in April 2010

Operating Officer of the Company,

appointed in April 2015

General Manager of Human Resources Division

also responsible for Human Resources and Associate Relations

for Business Support Operations,

appointed in April 2015

Chief Operating Officer for Business Support Operations,

appointed in April 2016 (presently held)

Compliance Officer,

appointed in April 2016 (presently held)

Operating Officer and Director of the Company,

appointed in June 2016 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Masayuki Igarashi

(July 6, 1963)

Joined Honda Motor Co., Ltd. in April 1988*35,700

Director of Asian Honda Motor Co., Ltd.,

appointed in April 2014

Operating Officer of the Company,

appointed in April 2015

Chief Operating Officer for Power Product Operations,

appointed in April 2015 (presently held)

Operating Officer and Director of the Company,

appointed in June 2015 (presently held)

Corporate Auditors

Masahiro Yoshida

(March 5, 1957)

 Joined Honda Motor Co., Ltd. in April 1979 *64  31,50038,700 
 

 

Responsible for Human Resources and Associate Relations

and General Manager of Human Resources Division

also responsible for Human Resources

and Associate Relations for Business Support Operations,

appointed in April 2007

  
 

Operating Officer of the Company,

appointed in June 2007

  
 

General Manager of Hamamatsu Factory for Production Operations,

appointed in April 2008

  
 

Chief Operating Officer for Business Support Operations,

appointed in April 2010

  
 

Director of the Company,

appointed in June 2010

  
 

Operating Officer and Director of the Company,

appointed in April 2011

  
 

Compliance Officer,

appointed in April 2012

  
 

Managing Officer and Director of the Company,

appointed in April 2013

  
 

Corporate Auditor of the Company (full-time),

appointed in June 2016 (presently held)

 

Kunio Endo

(August 23, 1957)

Joined Honda Motor Co., Ltd. in April 1981*414,600

President and Director of American Honda Finance Corporation,

appointed in November 2010

 
 

PresidentDirector (Audit and Director Supervisory Committee Member)

of Honda Canada Finance Inc.the Company (full-time),

appointed in NovemberJune 2017 (presently held)

Masafumi Suzuki

(April 23, 1964)

Joined Honda Motor Co., Ltd. in April 1987*444,420

General Manager of Regional Operation Planning Office for
Regional Operations (Europe, the Middle & Near East and Africa),

appointed in April 2010

 

General Manager of Regional Operation Planning Office
for Regional Operations (Europe, CIS, the Middle & Near East

and Africa),

appointed in April 2012

 
 

Corporate Auditor General Manager of Accounting Division
for Business Management Operations,

appointed in April 2013

Director (Audit and Supervisory Committee Member)

of the Company (full-time),

appointed in June 20132017 (presently held)

  

Name
(Date of birth)

 

Current Positions and Biographies with Registrant

 Term  Number of
Shares Owned
 

Toshiaki Hiwatari

(August 4, 1945)

 

Prosecutor General, appointed in July 2008

*4  *61,4002,300 
 

Retired from office in June 2010

  
 

Registered with the Daiichi Tokyo Bar Association

in September 2010

  
 

Advisor Attorney to TMI Associates,

appointed in September 2010 (presently held)

  
 

Corporate Auditor of the Company,

appointed in June 2012 (presently held)

Outside Auditor of TOYO KANETSU K.K.

appointed in June 2012

  
 

Outside Director of Nomura Securities Co., Ltd.,

appointed in October 2012 (presently held)

  
 

Outside Director (Audit & Supervisory Committee member)

of TOYO KANETSU K.K.,

appointed in June 2015 (presently held)

  

Company Auditor (Outside) of THE KAGOSHIMA BANK, LTD.

appointed in October 2016 (presently held)

Director (Audit and Supervisory Committee Member)

of the Company,

appointed in June 2017 (presently held)

Hideo Takaura

(June 19, 1949)

 Registered as Japanese CPA in May 1977  *54  01,100 
 

 

Chief Executive Officer of PricewaterhouseCoopers Aarata


(currently, PricewaterhouseCoopers Aarata LLC),
appointed in September 2006

  
 

Representative Partner of PricewaterhouseCoopers Aarata,


appointed in May 2009

  
 Retired from PricewaterhouseCoopers Aarata in June 2009  
 

Outside Auditor of Innovation Network Corporation of Japan,


appointed in July 2009 (presently held)

  
 

Corporate Auditor of the Company,


appointed in June 2015 (presently held)

  

Mayumi Tamura

(May 22, 1960)

 

Executive Officer, SVPDirector (Audit and Chief Financial Officer Supervisory Committee Member)
of

The Seiyu, Ltd. (presently, Seiyu GK),

 the Company,
appointed in June 2007

2017 (presently held)
 *5 0
 Outside Director of Tokyo Electric Power Company Holdings, Inc.,
appointed in June 2017 (presently held)

Name
(Date of birth)

Current Positions and Biographies with Registrant

TermNumber of
Shares Owned

Mayumi Tamura

(May 22, 1960)

Executive Officer, SVP and Chief Financial Officer
of The Seiyu, Ltd. (currently, Seiyu GK),
appointed in June 2007
*41,100

Executive Officer, SVP and Chief Financial Officer
of

Wal-Mart Japan Holdings GK


(presently, currently,Wal-Mart Japan Holdings KK),


appointed in May 2010

  
 

End of tenure as Executive Officer, SVP and Chief Financial Officer


of Seiyu GK in July 2013

  
 

End of tenure as Executive Officer, SVP and Chief Financial Officer


ofWal-Mart Japan Holdings GK in July 2013

  
 Retired from Seiyu GK in January 2014  
 Retired fromWal-Mart Japan Holdings GK in January 2014  
 

Corporate Auditor of the Company,
appointed in June 2015

Director (Audit and Supervisory Committee Member)
of the Company,
appointed in June 2017 (presently held)

Outside Director of Hitachi High-Technologies Corporation,

appointed in June 20152017 (presently held)

  

 

*1The Company transitioned to being a company with an audit and supervisory committee after obtaining approval for requisite amendments to the Articles of Incorporation at its ordinary general meeting of shareholders held on June 15, 2017.
*2Directors (including Audit and Supervisory Committee Members) Ms. Hideko Kunii, and Mr. Motoki Ozaki, are outside directors.
*2Corporate Auditors Mr. Toshiaki Hiwatari, Mr. Hideo Takaura and Ms. Mayumi Tamura are outside corporate auditors.Outside Directors.

*3The term of office of a Director who is until at the closenot a member of the ordinary general meeting of shareholders of the fiscal year ending March 31, 2017 after his/her election to office at the close of the ordinary general meeting of shareholders on June 16, 2016.
*4The term of office of a Corporate Auditor is until at the close of the ordinary general meeting of shareholders of the fiscal year ending March 31, 2017 after his/her election to office at the close of the ordinary general meeting of shareholders on June 19, 2013.
*5The term of office of a Corporate AuditorAudit and Supervisory Committee is until at the close of the ordinary general meeting of shareholders of the fiscal year ending March 31, 2019 after his/her election to office at the close of the ordinary general meeting of shareholders on June 17, 2015.14, 2018.
*64The term of office of a Corporate AuditorDirector who is a member of the Audit and Supervisory Committee is until at the close of the ordinary general meeting of shareholders of the fiscal year ending March 31, 20202019 after his/her election to office at the close of the ordinary general meeting of shareholders on June 16, 2016.15, 2017.
*75The Company has introduced an operating officer system to strengthen operations in regions and local workplaces, and implement quick and appropriate decisions.Executivedecisions.Executive Officers, Senior Managing Officers, Managing Officers andOperating Officersunder the operating officer system are not statutory positions under the Company Law and do not conform to the definition of “Directors and Senior Management” as defined in Form20-F. The Company’s Senior Managing Officers, Managing Officers and Operating Officers (excluding officers who also hold the position of Director) under the operating officer system, as voluntarily disclosed in Japan, are as follows:

 

Senior Managing OfficerOfficers

Toshiaki MikoshibaTakashi Sekiguchi

  Chief OperatingOfficer for Automobile Operations

Soichiro Takizawa

President and Director of Honda of America Mfg., Inc.

Michimasa Fujino

President and Director of Honda Aircraft Company, LLC

Shinji Aoyama

Vice Chief Officer for Regional Operations (North America)
  Senior Executive Vice President, Chief Operating Officer and Director
of Honda North America, Inc.
  Senior Executive Vice President, Chief Operating Officer and Chief Executive Officer Director
of American Honda Motor Co., Inc.

Managing Officers

Toshihiko Nonaka

President, Chief Executive Officer and Director of Honda Engineering Co., Ltd.

Soichiro Takizawa

Senior Executive Vice President and Director of Honda North America, Inc.

Michimasa Fujino

President and Director of Honda Aircraft Company, LLC

Operating Officers

Naoto MatsuiNoriya Kaihara

  Chief Operating Officer for Purchasing Operations

Mitsugu MatsukawaToshihiro Mibe

Senior Managing Officer and Director of Honda R&D Co., Ltd.

Operating Officers

Naoto Matsui

  Chief Operating Officer for IT Operations

Mitsugu Matsukawa

  HeadExecutive Vice President and Director of Production Planning Supervisory Unit for Production OperationsHonda of America Mfg., Inc.

Tetsuo Suzuki

  Representative of Motorcycle DEB for Motorcycle Operations

Issao Mizoguchi

  Chief Operating Officer for Regional Operations (Latin America)
  President and Director of Honda South America Ltda.
  President and Director of Honda Automoveis do Brazil Ltda.
  President and Director of Moto Honda da Amazonia Ltda.

Toshihiro MibeYusuke Hori

  Senior ManagingChief Officer and Director of Honda R&D Co., Ltd.for Customer First Operations

Yusuke HoriTomomi Kosaka

  HeadVice President of Regional Unit (Africa & the Middle East)Fuel Cell System Manufacturing LLC

Tomomi KosakaNoriaki Abe

Chief Officer for Motorcycle Operations

Toshiyuki Shimabara

  Executive Vice President and Director of Honda Northof America Mfg., Inc.
President and Director of Honda of America Mfg., Inc.

Noriaki AbeYasuhide Mizuno

  Chief Operating Officer for Regional Operations (Asia & Oceania)
President and Director of Asian Honda Motor Co., Ltd.

Toshiyuki Shimabara

Executive in Charge of Motorcycle Production for Motorcycle Operations
General Manager of Kumamoto Factory for Motorcycle Operations
Executive in Charge of Power Product Production for Power Product Operations

Yasuhide Mizuno

Chief Operating Officer for Regional Operations (China)
  President of Honda Motor (China) Investment Co., Ltd.
  President of Honda Motor Technology (China) Co., Ltd.

Hiroyuki KachiKazuhiro Odaka

  HeadChief Officer for Human Resources and Corporate Governance Operations
Compliance Officer

Masayuki Igarashi

Chief Officer for Regional Operations (Asia & Oceania)

President and Director of AutomobileAsian Honda Motor Co., Ltd.

Hiroyuki Kachi

Vice Chief Officer for Production Operations

Executive in Charge of Corporate Project

Soichi Yamamoto

President and Representative Director of Honda Engineering Co., Ltd.
General Manager of Saitama Factory, Production Operations

Katsushi Inoue

Chief Officer for Regional Operations (Europe Region)

President and Director of Honda Motor Europe Ltd.

Kimiyoshi Teratani

Chief Officer for Regional Operations (Japan)

Asako Suzuki

Vice Chief Officer for Regional Operations (Japan)

General Manager of Product Planning and Brand Division,
Regional Operations (Japan)

Soichi YamamotoKatsuhisa Okuda

  Executive Vice President and Director of Honda Motor Europe Ltd.
Managing Director of Honda of the U.K. Manufacturing Ltd.

Chief Officer for Power Product Operations

Katsushi InoueKatsuhide Moriyama

  

Chief Operating Officer for RegionalBrand and Communication Operations (Europe Region)

President and Director of Honda Motor Europe Ltd.

Kimiyoshi TerataniKeiji Ohtsu

  

Chief OperatingQuality Officer for Regional Operations (Japan)

Asako Suzuki

General Manager of Marketing and Product Planning Division for
Regional Operations (Japan)

There is no family relationship between any director or executiveoperating officer and any other director or executiveoperating officer.

None of Honda’s members of the board of directors is party to a service contract with Honda or any of its subsidiaries that provides for benefits upon termination of employment.

B. Compensation

DirectorsOn June 15, 2017, Honda established an Audit and Supervisory Committee, a body within its Board of Directors. Prior to this date, Honda had a Board of Corporate Auditors, receivea legally separate and independent body from the Board of Directors. See Item 16G. “Corporate Governance.”

The Company’s remuneration structure for the aggregate maximum amountofficers shall be designed with the aim of which is approved atmotivating them to contribute not only to short-term, but also tomid- to long-term business results, to enable the annual general meeting of shareholders. The amountssustainable enhancement of the corporate value, and shall consist of a fixed monthly remuneration approvedpaid as compensation for the performance of their duties, an executive bonus linked to paythe business results for the relevant business year, and a stock-based remuneration linked to Directorsmid- to long-term business results.

Monthly remuneration shall be paid in an amount that is suitable for attracting diverse and Corporate Auditors are allocated among them at meetingexceptional human resources, while taking into consideration the payment standards of other companies etc.

Executive bonuses shall be determined by a resolution of the Board of Directors taking into consideration the business results of each business year, dividends to shareholders, the standards of bonuses of employees and Corporate Auditors. Also, Directors receive bonuses,other matters.

Stock-based remuneration shall be paid in the aggregate amount of which isCompany’s stock and money and linked to business results in themid- to long-term based on the standards and procedures approved at the annual general meeting of shareholders. The amounts of the bonuses approved to pay to Directors are allocated among them at a meeting ofby the Board of Directors. It isDirectors, so that the stock-based remuneration functions as a sound incentive aimed at sustainable growth.

Remuneration of the executive directors and the operating officers shall consist of monthly remuneration paid based on the remuneration standards approved by the Board of Directors as well as executive bonuses and stock-based remuneration.

Remuneration paid to the outside directors and othernon-executive directors (excluding Audit and Supervisory Committee members) shall consist only of monthly remuneration based on remuneration standards approved by the Board of Directors.

Remuneration of the directors who are members of the Audit and Supervisory Committee shall consist only of monthly remuneration determined by discussion among directors who are members of the Audit and Supervisory Committee.

In order to advance the Company’s performance for each fiscal year,sustainable growth and enhance its corporate value over themid- to long-term by sharing common interests with the shareholders through having a Director’s bonusesshareholding in the past,Company, even directors and other factors. Alloperating officers who are not eligible for stock-based remuneration shall acquire the Directors and Corporate Auditors contributeCompany’s stock by contributing a certain portion of their fixed remuneration to the officer shareholders’ association, purchase sharesOfficers Shareholding Association.

Directors and operating officers shall continuously hold throughout their term of office and for one year after their retirement any stock of the Company’s Common StockCompany acquired as stock-based remuneration or acquired through the Officers Shareholding Association.

If the Board of Directors seeks to determine or change the remuneration structure or the remuneration standards for the officers, it shall discuss the matter after hearing the opinions formed in advance by the Audit and keep holding those shares during their services.Supervisory Committee.

The total amount of fixed monthly remuneration paid to the Company’s Directors and Corporate Auditors during the fiscal year ended March 31, 20162018 was ¥907¥764 million. This amount includes fixed monthly remuneration paid to fourfive Directors and twoone Corporate AuditorsAuditor who retired during the fiscal year. The amount of fixed monthly remuneration paid to the Directors and Corporate Auditors includes amount of wagesfixed monthly remuneration paid to those Directors and Corporate Auditors who were also Directors or Corporate Auditors of subsidiaries of the Company.

The total amount of bonuses paid tofor the Company’s Directors during the fiscal year ended March 31, 2016 was ¥252 million.

The amounts of remuneration and bonuses that were paid during the year ended March 31, 2016 are as follows:

  Yen (millions) 
  Directors excluding
outside Directors
  Outside
Directors
  Corporate Auditors
excluding outside
Corporate Auditors
  Outside
Corporate Auditors
  Total 
  number  amount  number  amount  number  amount  number  amount  number  amount 

Remuneration

  16   ¥700    2   ¥23    2   ¥135    5   ¥47    25   ¥907  

Bonus

  11    244    2    7    —      —      —      —      13    252  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥944    ¥30    ¥135    ¥47    ¥1,159  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The amount of remuneration paid to Fumihiko Ike during the fiscal year ended March 31, 2016 was ¥73 million. The amount of bonus for Fumihiko Ike accrued for the fiscal year ended March 31, 20162018 was ¥26¥230 million.

The amounts of fixed monthly remuneration paid and bonuses accrued during the year ended March 31, 2018 are as follows:

 

   Remuneration   Bonus   Total 
   Number
of persons
   Yen
(millions)
   Number
of persons
   Yen
(millions)
   Yen
(millions)
 

Directors excluding Audit and Supervisory Committee Members and outside Directors

   12   ¥551    7   ¥230   ¥782 

Outside Directors excluding Audit and Supervisory Committee Members

   2    29    —      —      29 

Audit and Supervisory Committee Members excluding outside Directors

   2    101    —      —      101 

Outside Audit and Supervisory Committee Members

   3    35    —      —      35 

Corporate Auditors excluding outside Corporate Auditors

   2    33    —      —      33 

Outside Corporate Auditors

   3    11    —      —      11 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

       24   ¥764          7   ¥230   ¥995 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The amount of fixed monthly remuneration paid to Takahiro Hachigo during the fiscal year ended March 31, 20162018 was ¥76¥102 million. The amount of bonus for Takahiro Hachigo accrued for the fiscal year ended March 31, 20162018 was ¥38¥53 million.

The amount of fixed monthly remuneration paid to Toshiaki Mikoshiba during the fiscal year ended March 31, 2018 was ¥81 million. The amount of bonus for Toshiaki Mikoshiba accrued for the fiscal year ended March 31, 2018 was ¥28 million.

The Board Incentive Plan

The Company resolved to introduce a new stock compensation scheme (the “Scheme”) for Directors and Operating Officers who conduct business execution and who are residents of Japan (collectively, “Directors Etc.”) at its Board of Directors meeting on May 15, 2018 and the 94th Ordinary General Meeting of Shareholders on June 14, 2018 (the approval at such Meeting of Shareholders, the “Shareholder Approval”). The Scheme is a stock compensation scheme that uses a “BIP (Board Incentive Plan) trust” (a “BIP Trust”), which is similar to performance share and restricted stock compensation plans used in the United States. Under the Scheme, Directors Etc. will be awarded and receive the Company shares and money in accordance with their positions and the degree of growth in management indicators of the Company, such as financial results and corporate value. The Scheme was introduced for the purpose of further motivating Directors Etc. to pursue sustained improvement of corporate value of the Company in the medium to long term as well as common interests with shareholders.

The basic structure of the Scheme and the payment methods thereunder are in principle as set forth below:

The Company will entrust money within the scope prescribed in the Shareholder Approval and create a BIP Trust, beneficiaries of which are Directors Etc. who satisfy beneficiary requirements.

The BIP Trust will be an individually-operated specified trust of money other than cash trust (third party beneficiary trust). In accordance with the instructions of the trust administrator, a third party certified public accountant who has no interests in the Company, the BIP Trust will acquire the Company’s shares of common stock from the stock market using the source of the fund. The number of shares to be acquired shall be within the scope prescribed in the Shareholder Approval.

The trust agreement creating the BIP Trust will be entered into effect and the Scheme will become effective on August 20, 2018. During the term of the BIP Trust, which is scheduled to be from August 20, 2018 to August 31, 2021, the Company shall grant Directors Etc. base points determined by their positions, taking into consideration factors including work responsibilities and duties.

The trustees of the BIP Trust are currently planned to be Mitsubishi UFJ Trust and Banking Corporation and The Master Trust Bank of Japan, Ltd. We plan to set approximately ¥2,410 million as the amount of the trust money, which will include remunerations and expenses relating to maintenance of the trust. Currently, up to 1,310,000 shares of the Company’s common stock are planned to be bought from the market for the purpose of this BIP Trust from August 22, 2018 to August 31, 2018. The Company is the holder of a vested right and the residual assets the Company can receive during the liquidation of the BIP Trust will be limited to the amount of reserve fund for maintenance of the trust. The voting rights of the shares of common stock held by the BIP Trust will not be exercised.

C. Board Practices

See Item 6.A “Directors and Senior Management” for information concerning the Company’s Directors (including Audit and Corporate AuditorsSupervisory Committee Members) required by this item.

D. Employees

The following tables list the number of Honda full-time employees as of March 31, 2014, 20152016, 2017 and 2016.

As of March 31, 2014

Total

  

Motorcycle
Business

  

Automobile
Business

  

Financial Services
Business

  

Power Product and
Other Businesses

199,368

  42,582  145,609  2,160  9,017

 

  

 

  

 

  

 

  

 

2018.

As of March 31, 2014, Honda had 199,368 full-time employees, including 132,620 local nationals employed in its overseas operations.

As of March 31, 2015

Total

  

Motorcycle
Business

  

Automobile
Business

  

Financial Services
Business

  

Power Product and
Other Businesses

204,730

  42,163  150,850  2,241  9,476

 

  

 

  

 

  

 

  

 

As of March 31, 2015, Honda had 204,730 full-time employees, including 138,942 local nationals employed in its overseas operations.

As of March 31, 2016

 

Total

  

Motorcycle

Business

  

Automobile

Business

  

Financial Services
Business

  

Power Product and
Other Businesses

208,399

  44,384  152,311  2,209  9,495

 

  

 

  

 

  

 

  

 

As of March 31, 2016, Honda had 208,399 full-time employees, including 143,424 local nationals employed in its overseas operations.

As of March 31, 2017

Total

  

Motorcycle

Business

  

Automobile

Business

  

Financial Services
Business

  

Power Product and
Other Businesses

211,915

  43,869  156,093  2,276  9,677

 

  

 

  

 

  

 

  

 

As of March 31, 2017, Honda had 211,915 full-time employees, including 147,219 local nationals employed in its overseas operations.

As of March 31, 2018

Total

  

Motorcycle

Business

  

Automobile

Business

  

Financial Services
Business

  

Power Product and
Other Businesses

215,638

  44,289  159,328  2,370  9,651

 

  

 

  

 

  

 

  

 

As of March 31, 2018, Honda had 215,638 full-time employees, including 150,883 local nationals employed in its overseas operations.

Most of the Company’s regular employees in Japan, except management personnel, are required by the terms of the Company’s collective bargaining agreement with its labor union to become members of the Federation of All Honda Workers’ Union (AHWU), which is affiliated with the Japan Council of the International Metalworkers’ Federation. Approximately 85% of the employees of the Company and its Japanese subsidiaries were members of AHWU as of March 31, 2016.

2018.

In Japan, basic wages are negotiated annually and the average increases in wages of the Company’s employees in the fiscal year ended March 31, 2014, 20152016, 2017 and 20162018 were 2.6%2.3%, 2.9%2.4% and 2.3%2.5%, respectively. In addition, in accordance with Japanese custom, each employee is paid a semi-annual bonus. Bonuses are negotiated during wage negotiations and are based on the overall performance of the Company or the applicable subsidiary in the previous year, the outlook for the current year and other factors.

The Company has had labor contracts with its labor union in Japan since 1970. These contracts are renegotiated with respect to basic wages and other working conditions. The regular employees of the Company’s Japanese subsidiaries are covered by similar contracts. Since 1957, neither the Company nor any of its subsidiaries has experienced any strikes or other labor disputes that materially affected its business activities. The Company considers labor relations with its employees to be very good.

E. Share Ownership

The total amount of the Company’s voting securities owned by its Directors (including Audit and Corporate AuditorsSupervisory Committee Members) as a group as of June 16, 201614, 2018 is as follows.

 

Title of Class

 Amount Owned 

% of Class

Common Stock 291,500346,820 shares 0.016%0.020%

The Company’s full-time employees are eligible to participate in the Honda Employee Shareholders’ Association, whereby participating employees contribute a portion of their salaries to the Association and the Association purchases shares of the Company’s Common Stock on their behalf. As of March 31, 2016,2018, the Association owned 5,462,3815,889,061 shares of the Company’s common stock.

Item 7. Major Shareholders and Related Party Transactions

A. Major Shareholders

As of March 31, 2016,2018, 1,811,428,430 shares of Honda’s Common Stock were issued and 1,802,283,5191,778,277,815 shares were outstanding.

The following table shows the shareholders of record that owned 5% or more of the issued shares of Honda’s Common Stock as of March 31, 2016:2018:

 

Name

  Shares owned
(thousands)
  Ownership
(%)
  Shares owned
(thousands)
  Ownership
(%)

Japan Trustee Services Bank, Ltd. (Trust Account)

  116,000  6.40  136,021  7.65

The Master Trust Bank of Japan, Ltd. (Trust Account)

  105,712  5.94

According to a statement on Schedule 13G (Amendment No. 12)14) filed by Mitsubishi UFJ Financial Group, Inc. with the SEC on February 4, 2016,14, 2018, Mitsubishi UFJ Financial Group, Inc. directly and indirectly held, as of December 31, 2015, 115,162,0712017, 118,152,820 shares, or 6.4%6.6% of the then issued shares, of Honda’s Common Stock. According to a statement on Schedule 13G (Amendment No. 3) filed by BlackRock, Inc. with the SEC on January 30, 2018, BlackRock, Inc. directly and indirectly held, as of December 31, 2017, 111,334,900 shares, or 6.1% of the then issued shares, of Honda’s Common Stock. According to a statement on Schedule 13G (Amendment No. 1) filed by BlackRock,Sumitomo Mitsui Trust Holdings, Inc. with the SEC on January 26, 2016, BlackRock,February 8, 2018, Sumitomo Mitsui Trust Holdings, Inc. directly and indirectly held, as of December 31, 2015, 98,158,8542017, 96,163,400 shares, or 5.4% of the then issued shares, of Honda’s Common Stock.

None of the above shareholders has voting rights that are different from those of our other shareholders.

ADSs representing American Depositary Shares are issued by JPMorgan Chase Bank, N.A., as Depositary. The normal trading unit is 100 American Depositary Shares. Total issued shares of Honda as of the close of business on March 31, 20162018 were 1,811,428,430 shares of Common Stock, of which 76,126,89159,009,032 shares represented by ADSs and 314,120,048294,466,672 shares not represented by ADSs were owned by residents of the United States. The number of holders of record of the Company’s shares of Common Stock in the United States was 252255 at March 31, 2016.

2018.

To the knowledge of Honda, it is not directly or indirectly owned or controlled by any other corporation, by any government, or by any other natural or legal person or persons severally or jointly. As far as is known to the Company, there are no arrangements, the operation of which may at a subsequent date, result in a change in control of the Company.

B. Related Party Transactions

Honda purchases materials, supplies and services from numerous suppliers throughout the world in the ordinary course of business, including firms with which Honda is affiliated.

During the fiscal year ended March 31, 2016,2018, Honda had sales of ¥698.1¥864.1 billion and purchases of ¥1,472.5¥1,551.5 billion with affiliates and joint ventures accounted for using the equity method. As of March 31, 2016,2018, Honda had receivables of ¥246.6¥263.9 billion from affiliates and joint ventures, and had payables of ¥158.5¥181.3 billion to affiliates and joint ventures.

Honda does not consider the amounts involved in such transactions to be material to its business.

C. Interests of Experts and Counsel

Not applicable.

Item 8. Financial Information

A. Consolidated Statements and Other Financial Information

1 – 3. Consolidated Financial Statements

Honda’s audited consolidated financial statements are included under “Item 18—Financial Statements”.

4. Not applicable.

5. Not applicable.

6. Export Sales

See “Item 4—Information on the Company—Marketing and Distribution—Overseas Sales”.

7. Legal Proceedings

Various legal proceedings are pending against us. We believe that such proceedings constitute ordinary routine litigation incidental to our business.

Honda is subject to potential liability under other various lawsuits and claims. Honda recognizes a provision for loss contingencies when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Honda reviews these pending lawsuits and claims periodically and adjusts the amounts recognized for these contingent liabilities, if necessary, by considering the nature of lawsuits and claims, the progress of the case and the opinions of legal counsel.

With respect to product liability, personal injury claims or lawsuits, Honda believes that any judgment that may be recovered by any plaintiff for general and special damages and court costs will be adequately covered by Honda’s insurance and provision. Punitive damages are claimed in certain of these lawsuits.

After consultation with legal counsel, and taking into account all known factors pertaining to existing lawsuits and claims, Honda believes that the ultimate outcome of such lawsuits and pending claims should not result in liability to Honda that would be likely to have an adverse material effect on its consolidated financial position or results of operations.

Class actions related to airbag inflatorsinflator

s

Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

In the United States and Canada, various class action lawsuits and civil lawsuits related to the above mentioned market-based measures have been filed against Honda. The plaintiffs have claimed for properly functioning airbag inflators, compensation of economic losses including incurred costs and the decline in the value of vehicles, as well as punitive damages. Most of the class action lawsuits in the United States were transferred to the United States District Court for the Southern District of Florida and consolidated into a multidistrict class action litigation.

For the year ended March 31, 2018, Honda has reached a settlement with the plaintiffs of the multidistrict class action litigation in the United States. This settlement is subject to final court approval. Honda recognized the settlement of ¥53,739 million as selling, general and administrative expense, which includes funds contributed to enhance airbag inflator recall activities.

For the class action lawsuits and civil lawsuits other than the above, Honda did not recognize a provision for loss contingencies because the conditions for a provision have not been met as of the date of this report. Therefore, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report because there are some uncertainty,uncertainties, such as the period when these lawsuits will be concluded.

8. Profit Redistribution Policy

The Company strives to carry out its operations worldwide from a global perspective and to increase its corporate value. With respect to the redistribution of profits to its shareholders, which we consider to be one of

the most important management issues, the Company’s basic policy for dividends is to makedetermine such distributions after taking into account, among others, its long-termretained earnings for future growth and consolidated earnings performance.performance based on a long-term perspective. With respect to dividends, the present goal is to realize a return ratio (i.e. the ratio of the total of the dividend payment to consolidated profit for the year attributable to owners of the parent) of approximately 30%.

In addition, theThe Company’s basic policy for dividends is to make quarterly distributions. The Company may determine dividends from surplus by a resolution of the Board of Directors. Annual dividends for the fiscal year ended March 31 of each year require a resolution at the general meeting of shareholders.

The Company may also acquire its own shares at a timing that it deems optimal, with the goal of improving efficiency of the Company’s capital structure and implementing a flexible capital policy. The present goal is to

strategy.

maintain a shareholders’ return ratio (i.e. the ratio of the total of the dividend payment and the repurchase of the Company’s own shares to consolidated profit for the year attributable to owners of the parent) of approximately 30%. Retained earnings will be allocated toward financing R&D activities that are essential for the future growth of the Company andas well as for capital expenditures and investment programs that will expand its operations for the purpose of improving business results and strengtheningmaintaining the Company’s sound financial condition.

The Company determined year-endtotal dividends for the year ended March 31, 2018 were ¥100 per share, an increase of ¥22¥8 from the annual dividends paid for the year ended March 31, 2017. Quarterly dividends per share for the year ended March 31, 2016. As a result, total dividends for the year ended March 31, 2016, together with2018 were as follows: the first quarter dividends of ¥22,¥24, the second quarter dividends of ¥22 and¥24, the third quarter dividends of ¥22, were ¥88¥25, the fourth quarter ¥27 per share.

Details of Distribution of Surplus (Record dates of the fiscal year ended March 31, 2016)2018)

 

  Resolution of
the Board of
Directors
  Resolution of
the Board of
Directors
  Resolution of
the Board of
Directors
  Resolution at
General Meeting of
Shareholders
 
  July 31, 2015  November 4, 2015  January 29, 2016  June 16, 2016 

Dividend per Share of Common Stock (yen)

  22.00    22.00    22.00    22.00  

Total Amount of Dividends (millions of yen)

  39,650    39,650    39,650    39,650  
  Resolution of
the Board of
Directors
  Resolution of
the Board of
Directors
  Resolution of
the Board of
Directors
  Resolution of
the Board of
Directors
 
  August 1, 2017  November 1, 2017  February 2, 2018  April 27, 2018 
Dividend per Share of Common Stock
(yen)
  24.00   24.00   25.00   27.00 
Total Amount of Dividends
(millions of yen)
  43,254   43,254   44,456   48,013 

B. Significant Changes

Except otherwise disclosed in this Annual Report on Form20-F, no significant change has occurred since the date of the annual financial statements.

Item 9. The Offer and Listing

A. Offer and Listing Details

Honda’s shares have traded on the Tokyo Stock Exchange (TSE) since its shares were first listed on the TSE in 1957.

Since February 11, 1977, American Depositary Shares (each representing one share of Common Stock and evidenced by American Depositary Receipts (ADRs)) have been listed and traded on the New York Stock Exchange (the NYSE), having been traded on theover-the-counter markets in the United States since 1962.

The following table sets out, for the periods indicated, the reported high and low sales prices of Honda’s shares on the TSE in yen and its American Depositary Shares on the NYSE in the U.S. dollars.

 

  Yen per share of
Common Stock on
the TSE
   U.S. dollars per
American
Depositary Share on
the NYSE
   Yen per share of
Common Stock on
the TSE
   U.S. dollars per
American
Depositary Share on
the NYSE
 

Fiscal year

      High           Low           High           Low           High           Low           High           Low     

2012

  ¥3,300    ¥2,127    $41.23    $27.52  

2013

   3,830     2,294     40.00     28.50  

2014

   4,405     3,350     42.96     34.24    ¥4,405   ¥3,350   $42.96   $34.24 

2015

   4,170    3,239    36.02    28.61 

2016

   4,499    2,726    36.44    24.56 

2015

        

2017

        

1st quarter

  ¥3,726    ¥3,292    $35.92    $32.42    ¥3,200   ¥2,459   $28.74   $24.52 

2nd quarter

   3,830     3,388     36.02     33.55     3,224    2,417    31.18    24.03 

3rd quarter

   3,788     3,239     34.16     28.83     3,579    2,694    30.66    27.51 

4th quarter

   4,170     3,420     34.62     28.61     3,675    3,292    32.17    29.42 

2016

        

2018

        

1st quarter

  ¥4,400    ¥3,855    $36.44    $32.00    ¥3,383   ¥3,045   $30.21   $27.07 

2nd quarter

   4,499     3,452     35.99     29.00     3,379    3,000    30.04    27.05 

3rd quarter

   4,142     3,512     33.87     29.75     3,936    3,327    34.45    29.56 

4th quarter

   3,846     2,726     31.00     24.56     4,151    3,427    37.29    32.86 

CY 2015

        

CY 2017

        

December

  ¥4,123    ¥3,773    $33.42    $31.18    ¥3,936   ¥3,705   $34.45   $33.04 

CY 2016

        

CY 2018

        

January

  ¥3,846    ¥3,161    $31.00    $26.41    ¥4,151   ¥3,817   $36.52   $34.09 

February

   3,443     2,726     27.93     24.56     4,030    3,653    37.29    33.85 

March

   3,221     2,862     28.26     25.99     3,861    3,427    36.01    32.86 

April

   3,200     2,769     28.74     25.53     3,836    3,581    35.44    33.78 

May

   3,161     2,812     28.26     26.23     3,802    3,405    34.05    31.37 

B. Plan of Distribution

Not applicable.

C. Markets

See Item 9.A, “Offer and Listing Details”.

D. Selling Shareholders

Not applicable.

E. Dilution

Not applicable.

F. Expenses of the Issue

Not applicable.

Item 10. Additional Information

A. Share Capital

Not applicable.

B. Memorandum and Articles of Association

Set forth below is information relating to Honda’s Common Stock, including brief summaries of the relevant provisions of Honda’s articlesArticles of incorporationIncorporation and share handling regulationsShare Handling Regulations as currently in effect, and of the Company Law of Japan (the “Company Law”) and related legislation.

General

Honda’s authorized share capital as of the date of the filing of this Form20-F is 7,086,000,000 shares of Common Stock, of which 1,811,428,430 shares were issued.

The current central clearing system for shares of Japanese listed companies was established in 2009 pursuant to the Law Concerning Book-Entry Transfer of Corporate Bonds, Shares, Etc. of Japan (including the cabinet order and ministerial ordinances promulgated thereunder; the “Book-Entry Law”). The shares of all Japanese companies listed on any Japanese financial instruments exchange, including Honda’s shares, are subject to the system. Under the Book-Entry Law, all shares are dematerialized and all share certificates for such shares are null and void. At present, the Japan Securities Depository Center, Inc. (“JASDEC”) is the sole institution that is designated by the relevant authorities as a book-entry transfer institution which is permitted to engage in the clearing operations of shares of Japanese listed companies under the Book-Entry Law. Under the clearing system, in order for any person to hold, sell or otherwise dispose of shares of Japanese listed companies, such person must have an account at an account management institution unless such person has an account directly at JASDEC. “Account management institutions” are, in general, financial instruments firms engaged in type 1 financial instruments business (i.e., securities brokers/dealers), banks, trust companies and certain other financial institutions which meet the requirements prescribed by the Book-Entry Law.

Under the Book-Entry Law, any transfer of shares of Japanese listed companies is effected through book entry, and title to the shares passes to the transferee at the time when the transferred number of the shares is by an application for book entry recorded in the transferee’s account at an account management institution. The holder of an account at an account management institution is presumed to be the legal owner of the shares recorded in such account.

A registered shareholder is generally entitled to exercise its rights as a shareholder, such as voting rights and to receive dividends (if any). Under the Company Law and the Book-Entry Law, in order to assert shareholders’ rights against Honda, a shareholder must have its name and address registered in the register of shareholders, except in limited circumstances. Although, in general, holders of an account with shares recorded are to be registered in the register of shareholders on the basis of anall-shareholders notice from JASDEC to Honda at certain prescribed times, in order to exercise minority shareholders’ rights (other than those the record dates for which are fixed) against Honda, a holder of an account with shares needs to (a) make an application through an account management institution to JASDEC, which will then give a notice of the name and address of such holder, the number of shares held by such holder and other requisite information to Honda, and (b) exercise the rights within four weeks from such notice.

Non-resident shareholders are required to appoint a standing proxy in Japan or provide a mailing address in Japan. Each such shareholder must give notice of such standing proxy or mailing address to the relevant account management institution. Such notice will be forwarded to Honda through JASDEC. Japanese financial instruments firms and commercial banks customarily act as standing proxies and provide related services for standard fees. Notices from Honda tonon-resident shareholders are delivered to such standing proxies or mailing addresses.

Objects and Purposes

Article 2 of the articlesArticles of incorporationIncorporation of Honda states that its purpose is to engage in the following businesses:

 

Manufacture, sale, lease and repair of motor vehicles, ships and vessels, aircraftsaircraft and other transportation machinery and equipment.

 

Manufacture, sale, lease and repair of prime movers, agricultural machinery and appliances, generators, processing machinery and other general machinery and apparatus, electric machinery and apparatus and precision machinery and apparatus.

 

Manufacture and sale of fiber products, paper products, leather products, lumber products, rubber products, chemical industry products, ceramic products, metal products and other products.

 

Overland transportation business, marine transportation business, air transportation business, warehousing business, travel business and other transport business and communication business.

 

Sale of sporting goods, articles of clothing, stationary,stationery, daily sundries, pharmaceuticals, drink and foodstuffs and other goods.

 

Financial business, nonlife insurance agency business, life insurance agency business, construction business including building construction work and real estate business, including real estate brokerage.

 

Publishing business, advertising business, translation business, interpretation business, management consultancy business, information services including information processing, information and communication and information provision, industrial planning and design, comprehensive security business and labor dispatch services.

 

Management of parking garages, driving schools, training and education facilities, racecourses, recreation grounds, sporting facilities, marina facilities, hotels, restaurants and other facilities.

 

Electricity generation and supply and sale of electricity.

 

Manufacture, sale and licensing of equipment, parts and supplies and all other relevant business activities and investments relating to each of the foregoing items.

Provisions Regarding Directors

There is no provision in Honda’s articlesArticles of incorporationIncorporation as to a director’sDirector’s power to vote on a proposal, arrangement or contract in which the directorDirector is materially interested, but the Company Law and Honda’s regulations of the boardBoard of directorsDirectors provide that such directorDirector is required to refrain from voting on such matters at the Board of Director’s meetings.

The Company Law provides that compensation for directors is determined at a general meeting of shareholders of a company.company, provided that, in the case of a company which adopts a “company with an audit and supervisory committee” corporate governance system (the “Audit and Supervisory Committee system”) including Honda, compensation for directors who are Audit and Supervisory Committee members and that for directors who are not such members are separately determined. Within the upper limit approved by the shareholders’ meeting, the Boardboard of Directorsdirectors will determine the amount of compensation for each director. The Board of Directorsdirector and may by its resolution, leave such decision to the president’s discretion.

discretion by its resolution, provided, however, that unless individual amount of compensation for each of directors who are Audit and Supervisory Committee members has been determined in the articles of incorporation or by a general meeting of shareholders, such amount shall be determined by discussion among such directors who are Audit and Supervisory Committee members.

The Company Law and Honda’s regulations of the board of directors provideprovides that a significant loan from a third party to a company should be approved by the Boardboard of Directors.directors.

There is no mandatory retirement age for directors under the Company Law or Honda’s articlesArticles of incorporation.

Incorporation.

The Company Law provides that any articles of incorporation of a company having no restriction on a transfer of its shares, including Honda, may not provide any requirement concerning the number of shares one individual must hold in order to qualify him or her as a director.

Dividends

Under its articlesArticles of incorporation,Incorporation, Honda’s financial accounts will be closed on March 31 of each year. The record dates for dividends are June 30, September 30, December 31 and March 31 of each year. In addition, Honda may distribute dividends from surplus by determining any record date.

Under the Company Law, a company is permitted to make distributions of surplus to the shareholders any number of times per fiscal year pursuant to resolutions of a general meeting of shareholders, subject to certain limitations provided by the Company Law and the Ordinances of the Ministry of Justice thereunder. Distributions of surplus are required, in principle, to be authorized by a resolution of a general meeting of shareholders. However, if the articles of incorporation so provide and certain other requirements under the Company Law are met, distributions of surplus may be made pursuant to a board resolution. Pursuant to the provisions of the Company Law and its articlesArticles of incorporation,Incorporation, the Board of Directors of Honda may determine distributions of its surplus.

Distributions of surplus may be made in cash orin-kind in proportion to the number of shares held by each shareholder. If a distribution of surplus is to be madein-kind, a special resolution of a general meeting of shareholders is required, except in the case that a right to receive cash distribution instead of distributionin-kind is granted to shareholders. If such right is granted, distributionsin-kind may be made pursuant to an ordinary resolution of a general meeting of shareholders or, as the case may be, a board resolution.

Under the Company Law, Honda is permitted to preparenon-consolidated extraordinary financial statements consisting of a balance sheet as of any date subsequent to the end of the previous fiscal year and an income statement for the period from the first day of the current fiscal year to the date of such balance sheet. If such extraordinary financial statements are prepared and approved in accordance with the provisions of the Company Law and the Ordinances of the Ministry of Justice thereunder, the results of such extraordinary financial statements may be considered in the calculation of distributable amount.

Under its articlesArticles of incorporation,Incorporation, Honda is not obligated to pay any dividends which are left unclaimed for a period of three full years after the date on which they first became payable.

Capital and Reserves

The entire amount of the issue price of the shares to be issued in the future will generally be required to be accounted for as stated capital. However, Honda may account for an amount not exceedingone-half of such issue price as additionalpaid-in capital by resolution of the Board of Directors in accordance with the Company Law. Honda may at any time reduce the whole or any part of its additionalpaid-in capital or transfer them to stated capital by resolution of a general meetingGeneral Meeting of shareholders.Shareholders. The whole or any part of surplus may also be transferred to stated capital, additionalpaid-in capital or legal reserve by resolution of a general meetingGeneral Meeting of shareholders.Shareholders.

Stock Splits

Honda may at any time split its shares into a greater number of shares by resolution of the Board of Directors. When the Board of Directors approves a stock split, it may also amend the articlesArticles of incorporationIncorporation of

Honda without approval of shareholders to increase the number of its authorized shares to such number as it determines, provided such number is equal to or less than the then-current number multiplied by the ratio of the stock split, so long as Honda does not issue more than one class of shares.

Under the Book-Entry Law, Honda must give notice to JASDEC regarding a stock split at least two weeks prior to the relevant effective date. On the effective date of the stock split, the numbers of shares recorded in all accounts held by its shareholders at account management institutions or at JASDEC will be increased in accordance with the applicable ratio.

Consolidation of Shares

Honda may at any time consolidate its shares into a smaller number of shares by a special resolution of the general meetingGeneral Meeting of shareholders.Shareholders. A representative directorRepresentative Director of Honda must disclose the reason for the consolidation of the shares at the general meetingGeneral Meeting of shareholders.Shareholders. If the consolidation of shares effected by Honda produces any fractional shares, any dissenting shareholder of such fractional shares may request that Honda purchase all of such fractional shares by such holder, at a fair price.

Under the Book-Entry Law, Honda must give notice to JASDEC regarding a consolidation of shares at least two weeks prior to the relevant effective date. On the effective date of the consolidation of shares, the numbers of shares recorded in all accounts held by its shareholders at account management institutions or at JASDEC will be decreased in accordance with the applicable ratio.

Japanese Unit Share System

Consistent with the requirements of the Company Law, the articlesArticles of incorporationIncorporation of Honda adopts a unit share system called “tan-gen-kabu”“tan-gen-kabu”, under which 100 shares constitute one voting unit of shares. The Board of Directors of Honda by itself may reduce, but not increase, the number of shares that constitute one voting unit or abolish the unit share system entirely by amendments to the articlesArticles of incorporationIncorporation by a board resolution without approval of shareholders. An increase in the number of shares that constitute one voting unit requires an amendment to the articles of incorporation by a special resolution of a general shareholders’ meeting.meeting of shareholders. In any case, the number of shares constituting one voting unit may not exceed 1,000 shares or 0.5% of the total issued shares.

Under the Book-Entry Law, shares constituting less than one voting unit are transferable. Under the rules of the Japanese financial instruments exchanges, however, shares constituting less than one voting unit do not comprise a trading unit, except in limited circumstances, and accordingly may not be sold on the Japanese financial instruments exchanges.

The holder of shares constituting less than one voting unit may at any time require Honda to purchase or sell such shares to constitute one voting unit at the market price in accordance with Honda’s share handling regulationsShare Handling Regulations (see below). Because the transfer of ADRs does not require changes in the ownership of the underlying shares, holders of ADRs evidencing ADSs that constitute less than one voting unit of shares are not affected by these restrictions in their ability to transfer the ADRs. However, because transfers of less than one voting unit of the underlying shares are normally prohibited under the unit share system, under the Deposit Agreement, the right of ADR holders to surrender their ADRs and withdraw the underlying shares for sale in Japan may only be exercised as to whole voting units.

Right of a Holder of Shares Representing Less Than One Voting Unit to Require Honda to Purchase or Sell Its Shares

A holder of Honda’s shares representing less than one voting unit may at any time require Honda to purchase its shares. These shares will be purchased at (a) the closing price of the shares reported by the Tokyo

Stock Exchange on the day when the request for purchase reaches the share handling agent, or (b) if no sale takes place on the Tokyo Stock Exchange on that day, then the price at which the first sale of shares is effected on the Tokyo Stock Exchange thereafter. In each case, Honda will request the payment of an amount determined by Honda as an amount equal to the brokerage commission required for the sale and purchase of the shares. A holder of shares representing less than one voting unit may, in accordance with the provisions of Honda’s share handling regulations,Share Handling Regulations, also make a request to the effect that such number of shares should be sold to it that will, when added to the shares less than one voting unit already held by that shareholder, constitute one voting unit. However, because holders of ADSs representing less than one unit are not able to withdraw the underlying shares from deposit, these holders will not be able to exercise many shareholder rights as a practical matter.

Other Rights of a Holder of Shares Representing Less Than One Voting Unit

In addition to the rights described in the preceding paragraph, a holder of shares representing less than one voting unit also has the rights including the followings and these rights may not be restricted by the articles of incorporation:

 

  

rights to receive any consideration for acquisition by a corporation of special shares all of which may be acquired by such corporation (zembu shutoku joukou tsuki shurui kabushiki) as provided by Article 171, paragraph 1, item 1 of the Company Law,

 

  

rights to receive any cash or other consideration for acquisition by a corporation of shares which may be acquired by such corporation on occurrence of certain event (shutoku joukou tsuki shurui kabushiki) as provided by Article 107, paragraph 1, item 3 of the Company Law,

 

rights to be allocated any shares without consideration as provided by Article 185 of the Company Law,

 

rights to receive distribution of any residual assets of a corporation, and

 

any other rights provided in the relevant Ordinance of the Ministry of Justice, including rights to receive cash or other distribution derived from consolidation of shares, stock split, allocation of stock acquisition rights without consideration, distribution of surplus or reorganization of a corporation.

Other rights of a holder of shares constituting less than one voting unit may be restricted if the articles of incorporation so provide.

Voting rights under the unit share system

Under the unit share system, the shareholders shall have one voting right for each voting unit of shares that they hold. A shareholder who owns shares representing less than one voting unit will not be able to exercise voting rights and any other rights relating thereto.

Voting Rights

Honda holds its ordinary general meetingOrdinary General Meeting of shareholdersShareholders in June of each year. In addition, Honda may hold an extraordinary general meetingExtraordinary General Meeting of shareholdersShareholders whenever necessary by giving at least two weeks’ advance notice. Under the Company Law, notice of any shareholders’ meeting must be given to each shareholder having voting rights or, in the case of anon-resident shareholder, to his resident proxy or mailing address in Japan in accordance with Honda’s share handling regulations,Share Handling Regulations, at least two weeks prior to the date of the meeting. The record date for an ordinary shareholders’ meetingOrdinary General Meeting of Shareholders is March 31 of each year.

A shareholder of Honda is generally entitled to one vote per voting unit of shares as described in this paragraph and under “Japanese Unit Share System” above. In general, under the Company Law and the articlesArticles of incorporationIncorporation of Honda, a resolution may be adopted at a meetingGeneral Meeting of shareholdersShareholders by a majority of the shares having voting rights represented at the meeting. The Company Law and Honda’s articlesArticles of incorporation

Incorporation require a quorum for the election of Directors and Corporate Auditors of not less thanone-third of the total number of voting rights of all shareholders and the resolution shall be adopted by majority voting.voting, and the Company Law requires that directors who are not Audit and Supervisory Committee members and directors who are such members shall be separately elected by a general meeting of shareholders. Honda’s shareholders are not entitled to cumulative voting in the election of directors. A corporate shareholder whose voting rights are in turn morenot less thanone-quarter directly or indirectly owned by Honda does not have voting rights. Also, Honda does not have voting rights with respect to its own shares.

Shareholders may exercise their voting rights through proxies, provided that those proxies are also shareholders who have voting rights. Shareholders who intend to be absent from a general meeting of shareholders may exercise their voting rights in writing. In addition, they may exercise their voting rights by electronic means if the Board of Directors decides to accept such means.

Under the Company Law, in order to approve certain significant matters of a corporation, more strict requirement for the quorum or the number of voting rights to approve is provided. The articlesArticles of incorporationIncorporation of Honda provide that such resolution may be adopted at a meetingGeneral Meeting of shareholdersShareholders by at least two thirds of the voting rights of the shareholders present at the meeting representing at least one third of all the shareholders having voting rights. Such significant matters include, but are not limited to:

 

acquisition of its own shares by Honda from a specific shareholder other than its subsidiary,

 

  

acquisition of special shares all of which may be acquired by Honda (zembu shutoku joukou tsuki shurui kabushiki),

 

consolidation of the shares,

 

reduction of stated capital (with certain exceptions),

 

issuance or transfer of new shares or existing shares held by Honda as treasury stock to persons other than the shareholders at a “specially favorable” price,

 

issuance of stock acquisition rights (including those incorporated in bonds with stock acquisition rights) to persons other than the shareholders under “specially favorable” conditions,

 

discharge of a part of responsibilities of Directors Corporate Auditors or accounting auditors,

 

distribution of surplus by property other than cash (only in the case that no cash distribution is allowed to shareholders),

 

amendments to the articlesArticles of incorporation,

Incorporation,

 

transfer of whole or important part of business,

 

dissolution of a corporation,

 

reorganization of a corporation.

Pursuant to the terms of the Deposit Agreement, upon receipt of notice of any meeting of holders of Common Stock of the Registrant, the Depositary will mail to the record holders of ADRs and publish a notice which will contain the information in the notice of the meeting. The record holders of ADRs at the close of business on a date specified by the Depositary will be entitled to instruct the Depositary as to the exercise of the voting rights pertaining to the amount of Common Stock of the Registrant represented by their respective Depositary Receipts. The Depositary will endeavor, in so far as practicable, to vote the amount of Common Stock of the Registrant represented by such Depositary Receipts in accordance with such instructions, and the Registrant has agreed to take all action which may at any time be deemed necessary by the Depositary in order to enable the Depositary to so vote such Common Stock. In the absence of such instructions, the Depositary has agreed to use its best efforts to give a discretionary proxy to a person designated by the Registrant. However, such proxy may not be given with respect to any proposition of which the Depositary has knowledge regarding

any contest related to the action to be taken at the meeting, or the purpose of which is to authorize a merger, consolidation or any other matter which may substantially affect the rights or privileges of the Common Stock of the Registrant or other securities, property or cash received by the Depositary or the Custodian in respect thereof.

Subscription Rights and Stock Acquisition Rights

Holders of Honda’s shares have no preemptive rights under Honda’s articlesArticles of incorporation.Incorporation. Under the Company Law, the Boardboard of Directorsdirectors may, however, determine that shareholders be given subscription rights in connection with a particular issue of new shares. In this case, such rights must be given to all shareholders as of a specified record date by at least two weeks’ prior public notice to shareholders of the record date. In addition, individual notice must be given to each of these shareholders at least two weeks prior to the date of expiration of the subscription rights.

Honda also may decide to grant the stock acquisition rights (shinkabu-yoyakuken), with or without bonds, to any person including its shareholders, by resolution of its Board of Directors unless issued under specially favorable conditions. The holder of such rights may exercise its rights within the exercise period by paying subscription moneys all as prescribed in the terms of such rights.

Liquidation Rights

In the event of a liquidation of Honda, the assets remaining after payment of all debts, liquidation expenses and taxes will be distributed among the shareholders in proportion to the number of shares they own.

Liability to Further Calls or Assessments

All of Honda’s currently issued shares, including shares represented by the ADSs, are fully paid and nonassessable.

Holdings of Shares by Foreign Investors

There are no limitations on the rights ofnon-residents or foreign shareholders to hold or exercise voting rights on Honda’s shares imposed by the laws of Japan or Honda’s articlesArticles of incorporationIncorporation or other constituent documents.

Shareholders’ Register Manager

Sumitomo Mitsui Trust Bank, Limited is the Shareholders’ Register Manager for the shares. Sumitomo Mitsui Trust Bank’s office is located at4-1, Marunouchi1-chome,Chiyoda-ku, Tokyo,100-8233, Japan. Sumitomo Mitsui Trust Bank maintains Honda’s register of shareholders and records the names and addresses of its shareholders and other relevant information in its register of shareholders upon notice thereof from JASDEC, as described in “Record Date” below.

Record Date

As mentioned above, the record dates for Honda’s dividends are June 30, September 30, December 31 and March 31, if paid. A holder of shares constituting one or more whole voting units who is registered as a holder on Honda’s register of shareholders at the close of business as of March 31 is entitled to exercise its voting rights at the ordinary general meetingOrdinary General Meeting of shareholdersShareholders with respect to the fiscal year ended on March 31. In addition, Honda may set a record date for determining the shareholders entitled to other rights and for other purposes by giving at least two weeks’ prior public notice.

Under the Book-Entry Law, Honda is required to give notice of each record date to JASDEC at least two weeks prior to such record date. JASDEC is required to promptly give notice to Honda of the names and addresses of all of its shareholders of record, the numbers of shares held by them and other relevant information as of such record date.

The shares generally tradeex-dividend orex-rights on the Japanese financial instruments exchanges on the second business day prior to a record date (or if the record date is not a business day, the third business day prior thereto).

Acquisition by Honda of Shares

Under the Company Law, Honda is generally required to obtain authorization for any acquisition of its own shares by means of:

 

(i)a resolution at a general meetingGeneral Meeting of shareholders,Shareholders, which may be effective for one year at the most from the date thereof;

(ii)a resolution of the Board of Directors if the acquisition is in accordance with its articlesArticles of incorporation;Incorporation; or

 

(iii)a resolution of the Board of Directors if the acquisition is to purchase its shares from a subsidiary.

Honda may only dispose of shares so acquired in accordance with the procedures applicable to a new share issuance under the Company Law.

Upon due authorization, Honda may acquire its own shares:

 

in the case of (i) and (ii) above, from stock markets or by way of tender offer;

 

in the case of (i) above, from a specific person, but only if its shareholders approve such acquisition by special resolution; and

 

in the case of (iii) above, from such subsidiary.

In the event Honda is to acquire its own shares from a specific person other than its subsidiary at a price which is higher than the higher of (x) the final market price on the market trading such shares as of the date immediately preceding the date of the required resolution or (y) in the event that such shares are subject to a tender offer, etc., the price set in the contract regarding such tender offer, any shareholder may request that Honda includes such shareholder’s shares in the proposed purchase.

Acquisitions described in (i) through (iii) above must satisfy certain other requirements, including the restriction of the source of consideration in which the total amount of the purchase price of such own shares may not exceed the distributable amount of the corporation.

Reports to Shareholders

Honda currently furnishes shareholders with notices of shareholders’ meetings, business reports, including financial statements, and notices of resolutions adopted at the shareholders’ meetings, all of which are in Japanese. Such notices as described above may be furnished by electronic means to those shareholders who have approved such way of furnishing notices. Pursuant to its articlesArticles of incorporation,Incorporation, upon convening a general meetingGeneral Meeting of shareholders,Shareholders, Honda may deem that the information required to be described or indicated in the reference documents for the general meetingGeneral Meeting of shareholders,Shareholders, business reports, financial statements and consolidated financial statements shall have been provided to the shareholders when such information is disclosed, pursuant to laws or regulations, through a method that uses the Internet. Further, pursuant to its articlesArticles of incorporation,Incorporation, Honda’s public notices to shareholders shall be given in Japanese by way of electronic public notice; provided, however, that if any public notice is unable to be given by electronic method due to any accident or for any other unavoidable reason, such public notice shall be given by publication in the Nihon Keizai Shimbun, a Japanese newspaper of general circulation.

Report of Substantial Shareholdings

The Financial Instruments and Exchange Law of Japan and regulations under such law require any person other than the relevant corporation who has become a holder (together with its related persons) of more than 5% of the total issued shares of a corporation listed on any Japanese financial instruments exchange or whose shares are traded on theover-the-counter market (including ADSs representing such shares) to file with the Director of a competent Local Finance Bureau, within five business days, in general, a report concerning those shareholdings. A similar report must also be filed to reflect any change of 1% or more in any shareholding or any change in material matters set out in reports previously filed. As of April 1, 2014, any person who filed a report on or after that date to reflect a change in holding of 5% or less of the total issued shares is not required to file any further report for a change of 1% or more in shareholding (unless the holding exceeds 5%) or any change in material matters previously reported. Copies of any report must also be furnished to all Japanese financial instruments exchanges on which the corporation’s shares are listed or in the case of shares traded on theover-the-counter

market, the Japan Securities Dealers Association. For this purpose, shares issuable or transferable to such person upon exercise of exchangeable securities, conversion of convertible securities or exercise of warrants or stock acquisition rights are taken into account in determining both the number of shares held by that holder and the corporation’s total issued share capital.

Daily Price Limits under Japanese Financial Instruments Exchange Rules

Share prices on Japanese financial instruments exchanges are determined on a real-time basis by the equilibrium between bids and offers. These exchanges set daily price limits, which limit the maximum range of fluctuation within a single trading day. Daily price limits are set in absolute yen according to the previous day’s closing price or special quote. Although transactions may continue at the upward or downward limit price if the limit price is reached on a particular trading day, no transactions may take place outside these limits. Consequently, an investor wishing to sell at a price above or below the relevant daily limit may not be able to sell its shares at such price on a particular trading day, or at all.

C. Material Contracts

All contracts concluded by Honda during the two years preceding this filing were entered into in the ordinary course of business.

D. Exchange Controls

There are no laws, decrees, regulations or other legislation of Japan which materially affect our ability to import or export capital for our use or our ability to pay dividends or other payments tonon-resident holders of our shares.

E. Taxation

Japanese Taxes

The following is a summary of the principal Japanese tax consequences as of the date of filing of thisForm 20-F to owners of Honda’s shares or ADSs who arenon-resident individuals ornon-Japanese corporations without a permanent establishment in Japan to which income from Honda’s shares is attributable. The tax treatment is subject to possible changes in the applicable Japanese laws or double taxation conventions occurring after that date. This summary is not exhaustive of all possible tax considerations that may apply to a particular investor. Potential investors should consult their own tax advisers as to:

 

the overall tax consequences of the acquisition, ownership and disposition of shares or ADSs, including specifically the tax consequences under Japanese law;

 

the laws of the jurisdiction of which they are resident; and

 

any tax treaty between Japan and their country of residence.

Generally, anon-resident of Japan or anon-Japanese corporation is subject to Japanese withholding tax on dividends paid by Japanese corporations.

In the absence of any applicable tax treaty, convention or agreement reducing the maximum rate of withholding tax, the rate of Japanese withholding tax applicable to dividends paid by Japanese corporations to anon-resident of Japan or anon-Japanese corporation is (a) 20.42% for dividends to be paid on or before December 31, 2037, and (b) 20% for dividends to be paid thereafter. With respect to dividends paid on listed shares issued by Japanese corporations (such as Honda’s shares) to anon-resident of Japan or anon-Japanese corporation, the aforementioned 20.42% or 20% withholding tax rate is reduced to (i) 15.315% for dividends to be paid on or before December 31, 2037, and (ii) 15% for dividends to be paid thereafter, except for dividends

paid to any individual shareholder who holds 3% or more of the issued shares of that corporation. Japan has entered into income tax treaties, conventions or agreements, whereby the maximum withholding tax rate is generally set at 15% or 10% for portfolio investors (15% under the income tax treaties with, among others, Belgium, Canada, Denmark, Finland, Germany, Ireland, Italy, Luxembourg, New Zealand, Norway, Singapore, and Spain, and 10% under the income tax treaties with, among others, Australia, France, the Netherlands, Portugal, Sweden, Switzerland, the United Kingdom, and the United States).

Pursuant to the Convention Between the United States of America and Japan for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with Respect to Taxes on Income (the “U.S.-Japan Tax Treaty”), a portfolio investor that is a U.S. holder is generally subject to Japanese withholding tax on dividends on shares at a rate of 10%. Under Japanese tax law, the maximum rate applicable under the tax treaties, conventions or agreements shall be applicable except when such maximum rate is more than the Japanese statutory rate.

Gains derived from the sale outside Japan of common stock or Depositary Receipts by anon-resident of Japan or anon-Japanese corporation, or from the sale of common stock within Japan by anon-resident of Japan or by anon-Japanese corporation not having a permanent establishment in Japan, are in general not subject to Japanese income or corporation taxes. Japanese inheritance and gift taxes at progressive rates may be payable by an individual who has acquired common stock or Depositary Receipt as a legatee, heir or donee, even if the individual is not a Japanese resident.

United States Taxes

This section describes the material U.S. federal income tax consequences of the ownership of shares or ADSs by U.S. holders, as defined below. It applies only to persons who hold shares or ADSs as capital assets for tax purposes.

This section is based on the Internal Revenue Code of 1986, as amended (the “Code”), its legislative history, existing and proposed regulations, published rulings and court decisions, all as currently in effect, as well as on the U.S.-Japan Tax Treaty.Treaty (the “Treaty”). These laws are subject to change, possibly on a retroactive basis. In addition, this section is based in part upon the representations of the Depositary and the assumption that each obligation in the Deposit Agreement and any related agreement will be performed in accordance with its terms.

For purposes of the U.S.-Japan Tax Treaty and the Code, U.S. holders of ADRs evidencing ADSs will be treated as the owners of the shares represented by those ADRs. Exchanges of shares for ADRs and ADRs for shares generally will not be subject to U.S. federal income tax. For purposes of this discussion, a “U.S. holder” is a beneficial owner of shares or ADSs that is, for U.S. federal income tax purposes, (i) a citizen or resident individual of the United States, (ii) a domestic corporation, (iii) an estate whose income is subject to United States federal income tax regardless of its source, or (iv) a trust if a United States court can exercise primary supervision over the trust’s administration and one or more United States persons are authorized to control all substantial decisions of the trust; and that, for purposes of the U.S.-Japan Tax Treaty, is not ineligible for benefits under the U.S.-Japan Tax Treaty with respect to income and gain from the shares or ADSs.

This section does not apply to a person who is a member of a special class of holders subject to special rules, including a dealer in securities, a trader in securities that elects to use amark-to-market method of accounting for its securities holdings, atax-exempt organization, a life insurance company, a person liable for alternative minimum tax, a person that actually or constructively owns 10% or more of the combined voting power of the voting stock or of the total value of the stock of Honda, a person that holds shares or ADSs as part of a straddle or a hedging or conversion transaction, a person that purchases or sells shares or ADSs as part of a wash sale for tax purposes, or a person whose functional currency is not the U.S. dollar.

If a partnership holds the shares or ADSs, the U.S. federal income tax treatment of a partner will generally depend on the status of the partner and the tax treatment of the partnership. A partner in a partnership holding the shares or ADSs should consult its tax advisor with regard to the U.S. federal income tax treatment of an investment in the shares or ADSs.

This summary is not a comprehensive description of all the tax considerations that may be relevant with respect to a U.S. holder’s shares or ADSs. Each beneficial owner of shares or ADSs should consult its own tax advisor regarding the U.S. federal, state and local and other tax consequences of owning and disposing of shares and ADSs in its particular circumstances.

Taxation of Dividends

Under the U.S. federal income tax laws, and subject to the passive foreign investment company, or PFIC, rules discussed below, the gross amount of any dividend paid by Honda out of its current or accumulated earnings and profits (as determined for U.S. federal income tax purposes) to a U.S. holder is subject to U.S. federal income taxation. A U.S. holder must include any Japanese tax withheld from the dividend payment in this gross amount even though it does not in fact receive it.

Dividends paid to a noncorporate U.S. holder that constitute qualified dividend income will be taxable to such U.S. holder at the preferential rates applicable to long termlong-term capital gains provided that the noncorporate U.S. holder holds the shares or ADSs with respect to which the dividends are paid for more than 60 days during the 121 day121-day period beginning 60 days before theex-dividend date and meets other holding period requirements. Dividends that Honda pays with respect to the shares or ADSs generally will be qualified dividend income. A U.S. holder must include the dividend in its taxable income when the holder, in the case of shares, or the Depositary, in the case of ADSs, receives the dividend, actually or constructively. The dividend will not be eligible for the dividends-received deduction generally allowed to U.S. corporations in respect of dividends received from other U.S. corporations. The amount of the dividend distribution that a U.S. holder must include in its income will be the U.S. dollar value of the Japanese yen payments made, determined at the spot Japanese yen/U.S. dollar rate on the date of the dividend distribution, regardless of whether the payment is in fact converted into U.S. dollars. Generally, any gain or loss resulting from currency exchange fluctuations during the period from the date the U.S. holder includes the dividend payment in income to the date it converts the payment into U.S. dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. The gain or loss generally will be income or loss from sources within the U.S. for foreign tax credit limitation purposes. Distributions in excess of current and accumulated earnings and profits, as determined for U.S. federal income tax purposes, will be treated as anon-taxable return of capital to the extent of U.S. holder’s basis in the shares or ADSs and thereafter as capital gain. However, Honda does not expect to calculate earnings and profits in accordance with U.S. federal income tax principles. Accordingly, a U.S. holder should expect to generally treat distributions that Honda makes as dividends.

Subject to certain limitations, the Japanese tax withheld in accordance with the U.S.-Japan Tax Treaty and paid over to Japan will be creditable or deductible against a U.S. holder’s United States federal income tax liability. Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to the preferential tax rates. To the extent a refund of the tax withheld is available to a U.S. holder under Japanese law or under the U.S.-Japan Tax Treaty, the amount of tax withheld that is refundable will not be eligible for credit against the U.S. holder’s United States federal income tax liability.

Dividends will generally be income from sources outside the United States and will depending on a U.S. holder’s circumstances,generally be either “passive” or “general” income for purposes of computing the foreign tax credit allowable to such U.S. holder.

Taxation of Capital Gains

Subject to the PFIC rules discussed below, if a U.S. holder sells or otherwise disposes of its shares or ADSs, it will recognize capital gain or loss for U.S. federal income tax purposes equal to the difference between the U.S. dollar value of the amount that it realizes and its tax basis, determined in U.S. dollars, in its shares or ADSs. Capital gain of a noncorporate U.S. holder is generally taxed at preferential rates where the property is held for more than one year. The gain or loss will generally be income or loss from sources within the U.S. for foreign tax credit limitation purposes.

Passive Foreign Investment Company (PFIC) Rules

Honda believes its shares and ADSs should not be treated as stock of a PFIC for United States federal income tax purposes. This conclusion is a factual determination that is made annually and thus may be subject to change.

In general, Honda will be a PFIC with respect to a U.S. holder if for any taxable year in which such holder held shares or ADSs of Honda:

 

at least 75% of Honda’s gross income for the taxable year is passive income; or

 

at least 50% of the value, determined on the basis of a quarterly average, of Honda’s assets is attributable to assets that produce or are held for the production of passive income.

Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties derived in the active conduct of a trade or business), annuities and gains from assets that produce passive income. If a foreign corporation owns at least 25% by value of the stock of another corporation, the foreign corporation is treated for purposes of the PFIC tests as owning its proportionate share of the assets of the other corporation, and as receiving directly its proportionate share of the other corporation’s income.

If Honda is treated as a PFIC, and a U.S. holder does not make amark-to-market election, as described below, that U.S. holder will be subject to special rules with respect to:

 

any gain it realizes on the sale or other disposition of its shares or ADSs; and

 

any excess distribution that Honda makes to the U.SU.S. holder (generally, any distributions to it during a single taxable year that are greater than 125% of the average annual distributions received by it in respect of the shares or ADSs during the three preceding taxable years or, if shorter, its holding period for the shares or ADSs).

Under these rules:

 

the gain or excess distribution will be allocated ratably over the U.S. holder’s holding period for the shares or ADSs,

 

the amount allocated to the taxable year in which it realized the gain or excess distribution will be taxed as ordinary income,

 

the amount allocated to each prior year, with certain exceptions, will be taxed at the highest tax rate in effect for that year, and

 

the interest charge generally applicable to underpayments of tax will be imposed in respect of the tax attributable to each such year.

Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions by a PFIC.

If a U.S. holder owns shares or ADSs in a PFIC that are treated as marketable stock, such U.S. holder may make amark-to-market election. If a U.S. holder makes this election, it will not be subject to the PFIC rules described above. Instead, in general, a U.S. holder will include as ordinary income each year the excess, if any, of the fair market value of its shares or ADSs at the end of the taxable year over its adjusted basis in its shares or ADSs. These amounts of ordinary income will not be eligible for the favorable tax rates applicable to qualified dividend income or long-term capital gains. A U.S. holder will also be allowed to take an ordinary loss in respect of the excess, if any, of the adjusted basis of its shares or ADSs over their fair market value at the end of the taxable year (but only to the extent of the net amount of previously included income as a result of themark-to-market election). The U.S. holder’s basis in the shares or ADSs will be adjusted to reflect any such income or loss amount.

amounts.

Shares or ADSs held by a U.S. holder will be treated as stock in a PFIC if Honda was a PFIC at any time during the U.S. holder’s holding period in its shares or ADSs, even if Honda is not currently a PFIC, unless a U.S. holder has made amark-to-market election with respect to its shares or ADSs or the U.S. holder has otherwise made a “purging election” with respect to its shares or ADSs.

In addition, notwithstanding any election that a U.S. holder makes with regard to the shares or ADSs, dividends that a U.S. holder receives from Honda will not constitute qualified dividend income to such U.S. holder if Honda is a PFIC (or is treated as a PFIC with respect to such U.S. holder) in either in the taxable year of the distribution or the preceding taxable year. Dividends that a U.S. holder receives that do not constitute qualified dividend income are not eligible for taxation at the preferential rates applicable to qualified dividend income. Instead, the U.S. holder must include the gross amount of any such dividend paid by Honda out of Honda’s accumulated earnings and profits (as determined for United States federal income tax purposes) in the U.S. holder’s gross income, and it will be subject to tax at rates applicable to ordinary income.

If a U.S. holder owns shares or ADSs during any year that Honda is a PFIC with respect to such U.S. holder, it must file Internal Revenue Service Form 8621, subject to certain applicable exceptions set forth in Internal Revenue Service regulations. Each U.S. holdersholder should consult theirits own tax advisors regarding the PFIC rules and potential filing and other requirements.

F. Dividends and Paying Agents

Not applicable.

G. Statement by Experts

Not applicable.

H. Documents on Display

Honda is subject to the information requirements of the Securities Exchange Act of 1934 and, in accordance therewith, it will file annual reports on Form20-F within six months of its fiscal year-end and furnish other reports and information on Form6-K with the Securities and Exchange Commission. These reports and other information can be inspected without charge at the public reference room at the Securities and Exchange Commission at 100 F Street, N.E., Washington, D.C. 20549. You can also obtain copies of such material by mail from the public reference room of the Securities and Exchange Commission at prescribed fees. You may obtain information on the operation of the Securities and Exchange public reference room by calling the Securities and Exchange Commission in the United States at1-800-SEC-0330. The Securities and Exchange Commission also maintains a web site at www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the Securities and Exchange Commission. Also, as a foreign private issuer, Honda is exempt from the rules under the Securities Exchange Act of 1934 prescribing the furnishing and content of proxy statements to shareholders.

I. Subsidiary Information

Not applicable.

Item 11. Quantitative and Qualitative Disclosure about Market Risk

The information required under this Item 11 is set forth in “(b) Market Risk” of note “(25) Financial Risk Management” to the accompanying consolidated financial statements.

Item 12. Description of Securities Other than Equity Securities

A. Debt Securities

Not applicable.

B. Warrants and Rights

Not applicable.

C. Other Securities

Not applicable.

D. American Depositary Shares

3. Fees and charges

JPMorgan Chase Bank, N.A., as ADR depositary, collects fees for delivery and surrender of ADSs directly from investors, or from intermediaries acting for them, depositing ordinary shares or surrendering ADSs for the purpose of withdrawal. The ADR depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of the distributable property to pay the fees.

The charges of the ADR depositary payable by investors are as follows:

 

Category
(as defined by SEC)

  

Depositary Actions

 

Associated Fee

(a) Depositing or substituting the underlying shares  

Each person to whom ADRs are issued against deposits of Shares, including deposits and issuances in respect of:

 

•  Share distributions, stock split, rights, merger

 

•  Exchange of securities or any other transaction or event or other distribution affecting the ADSs or the deposited securities

 USD 5.00 for each 100 ADSs (or portion thereof) evidenced by the new ADRs delivered
(b) Receiving or distributing dividends  Not applicable 
(c) Selling or exercising rights  Distribution or sale of securities, the fee being in an amount equal to the fee for the execution and delivery of ADSs which would have been charged as a result of the deposit of such securities USD 5.00 for each 100 ADSs (or portion thereof)

Category
(as defined by SEC)

Depositary Actions

Associated Fee

(d) Withdrawing an underlying security  Acceptance of ADRs surrendered for withdrawal of deposited securities USD 5.00 for each 100 ADSs (or portion thereof) evidenced by the ADRs surrendered
(e) Transferring, splitting or grouping receipts  Transfers, combining or grouping of depositary receipts USD 2.50 per ADS certificate
(f) General depositary services, particularly those charged on an annual basis  Not applicable 

Category

  

Depositary Actions

 

Associated Fee

(g) Expenses of the depositary  

Expenses incurred on behalf of holders in connection with

 

•  Compliance with foreign exchange control regulations or any law or regulation relating to foreign investment

 

•  The depositary’s or its custodian’s compliance with applicable law, rule or regulation

 

•  Stock transfer or other taxes and other governmental charges

 

•  Cable, telex, facsimile transmission/delivery

 

•  Expenses of the depositary in connection with the conversion of foreign currency into U.S. dollars (which are paid out of such foreign currency)

 

•  Any other charge payable by the depositary or its agents

 Expenses payable at the sole discretion of the depositary by billing holders or by deducting charges from one or more dividends or other cash distributions

4. Direct / Indirect Payment Disclosure

Honda does not receive any reimbursement from the depositary bank. JPMorgan Chase Bank, N.A. agreed to waive anout-of-pocket expense of $50,000 associated with the administration of the ADR program. Theout-of-pocket expenses relate to depositary service administration, including but not limited to, dividend disbursement and proxy process. From April 1, 20152017 to March  31, 2016,2018, the Depositary waived $198,698.55$163,829.67 in expenses related to the AnnualOrdinary General Meeting of Shareholders.

PART II

Item 13. Defaults, Dividend Arrearages and Delinquencies

None.

Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds

None.

Item 15. Controls and Procedures

Disclosure Controls and Procedures

Under the supervision and participation of our management, including our Chief Executive Officer and Chief OperatingFinancial Officer, for Business Management Operations (who is our Chief Financial Officer), we performed an evaluation of our disclosure controls and procedures (as defined in Rules13a-15(e) and15d-15(e) under the U.S. Securities Exchange Act of 1934) as of March 31, 2016.2018. Based on that evaluation, our Chief Executive Officer and Chief OperatingFinancial Officer for Business Management Operations concluded that our disclosure controls and procedures were effective as of that date.

Management’s Report on Internal Control over Financial Reporting

The management of Honda is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules13a-15(f) and15d-15(f) under the U.S. Securities Exchange Act of 1934).

The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, and includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or because the degree of compliance with policies or procedures may deteriorate.

Our management assessed the effectiveness of internal control over financial reporting as of March 31, 20162018 based on the criteria established in “Internal Control-Integrated Framework (2013)” published by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on that assessment, our management concluded that our internal control over financial reporting was effective as of March 31, 2016.

2018.

The Company’s independent registered public accounting firm has audited the effectiveness of the Company’s internal control over financial reporting, as stated in their report which is included herein.

Changes in Internal Control over Financial Reporting

No significant changes were made in our internal control over financial reporting for the fiscal year ended March 31, 20162018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 16A. Audit Committee Financial Expert

Honda’s Board of Corporate AuditorsAudit and Supervisory Committee has determined that Mr. Kunio EndoMasafumi Suzuki and Mr. Hideo Takaura are each qualified as an “audit committee financial expert” as defined by the rules of the SEC. Additionally, Mr. EndoSuzuki and Mr. Takaura were each elected to become one of Honda’s Corporate Auditors at the general meeting of shareholders held on June 19, 2013 and June 17, 2015, respectively. See Item 6.A “Directors and Senior Management” for additional information regarding them. They meet the independence requirements imposed on Corporate Auditorsapplicable under Section 303A.06 of the New York Stock Exchange Listed Company Law of Japan. See Item 6.C “Board Practices” for an explanation of such independence requirements.Manual.

Item 16B. Code of Ethics

Honda has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of Honda’s code of ethics is attached as an exhibit to this Annual Report on Form20-F.

Item 16C. Principal Accountant Fees and Services

KPMG AZSA LLC has served as Honda’s independent registered public accounting firm for each of the fiscal years in the three-year period ended March 31, 2016,2018, for which audited financial statements appear in this Annual Report on Form20-F.

The following table presents the aggregate fees for professional services and other services rendered by KPMG AZSA LLC and the various member firms of KPMG International to Honda in fiscal year 20152017 and 2016:2018:

 

   Yen (millions) 
   2015   2016 

Audit Fees

  ¥4,180    ¥4,415  

Audit-Related Fees

   130     127  

All Other Fees

   28     12  
  

 

 

   

 

 

 

Total

  ¥4,338    ¥4,554  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Audit Fees

  ¥4,583   ¥4,512 

Audit-Related Fees

   120    123 

All Other Fees

   8    8 
  

 

 

   

 

 

 

Total

  ¥4,711   ¥4,643 
  

 

 

   

 

 

 

“Audit Fees” means fees for audit services, which are professional services provided by independent auditors for the audit of our annual financial statements or for services that are normally provided by independent auditors with respect to any submissions required under applicable laws and regulations.

“Audit-Related Fees” means fees for audit-related services, which are assurance services provided by independent auditors that are reasonably related to the carrying out of auditing or reviewing of our financial reports and other related services. This category includes fees for agreed-upon or expanded audit procedures related to accounting and/or other records.

“All Other Fees” mainly includes fees for services rendered with respect to advisory services.

Pre-approval policies and procedures of the Board of Corporate AuditorsAudit and Supervisory Committee

Under applicable SEC rules, our Board of Corporate Auditorsthe Audit and Supervisory Committee mustpre-approve audit services, audit-related services, tax services and other services to be provided by the principal accountant to ensure that the independence of the principal accountant under such rules is not impaired as a result of the provision of any of these services.

While, as a general rule, specificpre-approval must be obtained for these services to be provided, our Board of Corporate Auditorsthe Audit and Supervisory Committee has adoptedpre-approval policies and procedures which list particular audit andnon-audit services that may be provided without specificpre-approval. Our Board of Corporate Auditors The Audit and Supervisory Committee reviews this list of services on an annual basis, and is informed of each such service that is actually provided.

All services to be provided to us by the principal accountant and its affiliates which are not specifically set forth in this list must be specificallypre-approved by our Board of Corporate Auditors.

the Audit and Supervisory Committee.

None of the services described above in this Item 16C. were waived from thepre-approval requirements pursuant to Rule2-01(c)(7)(i)(C) of RegulationS-X.

Item 16D. Exemptions from the Listing Standards for Audit Committees

Not applicable.

With respect to the requirements of Rule 10A-3 under the Securities Exchange Act of 1934 relating to listed company audit committees, which apply to us through Section 303A.06 of the New York Stock Exchange’s Listed Company Manual, we rely on an exemption provided by paragraph (c)(3) of that Rule available to foreign private issuers with Boards of Corporate Auditors meeting certain requirements. For a New York Stock Exchange-listed Japanese company with a Board of Corporate Auditors, the requirements for relying on paragraph (c)(3) of Rule 10A-3 are as follows:

The Board of Corporate Auditors must be established, and its members must be selected, pursuant to Japanese law expressly requiring such a board for Japanese companies that elect to have a corporate governance system with Corporate Auditors.

Japanese law must and does require the Board of Corporate Auditors to be separate from the Board of Directors.

None of the members of the Board of Corporate Auditors may be elected by management, and none of the listed company’s executive officers may be a member of the Board of Corporate Auditors.

Japanese law must and does set forth standards for the independence of the members of the Board of Corporate Auditors from the listed company or its management.

The Board of Corporate Auditors, in accordance with Japanese law or the listed company’s governing documents, must be responsible, to the extent permitted by Japanese law, for the appointment, retention and oversight of the work of any registered public accounting firm engaged (including, to the extent permitted by Japanese law, the resolution of disagreements between our management and the auditor regarding financial reporting) for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for the listed company, including its independent registered public accounting firm that audits its consolidated financial statements included in its Annual Reports on Form 20-F.

To the extent permitted by Japanese law:

the Board of Corporate Auditors must establish procedures for (i) the receipt, retention and treatment of complaints received by us regarding accounting, internal accounting controls, or auditing matters, and (ii) the confidential, anonymous submission by our employees of concerns regarding questionable accounting or auditing matters;

the Board of Corporate Auditors must have the authority to engage independent counsel and other advisers, as it determines necessary to carry out its duties; and

the listed company must provide for appropriate funding, as determined by its Board of Corporate Auditors, for payment of (i) compensation to any registered public accounting firm engaged for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for us, (ii) compensation to any advisers employed by the Board of Corporate Auditors, and (iii) ordinary administrative expenses of the Board of Corporate Auditors that are necessary or appropriate in carrying out its duties.

In our assessment, our Board of Corporate Auditors, which meets the requirements for reliance on the exemption in paragraph (c)(3) of Rule 10A-3 as described above, is not materially less effective than an audit committee meeting all the requirements of paragraph (b) of Rule 10A-3 (without relying on any exemption provided by that Rule) at acting independently of management and performing the functions of an audit committee as contemplated therein.

Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The following table sets forth certain information with respect to purchases by Honda of its own shares during the fiscal year ended March 31, 2016.2018. There were no purchases of Honda’s shares by its affiliated purchasers during that fiscal year.

 

Period

  (a)
Total
Number of
Shares
Purchased(*)
  (b)
Average
Price Paid
per Share
   (c)
Total
Number of
Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs
   (d)
Maximum Yen
Amount of Shares
that May Yet Be
Purchased Under
the Plans or
Programs
 

April 1 to April 30, 2015

  477  ¥4,201     —       —    

May 1 to May 31, 2015

  361  ¥4,206     —       —    

June 1 to June 30, 2015

  277  ¥4,143     —       —    

July 1 to July 31, 2015

  126  ¥4,454     —       —    

August 1 to August 31, 2015

  321  ¥4,080     —       —    

September 1 to September 30, 2015

  169  ¥3,948     —       —    

October 1 to October 31, 2015

  126  ¥3,860     —       —    

November 1 to November 30, 2015

  284  ¥4,011     —       —    

December 1 to December 31, 2015

  642  ¥3,971     —       —    

January 1 to January 31, 2016

  250  ¥3,654     —       —    

February 1 to February 29, 2016

  24  ¥4,917     —       —    

March 1 to March 31, 2016

  350  ¥3,116     —       —    
  

 

  

 

 

   

 

 

   

Total

  3,407  ¥3,964           —      
  

 

  

 

 

   

 

 

   

Period

  (a)
Total
Number of
Shares
Purchased*1
   (b)
Average
Price Paid
per Share
   (c)
Total
Number of
Shares
Purchased as
Part of
Publicly
Announced
Plans or
Programs
   (d)
Maximum Yen
Amount of Shares
that May Yet Be
Purchased Under
the Plans or
Programs*2
 

April 1 to April 30, 2017

   238   ¥3,193    —      —   

May 1 to May 31, 2017

   380   ¥3,132    —      —   

June 1 to June 30, 2017

   446   ¥3,105    —      —   

July 1 to July 31, 2017

   210   ¥3,090    —      —   

August 1 to August 31, 2017

   56   ¥3,039    —      —   

September 1 to September 30, 2017

   102   ¥3,055    —      —   

October 1 to October 31, 2017

   299   ¥3,404    —      —   

November 1 to November 30, 2017

   22,275,273   ¥3,619    22,275,000   ¥9,376,876,400 

December 1 to December 31, 2017

   1,725,272   ¥3,739    1,725,000   ¥2,926,327,100 

January 1 to January 31, 2018

   180   ¥3,992    —      —   

February 1 to February 28, 2018

   158   ¥3,760    —      —   

March 1 to March 31, 2018

   166   ¥3,800    —      —   
  

 

 

   

 

 

   

 

 

   

Total

   24,002,780   ¥3,411    24,000,000   
  

 

 

   

 

 

   

 

 

   

 

*1 

For each month, the number of shares shown in column (a) in excess of the number of shares shown in column (c) represents the aggregate number of shares representing less than one unit that Honda purchased from the holders thereof upon their request. For an explanation of the right of such holders, see “Japanese Unit Share System—Right of a Holder of Shares Representing Less Than One Voting Unit to Require Honda to Purchase or Sell Its Shares” under Item 10.B of this Annual Report.

 

*2During the year ended March 31, 2018, the following share repurchase program was in effect:

Share repurchase was resolved at the meeting of the Board of Directors pursuant to the articles of incorporation Date of announcement: November 1, 2017

Maximum number of shares authorized to be repurchased: 24,000,000

Maximum yen amount authorized to be used for repurchase: ¥90,000,000,000

Repurchased period: from November 2, 2017 to January 31, 2018

(This program expired on the last day of the repurchase period referred to above.)

Item 16F. Change in Registrant’s Certifying Accountant

Not applicable.

Item 16G. Corporate Governance

Companies listed on the New York Stock Exchange (the “NYSE”) must comply with certain standards regarding corporate governance under Section 303A of the NYSE Listed Company Manual.

However, listed companies that are foreign private issuers, such as Honda, are permitted to follow home country practice in lieu of certain provisions of Section 303A.

The following table shows the significant differences between the corporate governance practices followed by U.S. listed companies under Section 303A of the NYSE Listed Company Manual and those followed by Honda.

 

Corporate Governance Practices Followed by


NYSE-listed U.S. Companies

 

Corporate Governance Practices Followed by Honda

A NYSE-listed U.S. company must have a majority of directors meeting the independence requirements under Section 303A of the NYSE Listed Company Manual. 

For certain large-scale Japanese companies, which employEffective on June 15, 2017, Honda adopted a “company with an audit and supervisory committee” corporate governance system based on a Board of Corporate Auditors (the “Board of Corporate Auditors“Audit and Supervisory Committee system”), including Honda, under Japan’s Company Law (to which amendments on this system were effected as of May 1, 2015) upon approval on the amendments to the Articles of Incorporation relating thereto at its Ordinary General Meeting of Shareholders held on June 15, 2017.

For Japanese companies which employ the Audit and Supervisory Committee system, including Honda, Japan’s Company Law requires that ifsuch companies have a company doesboard of directors, which shall consist of directors who are audit and supervisory committee members and directors who are not have any outside directorsuch members, and an audit and supervisory committee, which shall consist of three or more directors, a majority of which shall be “outside directors” as defined below. Honda’s Articles of Incorporation provides for its Board of Directors consisting of no more than 20 members of whom no more than seven Directors shall be Audit and Supervisory Committee Members. Honda currently has nine Directors who are not Audit and Supervisory Committee Members and five Directors who are Audit and Supervisory Committee Members. Within those Directors, two out of nine Directors who are not Audit and Supervisory Committee Members and three out of five Directors who are Audit and Supervisory Committee Members are Outside Directors. Under Japan’s Company Law, directors who are not audit and supervisory committee members and directors who are such members shall be separately elected by shareholders at the end of a fiscal year, the company shall explain and disclose the reason why it is not appropriate to have an outside director at the annual general meeting of shareholders. In addition, Japan’s Company Law provides that dismissal of any of directors who are audit and supervisory committee members shall be approved by a “special resolution” of a general meeting of shareholders. Under the Articles of Incorporation of Honda, the quorum for a

Corporate Governance Practices Followed by
NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

special resolution isone-third of the total number of voting rights, and the approval of not less thantwo-thirds of the voting rights held by the shareholders as well as in its convocation documents and business report.

present at the meeting is required for adopting a special resolution.

 

Outside directordirector” is defined as a director who meets all of the following independence requirements: the relevant person must be (1) a person who is not an executive director, executive officer, manager or any other employee of the company or any of its subsidiaries and has not been in such position for ten years prior to the assumption of office; (2) if the relevant person assumed an office of anon-executive director, accounting councilor or corporate auditor of the company or any of its subsidiaries during the ten years mentioned in (1) above, a person who had not been an executive director, executive officer, manager or any other employee of the company or any of its subsidiaries for further ten years prior to the assumption of such office; (3) a person who is not a director, corporate auditor, executive officer, manager or any other employee of the parent company or who is not a natural person controlling the company; (4) a person who is not an executive director, executive officer, manager or any other employee of a company which is controlled by the parent company or by the natural person controlling the company; and (5) a person who is not a spouse or one of a certain relativekinds of relatives of (a) a director, executive officer, manager or any other important employee of the company or (b) the natural person controlling the company.

 

The responsibility of overseeing management and outside directors is assigned to the corporate auditors who also work with the accounting audit firm to oversee accounting. Corporate auditors are separate from the company’s management and meet certain independence requirements under Japan’s Company Law.

Corporate Governance Practices Followed by

NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

 

In the case of Japanese companies which employ the Board of Corporate Auditors system, including Honda, at least half of the corporate auditors must be “outside” corporate auditors who must meet additional independence requirements under Japan’s Company Law.

Outside corporate auditor is defined as a corporate auditor who meets all of the following independence requirements: (1) a person who has not been a director, accounting councilor, executive officer, manager or any other employee of the company or any of its subsidiaries for ten years prior to the assumption of office; (2) if the relevant person assumed an office of corporate auditor of the company or any of its subsidiaries during the ten years mentioned in (1) above, a person who had not been a director, accounting councilor, executive officer, manager or any other employee of the company or any of its subsidiaries for further ten years prior to the assumption of such office; (3) a person who is not a director, corporate auditor, executive officer, manager or any other employee of the parent company or who is not a natural person controlling the company; (4) a person who is not an executive director, executive officer, manager or any other employee of a company which is controlled by the parent company or by the natural person controlling the company; and (5) a person who is not a spouse or a certain relative of (a) a director, manager or any other important employee of the company or (b) the natural person controlling the company.

In addition, the listing rules of the Tokyo Stock Exchange, which Honda is subject to (but reference to “corporate auditor” below is not applicable to Honda), require listed companies to have at least one “independent” director or corporate auditor, and to make efforts to have at least one “independent” director. Requirements for an independent director/corporate auditor are more stringent than those for outside directors or outside corporate auditors. Unlike an outside director/corporate auditor, an independent director/corporate auditor may not be (a) a person who is, or has been until recently, a major business counterparty or an executive director, executive officer, manager or employee of the major business counterparties, (b) a person who is, or has been until recently, a professional advisor receiving significant

Corporate Governance Practices Followed by
NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

remuneration from the company, (c) a person who has been until recently a director, executive officer,

Corporate Governance Practices Followed by

NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

corporate auditor, manager or employee of the parent company or an executive director, executive officer, manager or employee of the parent company’s subsidiaries, or (d) a relative of persons mentioned in (a), (b) and (c) or a relative of certain scope of persons such as directors of the parent company or any of its subsidiaries. NowCurrently Honda has two outsidefive Outside Directors both of whom are also independent Directors, and three outside Corporate Auditors all of whom are also independent Corporate Auditors.Directors.
A NYSE-listed U.S. company must have an audit committee composed entirely of independent directors meeting the independence requirements under Section 303A.02 of the NYSE Listed Company Manual, and the audit committee must have at least three members. LikeOn June 15, 2017, pursuant to a majorityresolution of Japanese companies,the Ordinary General Meeting of Shareholders, Honda employs theestablished an Audit and Supervisory Committee, a body within its Board of Directors. Prior to this date, Honda had a Board of Corporate Auditors, system as described above. Under this system, the Board of Corporate Auditors is a legally separate and independent body from the Board of Directors. The main function of theDirectors, and had relied on an exemption available to foreign private issuers with Board of Corporate Auditors is similar to that of independent directors, including those who are members of the audit committee, of a U.S. company: to monitor the performance of the directors, and review and express opinions on the method of auditing by the company’s accounting audit firm and on such accounting audit firm’s audit reports, for the protection of the company’s shareholders.
Japanese companies which employ the Board of Corporate Auditors system, including Honda, are required to have at least three corporate auditors. Currently, Honda has five Corporate Auditors. Each Corporate Auditor has a four-year term. In contrast, the term of each Director of Honda is one year.
Withmeeting certain criteria established under their home country law with respect to the requirements of Rule10A-3 under the U.S. Securities Exchange Act of 1934 relating to listed company audit committees, Honda relies on an exemption under that rule which is available to foreign private issuers withcommittees. Following the establishment of the Audit and Supervisory Committee and the termination of the Board of Corporate Auditors, Honda is required to satisfy the requirements set forth Rule10A-3 under the U.S. Securities Exchange Act of 1934 relating to listed company audit committees. However, as a foreign private issuer, Honda is not subject to the independence requirements applicable to U.S. issuers pursuant to Section 303A.02 of the NYSE Listed Company manual. Additionally, as a foreign private issuer, Honda is not subject to the requirement under the Section 303A .07 of the NYSE Listed Company manual that the audit committee be made up of at least three members.
Under Japan’s Company Law, the audit and supervisory committee has the following responsibilities: (i) auditing the performance of duties by directors and preparing audit reports, (ii) determining a proposal concerning the appointment and dismissal of the company’s accounting audit firm and the refusal of reappointment of the company’s accounting audit firm to be submitted to general meetings of shareholders, (iii) deciding opinions on election, dismissal or resignation of directors who are not audit and supervisory committee members, in which case

Corporate Governance Practices Followed by
NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

the audit and supervisory committee may express its opinion at the general meeting certain criteria.of shareholders, and (iv) deciding opinions on compensation of directors who are not audit and supervisory committee members, in which case the audit and supervisory committee may express its opinion at the general meeting of shareholders. Under Japan’s Company Law, each director who is an audit and supervisory committee member has atwo-year term. In contrast, the term of each director who is not such member is one year.
A NYSE-listed U.S. company must have a nominating/corporate governance committee entirely of independent directors. 

Honda’s Directors are elected at a general meeting of shareholders. Its Board of Directors does not have the power to fill vacancies thereon.

 

Honda’s Corporate Auditors are also elected at a meeting of shareholders. A proposal by Honda’s Board of Directors to elect a Corporate AuditorDirector who is an Audit and Supervisory Committee Member must be approved by a resolution of its Board of Corporate Auditors. The Board of Corporate Auditorsthe Audit and Supervisory Committee. In addition, the Audit and Supervisory Committee is empowered to request that Honda’s Directors submit a proposal to a general meeting of shareholders for election of a Corporate Auditor to a meeting of shareholders. Director who is an Audit and Supervisory Committee Member.

The Corporate AuditorsDirectors who are Audit and Supervisory Committee Members have the right to state their opinion concerning the proposed election, dismissal or resignation of a Corporate AuditorDirector who is an Audit and Supervisory Committee Member at the general meeting of shareholders. In addition, the Audit and Supervisory Committee has the right to state its opinion through an Audit and Supervisory Committee Member selected by the Committee concerning the proposed election, dismissal or resignation of a Director who is not an Audit and Supervisory Committee Member at the general meeting of shareholders.

Corporate Governance Practices Followed by

NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

A NYSE-listed U.S. company must have a compensation committee composed entirely of independent directors. Compensation committee members must satisfy the additional independence requirements under Section 303A.02(a)(ii) of the NYSE Listed Company Manual. A compensation committee must also have authority to retain or obtain the advice of compensation and other advisers, subject to prescribed independence criteria that the committee must consider prior to engaging any such adviser. Maximum

The maximum total amountsamount of compensation for Honda’s Directors and Corporate Auditors areis proposed to and voted on by athe general meeting of shareholders. Onceshareholders, provided that the proposals for such maximum total amountsamount for Honda’s Directors who are Audit and Supervisory Committee Members and that for Honda’s Directors who are not such members shall be separately proposed and voted.

Unless individual amount of compensation for each of Honda’s Directors who is an Audit and Supervisory Committee Member has been determined in the Articles of Incorporation or by a General Meeting of Shareholders, such amount shall be determined by

Corporate Governance Practices Followed by
NYSE-listed U.S. Companies

Corporate Governance Practices Followed by Honda

discussion among the Directors who are Audit and Supervisory Committee Members within the maximum total amount approved at the meetingGeneral Meeting of shareholders,Shareholders. In addition, unless individual amount of compensation for each of Honda’s Directors who is not Audit and Supervisory Committee Member has been determined in the Articles of Incorporation or by a General Meeting of Shareholders, such amount shall be determined in accordance with the compensation standards approved by the Board of Directors or a resolution of the Board of Directors and Board of Corporate Auditors determines the compensation amount for each member within the respective maximum total amounts.amount approved at a General Meeting of Shareholders.

The Directors who are Audit and Supervisory Committee Members have the right to state their opinion concerning compensation for Directors who are Audit and Supervisory Committee Members at the General Meeting of Shareholders. The Audit and Supervisory Committee has the right to state its opinion through an Audit and Supervisory Committee Member selected by the Committee concerning compensation for Directors who are not Audit and Supervisory Committee Members.

A NYSE-listed U.S. company must generally obtain shareholder approval with respect to any equity compensation plan. Currently, Honda doeshas not adoptadopted a stock option compensation plans.plan. If Honda were to adopt such a plan, Honda mustwould be required to obtain shareholder approval with respect to compensation for the Directors in the form of stock options, but the detailed conditions of the stock options may be determined by the Board of Directors unless they are issued with specifically favorable conditions or price for the Directors concerning the issuance and exercise of the stock options.

Item 16H. Mine Safety Disclosure

Not applicable.

PART III

Item 17. Financial Statements

Not applicable.

Item 18. Financial Statements

See Consolidated Financial Statements attached hereto.

Item 19. Exhibits

 

   1.1   Articles of Incorporation of the registrant (English translation)
 1.2   Share Handling Regulations of the registrant (English translation)
 1.3   Regulations of the Board of Directors of the registrant (English translation)
 1.4   Regulations of the Board of Corporate AuditorsAudit and Supervisory Committee of the registrant (English translation)
 2.1   Specimen common stock certificates of the registrant (English translation) (1)
 2.2   Deposit Agreement dated as of December 19, 1962, as amended and restated as of October 1, 1982 (including changes from Amendment to Deposit Agreement dated as of April 1, 1989) among the registrant, Morgan Guaranty Trust Company of New York (now JPMorgan Chase Bank, N.A.), as Depositary, and all owners and holders from time to time of American Depositary Receipts and European Depositary Receipts, including the form of American Depositary Receipt (2)
 2.3   Form of Amendment No. 2 to Deposit Agreement dated as of April, 1995, among the parties referred to in Exhibit 2.2 above (2)
 2.4   Form of Amendment No. 3 to Deposit Agreement dated as of January, 2002, among the parties referred to in Exhibit 2.2 above (3)
 2.5   Form of Amendment No. 4 to Deposit Agreement dated as of June, 2006, among the parties referred to in Exhibit 2.2 above (4)
 2.6   Form of Amendment No. 5 to Deposit Agreement dated as of June, 2007, among the parties referred to in Exhibit 2.2 above (5)
 8.1   List of Significant Subsidiaries (See “Organizational Structure” in Item 4.C of this Form20-F)
 11.1   Code of Ethics (6)
 12.1   Certification of the principal executive officer required by 17 C.F.R. 240.13a-14(a)
 12.2   Certification of the principal financial officer required by 17 C.F.R. 240.13a-14(a)
 13.1   Certification of the chief executive officer required by 18 U.S.C. Section 1350
 13.2   Certification of the chief financial officer required by 18 U.S.C. Section 1350

 

(1)Incorporated by reference to the registrant’s Annual Report on Form20-F filed on September 27, 2001. (P)
(2)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 33-91842) filed on May 1, 1995. (P)
(3)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-14228) filed on December 20, 2001. (P)
(4)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-114874) filed on June 28, 2006.
(5)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-143589) filed on June 8, 2007.
(6)Incorporated by reference to the registrant’s Annual Report on Form20-F filed on July 9, 2004.

The Company has not included as exhibits certain instruments with respect to its long-term debt, the amount of debt authorized under each of which does not exceed 10% of its total assets, and it agrees to furnish a copy of any such instrument to the Securities and Exchange Commission upon request.

 

(P)Paper exhibits

HONDA MOTOR CO., LTD.

(Honda Giken Kogyo Kabushiki Kaisha)

(A Japanese Company)

AND SUBSIDIARIES

Consolidated Financial Statements

and

Reports of Independent Registered

Public Accounting Firm

March 31, 2018

 

March 31, 2016

To be Included in

The Annual Report

FormForm 20-F

Filed with

The Securities and Exchange Commission

Washington, D.C., U.S.A.


HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Index to Consolidated Financial Statements

 

Reports of Independent Registered Public Accounting Firm

   F-3 

Consolidated Statements of Financial Position – March  31, 20152017 and 20162018

   F-5 

Consolidated Statements of Income – Years ended March  31, 2014, 20152016, 2017 and 20162018

   F-6 

Consolidated Statements of Comprehensive Income – Years ended March 31, 2014, 20152016, 2017 and 20162018

   F-7 

Consolidated Statements of Changes in Equity – Years ended March  31, 2014, 20152016, 2017 and 20162018

   F-8 

Consolidated Statements of Cash Flows – Years ended March  31, 2014, 20152016, 2017 and 20162018

   F-9 

Notes to Consolidated Financial Statements

   F-10 

Financial statements of affiliates and joint ventures are omitted because such affiliates and joint ventures are not individually significant.

Report of Independent Registered Public Accounting Firm

TheTo the Stockholders and Board of Directors and Stockholders

Honda Motor Co., Ltd.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statements of financial position of Honda Motor Co., Ltd. and subsidiaries (the “Company”) as of March 31, 20162018 and 2015, and2017, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended March 31, 2016. 2018, and the related notes (collectively, the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of March 31, 2018 and 2017, and the results of its operations and its cash flows for each of the years in thethree-year period ended March 31, 2018, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of March 31, 2018, based on criteria established inInternal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated June 20, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includesmisstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the consolidated financial statements. An auditOur audits also includes assessingincluded evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statement presentation.statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG AZSA LLC

In our opinion,We have served as the consolidated financial statements referred to above present fairly, in all material respects,Company’s auditor since 1962.

Tokyo, Japan

June 20, 2018

Report of Independent Registered Public Accounting Firm

To the financial positionStockholders and Board of Directors

Honda Motor Co., Ltd.:

Opinion on Internal Control Over Financial Reporting

We have audited Honda Motor Co., Ltd. and subsidiariessubsidiaries’ (the “Company”) internal control over financial reporting as of March 31, 2016 and 2015, and the results of their operations and their cash flows for each of the years2018, based on criteria established in the three-year period ended March 31, 2016, in conformity with International Financial Reporting Standards as Internal Control – Integrated Framework (2013) issued by the International Accounting Standards Board.

Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2018, based on criteria established inInternal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), Honda Motor Co., Ltd.’s internal control overthe consolidated statements of financial reportingposition of the Company as of March 31, 2016, based on criteria established2018 and 2017, the related consolidated statements of income, comprehensive income, changes in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizationsequity, and cash flows for each of the Treadway Commission (COSO)years in the three-year period ended March 31, 2018, and the related notes (collectively, the consolidated financial statements), and our report dated June 23, 201620, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control overthose consolidated financial reporting.statements.

/s/ KPMG AZSA LLC

Tokyo, Japan

June 23, 2016

Report of Independent Registered Public Accounting Firm

Basis for Opinion

The Board of Directors and Stockholders

Honda Motor Co., Ltd.:

We have audited Honda Motor Co., Ltd.’s internal control over financial reporting as of March 31, 2016, based on criteria established inInternal ControlIntegrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Honda Motor Co., Ltd.’sCompany’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Honda Motor Co., Ltd. maintained, in all material respects, effective internal control over financial reporting as of March 31, 2016, based on criteria established in Internal Control –Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated statements of financial position of Honda Motor Co., Ltd. and subsidiaries as of March 31, 2016 and 2015, and the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended March 31, 2016, and our report dated June 23, 2016 expressed an unqualified opinion on those consolidated financial statements.

/s/ KPMG AZSA LLC

Tokyo, Japan

June 23, 201620, 2018

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Financial Position

March 31, 2017 and 2018

 

March 31, 2015 and 2016

      Yen (millions) 
   Note  2015  2016 

Assets

     

Current assets:

     

Cash and cash equivalents

  5  ¥1,471,730   ¥1,757,456  

Trade receivables

  6   820,681    826,714  

Receivables from financial services

  7   2,098,951    1,926,014  

Other financial assets

  8   92,708    103,035  

Inventories

  9   1,498,312    1,313,292  

Other current assets

     313,758    315,115  
    

 

 

  

 

 

 

Total current assets

     6,296,140    6,241,626  
    

 

 

  

 

 

 

Non-current assets:

     

Investments accounted for using the equity method

  10   614,975    593,002  

Receivables from financial services

  7   3,584,654    3,082,054  

Other financial assets

  8   350,579    335,203  

Equipment on operating leases

  11   3,335,367    3,678,111  

Property, plant and equipment

  12   3,189,511    3,139,564  

Intangible assets

  13   759,535    824,939  

Deferred tax assets

  23   138,069    180,828  

Other non-current assets

     157,007    153,967  
    

 

 

  

 

 

 

Total non-current assets

     12,129,697    11,987,668  
    

 

 

  

 

 

 

Total assets

    ¥18,425,837   ¥18,229,294  
    

 

 

  

 

 

 

Liabilities and Equity

     

Current liabilities:

     

Trade payables

  14  ¥1,157,738   ¥1,128,041  

Financing liabilities

  15   2,833,563    2,789,620  

Accrued expenses

     377,372    384,614  

Other financial liabilities

  16   109,715    89,809  

Income taxes payable

     53,654    45,872  

Provisions

  17   294,281    513,232  

Other current liabilities

     474,731    519,163  
    

 

 

  

 

 

 

Total current liabilities

     5,301,054    5,470,351  
    

 

 

  

 

 

 

Non-current liabilities:

     

Financing liabilities

  15   3,926,276    3,736,628  

Other financial liabilities

  16   61,147    47,755  

Retirement benefit liabilities

  18   592,724    660,279  

Provisions

  17   182,661    264,978  

Deferred tax liabilities

  23   744,410    789,830  

Other non-current liabilities

     234,744    227,685  
    

 

 

  

 

 

 

Total non-current liabilities

     5,741,962    5,727,155  
    

 

 

  

 

 

 

Total liabilities

     11,043,016    11,197,506  
    

 

 

  

 

 

 

Equity:

     

Common stock

     86,067    86,067  

Capital surplus

     171,118    171,118  

Treasury stock

     (26,165  (26,178

Retained earnings

     6,083,573    6,194,311  

Other components of equity

     794,034    336,115  
    

 

 

  

 

 

 

Equity attributable to owners of the parent

     7,108,627    6,761,433  

Non-controlling interests

     274,194    270,355  
    

 

 

  

 

 

 

Total equity

  19   7,382,821    7,031,788  
    

 

 

  

 

 

 

Total liabilities and equity

    ¥18,425,837   ¥18,229,294  
    

 

 

  

 

 

 

       Yen (millions) 
   Note   2017  2018 

Assets

     

Current assets:

     

Cash and cash equivalents

   5   ¥2,105,976  ¥2,256,488 

Trade receivables

   6    764,026   800,463 

Receivables from financial services

   7    1,878,938   1,840,699 

Other financial assets

   8    149,427   213,177 

Inventories

   9    1,364,130   1,523,455 

Other current assets

     292,970   291,006 
    

 

 

  

 

 

 

Total current assets

     6,555,467   6,925,288 
    

 

 

  

 

 

 

Non-current assets:

     

Investments accounted for using the equity method

   10    597,262   679,517 

Receivables from financial services

   7    3,070,615   3,117,364 

Other financial assets

   8    364,612   436,555 

Equipment on operating leases

   11    4,104,663   4,088,133 

Property, plant and equipment

   12    3,200,378   3,062,433 

Intangible assets

   13    778,192   741,514 

Deferred tax assets

   23    121,509   129,338 

Othernon-current assets

     165,425   169,022 
    

 

 

  

 

 

 

Totalnon-current assets

     12,402,656   12,423,876 
    

 

 

  

 

 

 

Total assets

    ¥18,958,123  ¥19,349,164 
    

 

 

  

 

 

 

Liabilities and Equity

     

Current liabilities:

     

Trade payables

   14   ¥1,183,344  ¥1,224,627 

Financing liabilities

   15    2,786,928   2,917,261 

Accrued expenses

     417,736   404,719 

Other financial liabilities

   16    119,784   115,405 

Income taxes payable

     45,507   53,595 

Provisions

   17    348,095   305,994 

Other current liabilities

     527,448   602,498 
    

 

 

  

 

 

 

Total current liabilities

     5,428,842   5,624,099 
    

 

 

  

 

 

 

Non-current liabilities:

     

Financing liabilities

   15    4,022,190   3,881,749 

Other financial liabilities

   16    47,241   60,005 

Retirement benefit liabilities

   18    494,131   404,401 

Provisions

   17    248,935   220,625 

Deferred tax liabilities

   23    900,450   629,722 

Othernon-current liabilities

     246,708   294,468 
    

 

 

  

 

 

 

Totalnon-current liabilities

     5,959,655   5,490,970 
    

 

 

  

 

 

 

Total liabilities

     11,388,497   11,115,069 
    

 

 

  

 

 

 

Equity:

     

Common stock

     86,067   86,067 

Capital surplus

     171,118   171,118 

Treasury stock

     (26,189  (113,271

Retained earnings

     6,712,894   7,611,332 

Other components of equity

     351,406   178,292 
    

 

 

  

 

 

 

Equity attributable to owners of the parent

     7,295,296   7,933,538 

Non-controlling interests

     274,330   300,557 
    

 

 

  

 

 

 

Total equity

   19    7,569,626   8,234,095 
    

 

 

  

 

 

 

Total liabilities and equity

    ¥18,958,123  ¥19,349,164 
    

 

 

  

 

 

 

See accompanying notes to consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Income

Years ended March 31, 2014, 20152016, 2017 and 20162018

 

      Yen (millions) 
   Note  2014  2015  2016 

Sales revenue

  20  ¥12,506,091   ¥13,328,099   ¥14,601,151  

Operating costs and expenses:

      

Cost of sales

     (9,590,557  (10,330,784  (11,332,399

Selling, general and administrative

     (1,493,298  (1,720,550  (2,108,874

Research and development

  21   (598,372  (606,162  (656,502
    

 

 

  

 

 

  

 

 

 

Total operating costs and expenses

     (11,682,227  (12,657,496  (14,097,775
    

 

 

  

 

 

  

 

 

 

Operating profit

     823,864    670,603    503,376  
    

 

 

  

 

 

  

 

 

 

Share of profit of investments accounted for using the equity method

  10   130,916    96,097    126,001  

Finance income and finance costs:

      

Interest income

  22   24,072    27,037    28,468  

Interest expense

  22   (12,803  (18,194  (18,146

Other, net

  22   (32,146  30,694    (4,249
    

 

 

  

 

 

  

 

 

 

Total finance income and finance costs

     (20,877  39,537    6,073  
    

 

 

  

 

 

  

 

 

 

Profit before income taxes

     933,903    806,237    635,450  

Income tax expense

  23   (267,992  (245,139  (229,092
    

 

 

  

 

 

  

 

 

 

Profit for the year

    ¥665,911   ¥561,098   ¥406,358  
    

 

 

  

 

 

  

 

 

 

Profit for the year attributable to:

      

Owners of the parent

     624,703    509,435    344,531  

Non-controlling interests

     41,208    51,663    61,827  
      Yen 
      2014  2015  2016 

Earnings per share attributable to owners of the parent

      

Basic and diluted

  24  ¥346.62   ¥282.66   ¥191.16  

                                                            
      Yen (millions) 
   Note  2016  2017  2018 

Sales revenue

  20  ¥14,601,151  ¥13,999,200  ¥15,361,146 

Operating costs and expenses:

      

Cost of sales

     (11,332,399  (10,865,848  (12,000,581

Selling, general and administrative

     (2,108,874  (1,601,212  (1,775,151

Research and development

  21   (656,502  (691,429  (751,856
    

 

 

  

 

 

  

 

 

 

Total operating costs and expenses

     (14,097,775  (13,158,489  (14,527,588
    

 

 

  

 

 

  

 

 

 

Operating profit

     503,376   840,711   833,558 
    

 

 

  

 

 

  

 

 

 

Share of profit of investments accounted for using the equity method

  10   126,001   164,793   247,643 

Finance income and finance costs:

      

Interest income

  22   28,468   32,389   41,191 

Interest expense

  22   (18,146  (12,471  (12,970

Other, net

  22   (4,249  (18,436  5,551 
    

 

 

  

 

 

  

 

 

 

Total finance income and finance costs

     6,073   1,482   33,772 
    

 

 

  

 

 

  

 

 

 

Profit before income taxes

     635,450   1,006,986   1,114,973 

Income tax expense

  23   (229,092  (327,592  13,666 
    

 

 

  

 

 

  

 

 

 

Profit for the year

    ¥406,358  ¥679,394  ¥1,128,639 
    

 

 

  

 

 

  

 

 

 

Profit for the year attributable to:

      

Owners of the parent

     344,531   616,569   1,059,337 

Non-controlling interests

     61,827   62,825   69,302 
      Yen 
      2016  2017  2018 

Earnings per share attributable to owners of the parent Basic and diluted

  24  ¥191.16  ¥342.10  ¥590.79 

See accompanying notes to consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

Years ended March 31, 2014, 20152016, 2017 and 20162018

 

      Yen (millions) 
   Note  2014   2015  2016 

Profit for the year

    ¥665,911    ¥561,098   ¥406,358  

Other comprehensive income, net of tax:

       

Items that will not be reclassified to profit or loss

       

Remeasurements of defined benefit plans

     83,292     (101,286  (70,709

Net changes in revaluation of financial assets measured at fair value through other comprehensive income

     13,581     24,007    (15,797

Share of other comprehensive income of investments accounted for using the equity method

  10   6,855     (714  (1,274

Items that may be reclassified subsequently to profit or loss

       

Exchange differences on translating foreign operations

     193,509     465,776    (430,152

Share of other comprehensive income of investments accounted for using the equity method

  10   27,059     57,356    (36,591
    

 

 

   

 

 

  

 

 

 

Total other comprehensive income, net of tax

  19   324,296     445,139    (554,523
    

 

 

   

 

 

  

 

 

 

Comprehensive income for the year

    ¥990,207    ¥1,006,237   ¥(148,165
    

 

 

   

 

 

  

 

 

 

Comprehensive income for the year attributable to:

       

Owners of the parent

     944,706     931,709    (188,580

Non-controlling interests

     45,501     74,528    40,415  

     Yen (millions) 
  Note  2016  2017  2018 

Profit for the year

  ¥   406,358  ¥  679,394  ¥  1,128,639 

Other comprehensive income, net of tax:

    

Items that will not be reclassified to profit or loss

    

Remeasurements of defined benefit plans

   (70,709  58,154   13,344 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income

   (15,797  22,707   19,288 

Share of other comprehensive income of investments accounted for using the equity method

  10   (1,274  3,262   1,688 

Items that may be reclassified subsequently to profit or loss

    

Exchange differences on translating foreign operations

   (430,152  8,064   (204,184

Share of other comprehensive income of investments accounted for using the equity method

  10   (36,591  (22,644  10,620 
  

 

 

  

 

 

  

 

 

 

Total other comprehensive income, net of tax

  19   (554,523  69,543   (159,244
  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

  ¥(148,165 ¥748,937  ¥969,395 
  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year attributable to:

    

Owners of the parent

   (188,580  696,079   899,545 

Non-controlling interests

   40,415   52,858   69,850 

See accompanying notes to consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

Years ended March 31, 2014, 20152016, 2017 and 20162018

 

    Yen (millions) 
    Equity attributable to owners of the parent  Non-controlling
interests
  Total
equity
 
  Note Common
stock
  Capital
surplus
  Treasury
stock
  Retained
earnings
  Other
components
of equity
  Total   

Balance as of April 1, 2013

  ¥86,067   ¥171,117   ¥(26,124 ¥5,260,157   ¥42,017   ¥5,533,234   ¥195,071   ¥5,728,305  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      624,703     624,703    41,208    665,911  

Other comprehensive income, net of tax

 19      320,003    320,003    4,293    324,296  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      624,703    320,003    944,706    45,501    990,207  

Reclassification to retained earnings

 19     88,661    (88,661  —       —    

Transactions with owners and other

         

Dividends paid

 19     (142,381   (142,381  (11,629  (154,010

Purchases of treasury stock

     (26    (26   (26

Disposal of treasury stock

     1      1     1  

Equity transactions and others

         (5,549  (5,549
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

     (25  (142,381   (142,406  (17,178  (159,584
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2014

  ¥86,067   ¥171,117   ¥(26,149 ¥5,831,140   ¥273,359   ¥6,335,534   ¥223,394   ¥6,558,928  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      509,435     509,435    51,663    561,098  

Other comprehensive income, net of tax

 19      422,274    422,274    22,865    445,139  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      509,435    422,274    931,709    74,528    1,006,237  

Reclassification to retained earnings

 19     (98,401  98,401    —       —    

Transactions with owners and other

         

Dividends paid

 19     (158,601   (158,601  (21,566  (180,167

Purchases of treasury stock

     (17    (17   (17

Disposal of treasury stock

     1      1     1  

Equity transactions and others

    1       1    (2,162  (2,161
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

    1    (16  (158,601   (158,616  (23,728  (182,344
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2015

  ¥86,067   ¥171,118   ¥(26,165 ¥6,083,573   ¥794,034   ¥7,108,627   ¥274,194   ¥7,382,821  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      344,531     344,531    61,827    406,358  

Other comprehensive income, net of tax

 19      (533,111  (533,111  (21,412  (554,523
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      344,531    (533,111  (188,580  40,415    (148,165

Reclassification to retained earnings

 19     (75,192  75,192    —       —    

Transactions with owners and other

         

Dividends paid

 19     (158,601   (158,601  (40,525  (199,126

Purchases of treasury stock

     (14    (14   (14

Disposal of treasury stock

     1      1     1  

Equity transactions and others

         (3,729  (3,729
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

     (13  (158,601   (158,614  (44,254  (202,868
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥86,067   ¥171,118   ¥(26,178 ¥6,194,311   ¥336,115   ¥6,761,433   ¥270,355   ¥7,031,788  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

    Yen (millions) 
    Equity attributable to owners of the parent       
  Note Common
stock
  Capital
surplus
  Treasury
stock
  Retained
earnings
  Other
components
of equity
  Total  Non-controlling
interests
  Total
equity
 

Balance as of April 1, 2015

  ¥86,067  ¥171,118  ¥(26,165 ¥6,083,573  ¥794,034  ¥7,108,627  ¥274,194  ¥7,382,821 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      344,531    344,531   61,827   406,358 

Other comprehensive income, net of tax

 19      (533,111  (533,111  (21,412  (554,523
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      344,531   (533,111  (188,580  40,415   (148,165

Reclassification to retained earnings

 19     (75,192  75,192   —      —   

Transactions with owners and other

         

Dividends paid

 19     (158,601   (158,601  (40,525  (199,126

Purchases of treasury stock

     (14    (14   (14

Disposal of treasury stock

     1     1    1 

Equity transactions and others

         (3,729  (3,729
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

     (13  (158,601   (158,614  (44,254  (202,868
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥86,067  ¥171,118  ¥(26,178 ¥6,194,311  ¥336,115  ¥6,761,433  ¥270,355  ¥7,031,788 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      616,569    616,569   62,825   679,394 

Other comprehensive income, net of tax

 19      79,510   79,510   (9,967  69,543 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      616,569   79,510   696,079   52,858   748,937 

Reclassification to retained earnings

 19     64,219   (64,219  —      —   

Transactions with owners and other

         

Dividends paid

 19     (162,205   (162,205  (47,716  (209,921

Purchases of treasury stock

     (12    (12   (12

Disposal of treasury stock

     1     1    1 

Equity transactions and others

         (1,167  (1,167
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

     (11  (162,205   (162,216  (48,883  (211,099
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2017

  ¥86,067  ¥171,118  ¥(26,189 ¥6,712,894  ¥351,406  ¥7,295,296  ¥274,330  ¥7,569,626 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year

         

Profit for the year

      1,059,337    1,059,337   69,302   1,128,639 

Other comprehensive income, net of tax

 19      (159,792  (159,792  548   (159,244
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

      1,059,337   (159,792  899,545   69,850   969,395 

Reclassification to retained earnings

 19     13,322   (13,322  —      —   

Transactions with owners and other

         

Dividends paid

 19     (174,221   (174,221  (43,623  (217,844

Purchases of treasury stock

     (87,083    (87,083   (87,083

Disposal of treasury stock

     1     1    1 

Equity transactions and others

          —   
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total transactions with owners and other

     (87,082  (174,221   (261,303  (43,623  (304,926
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2018

  ¥86,067  ¥171,118  ¥(113,271 ¥7,611,332  ¥178,292  ¥7,933,538  ¥300,557  ¥8,234,095 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

See accompanying notes to consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Years ended March 31, 2014, 20152016, 2017 and 20162018

 

    Yen (millions) 
  Note 2014  2015  2016 

Cash flows from operating activities:

    

Profit before income taxes

  ¥933,903   ¥806,237   ¥635,450  

Depreciation, amortization and impairment losses excluding equipment on operating leases

   588,132    625,229    660,714  

Share of profit of investments accounted for using the equity method

   (130,916  (96,097  (126,001

Finance income and finance costs, net

   (27,945  (41,941  (982

Interest income and interest costs from financial services, net

   (167,397  (172,275  (151,374

Changes in assets and liabilities

    

Trade receivables

   (47,084  (45,839  (88,173

Inventories

   (66,991  (56,285  66,405  

Trade payables

   84,520    22,246    105,189  

Accrued expenses

   2,527    8,865    32,151  

Provisions and retirement benefit liabilities

   (24,228  107,324    329,391  

Receivables from financial services

   (423,106  316,962    354,353  

Equipment on operating leases

   (248,604  (535,165  (558,826

Other assets and liabilities

   (14,135  45,255    20,765  

Other, net

   (4,211  (12,931  4,851  

Dividends received

   107,629    114,501    105,477  

Interest received

   224,232    236,344    233,873  

Interest paid

   (88,582  (89,804  (92,355

Income taxes paid, net of refund

   (248,636  (212,222  (139,913
  

 

 

  

 

 

  

 

 

 

Net cash provided by operating activities

   449,108    1,020,404    1,390,995  

Cash flows from investing activities:

    

Payments for additions to property, plant and equipment

   (718,431  (648,205  (635,176

Payments for additions to and internally developed intangible assets

   (208,752  (234,915  (236,783

Proceeds from sales of property, plant and equipment and intangible assets

   19,586    33,243    25,617  

Proceeds from sales of subsidiaries, net of cash and cash equivalents disposed of

   9,129    —      —    

Payments for acquisitions of investments accounted for using the equity method

   —      (1,971  (3,238

Proceeds from sales of investments accounted for using the equity method

   3,812    —      3,237  

Payments for acquisitions of other financial assets

   (108,510  (108,873  (173,761

Proceeds from sales and redemptions of other financial assets

   75,429    119,897    145,414  

Other, net

   6,714    328    (387
  

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

   (921,023  (840,496  (875,077

Cash flows from financing activities:

    

Proceeds from short-term financing liabilities

   8,561,912    8,731,773    8,302,231  

Repayments of short-term financing liabilities

   (8,568,859  (8,602,054  (8,708,320

Proceeds from long-term financing liabilities

   1,597,530    1,505,732    1,826,991  

Repayments of long-term financing liabilities

   (1,059,235  (1,389,121  (1,267,290

Dividends paid to owners of the parent

   (142,381  (158,601  (158,601

Dividends paid to non-controlling interests

   (11,296  (21,513  (40,331

Purchases and sales of treasury stock, net

   (25  (16  (13

Other, net

   (22,188  (53,712  (49,966
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) financing activities

   355,458    12,488    (95,299

Effect of exchange rate changes on cash and cash equivalents

   39,429    85,750    (134,893
  

 

 

  

 

 

  

 

 

 

Net change in cash and cash equivalents

   (77,028  278,146    285,726  

Cash and cash equivalents at beginning of year

   1,270,612    1,193,584    1,471,730  
  

 

 

  

 

 

  

 

 

 

Cash and cash equivalents at end of year

 5 ¥1,193,584   ¥1,471,730   ¥1,757,456  
  

 

 

  

 

 

  

 

 

 

       Yen (millions) 
   Note   2016  2017  2018 

Cash flows from operating activities:

      

Profit before income taxes

    ¥635,450  ¥1,006,986  ¥1,114,973 

Depreciation, amortization and impairment losses excluding equipment on operating leases

     660,714   674,329   713,093 

Share of profit of investments accounted for using the equity method

     (126,001  (164,793  (247,643

Finance income and finance costs, net

     (982  (55,911  13,218 

Interest income and interest costs from financial services, net

     (151,374  (119,953  (127,529

Changes in assets and liabilities

      

Trade receivables

     (88,173  49,217   (41,778

Inventories

     66,405   (72,144  (202,916)��

Trade payables

     105,189   12,999   69,429 

Accrued expenses

     32,151   50,339   (2,700

Provisions and retirement benefit liabilities

     329,391   (252,837  (28,945

Receivables from financial services

     354,353   40,525   (174,438

Equipment on operating leases

     (558,826  (435,503  (158,337

Other assets and liabilities

     20,765   71,940   11,602 

Other, net

     4,851   998   9,314 

Dividends received

     105,477   121,770   161,106 

Interest received

     233,873   220,947   245,095 

Interest paid

     (92,355  (99,607  (115,317

Income taxes paid, net of refund

     (139,913  (164,229  (250,556
    

 

 

  

 

 

  

 

 

 

Net cash provided by operating activities

     1,390,995   885,073   987,671 

Cash flows from investing activities:

      

Payments for additions to property, plant and equipment

     (635,176  (494,132  (415,563

Payments for additions to and internally developed intangible assets

     (236,783  (143,320  (156,927

Proceeds from sales of property, plant and equipment and intangible assets

     25,617   18,710   15,042 

Payments for acquisitions of subsidiaries, net of cash and cash equivalents acquired

     —     (2,835  —   

Payments for acquisitions of investments accounted for using the equity method

     (3,238  (547  (2,450

Proceeds from sales of investments accounted for using the equity method

     3,237   16,208   —   

Payments for acquisitions of other financial assets

     (173,761  (222,464  (280,236

Proceeds from sales and redemptions of other financial assets

     145,414   177,762   224,302 

Other, net

     (387  —     719 
    

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

     (875,077  (650,618  (615,113

Cash flows from financing activities:

      

Proceeds from short-term financing liabilities

     8,302,231   8,207,530   8,106,505 

Repayments of short-term financing liabilities

     (8,708,320  (8,129,295  (8,004,620

Proceeds from long-term financing liabilities

     1,826,991   1,902,448   1,689,596 

Repayments of long-term financing liabilities

     (1,267,290  (1,622,603  (1,609,554

Dividends paid to owners of the parent

     (158,601  (162,205  (174,221

Dividends paid tonon-controlling interests

     (40,331  (35,059  (48,332

Purchases and sales of treasury stock, net

     (13  (11  (87,082

Other, net

     (49,966  (45,382  (46,626
    

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) financing activities

     (95,299  115,423   (174,334

Effect of exchange rate changes on cash and cash equivalents

     (134,893  (1,358  (47,712
    

 

 

  

 

 

  

 

 

 

Net change in cash and cash equivalents

     285,726   348,520   150,512 

Cash and cash equivalents at beginning of year

     1,471,730   1,757,456   2,105,976 
    

 

 

  

 

 

  

 

 

 

Cash and cash equivalents at end of year

   5   ¥1,757,456  ¥2,105,976  ¥2,256,488 
    

 

 

  

 

 

  

 

 

 

See accompanying notes to consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(1) Reporting Entity

Honda Motor Co., Ltd. (the “Company”) is a public company domiciled in Japan. The Company and its subsidiaries (collectively “Honda”) develop, manufacture and distribute motorcycles, automobiles, power products and others throughout the world, and also provide financial services to customers and dealers for the sale of those products. Principal manufacturing facilities are located in Japan, the United States of America, Canada, Mexico, the United Kingdom, Turkey, Italy, France, China, India, Indonesia, Malaysia, Thailand, Vietnam, Argentina and Brazil.

(2) Basis of Preparation

(a) Compliance with International Financial Reporting Standards

The Company’s consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). The term “IFRS” also includes International Accounting Standards (IASs) and the related interpretations of the interpretations committees (SIC and IFRIC).

(b) Basis of Measurement

The consolidated financial statements have been prepared on the historical cost basis, except for certain assets and liabilities separately stated in note 3.

(c) Functional Currency and Presentation Currency

The consolidated financial statements are presented in Japanese yen, which is the functional currency of the Company. All financial information presented in Japanese yen has been rounded to the nearest million Japanese yen, except when otherwise indicated.

(d) Early Adoption of New Accounting Standards and Interpretations

Honda has early adopted IFRS 9 “Financial Instruments” (issued in November 2009, amended in October 2010 and November 2013).

(e) New Accounting Standards and Interpretations Not Yet Adopted

NewMajor new or amended standards and interpretations that have been issued as of the date of approval of the consolidated financial statements but are not effective and have not yet been adopted by Honda as of March 31, 20162018 are as follows.

follows:

IASB issued the final version of IFRS 9 “Financial Instruments” in July 2014. IFRS 9 (issued in 2014) includes amended guidance on the classification and measurement (including impairment) of financial assets. The guidance on impairment replaces the incurred loss model under IAS 39 with the expected credit loss (ECL) model.

IFRS 9 (issued in 2014) is effective for annual periods beginning on or after January 1, 2018. Accordingly, Honda will apply this standard initially on April 1, 2018. This standard will generally be applied retrospectively to each prior reporting period presented with an exemption allowing comparative information for prior periods not to be restated with respect to classification and measurement (including impairment) changes. Honda plans to apply this exemption.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Under IFRS 9 (issued in 2014), lifetime ECL measurement applies if the credit risk of a financial asset at the reporting date has increased significantly since initial recognition and12-month ECL measurement applies if it has not. Lifetime ECL represents ECL that results from all possible default events over the expected life of a financial asset and12-month ECL represents ECL that results from default events that are possible within 12 months after the reporting date. ECL is the probability-weighted estimate of credit losses. Credit losses are the present value of the difference between the contractual cash flows and the cash flows that the entity expects to receive.

When determining whether the credit risk has increased significantly, Honda is currently evaluatingwill assess financial assets either individually based primarily on delinquencies or collectively for groups of financial assets with shared risk characteristics such as the period of initial recognition, collateral type, original term and credit score considering changes in expected default rates and other factors.

The net impact of adopting IFRS 9 (issued in 2014) on the opening balance of retained earnings as of April 1, 2018 is expected to be immaterial.

IASB issued IFRS 15 “Revenue from Contracts with Customers” in May 2014. IFRS 15 replaces existing revenue recognition guidance, including IAS 18 “Revenue”, IAS 11 “Construction Contracts” and IFRIC 13 “Customer Loyalty Programmes”.

IFRS 15 is effective for annual periods beginning on or after January 1, 2018. Accordingly, Honda will apply this standard initially on April 1, 2018. This standard may be applied retrospectively to each prior reporting period presented (retrospective approach) or retrospectively with the cumulative effect of initially applying this standard recognized at the date of initial application (modified retrospective approach). Honda plans to apply the modified retrospective approach.

IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognized. Under IFRS 15, Honda assesses at contract inception the goods or services promised in a contract with a customer and identifies such promised goods or services as performance obligations. When a performance obligation is satisfied, Honda recognizes as revenue the amount of the transaction price that is allocated to that performance obligation. When determining the transaction price, Honda also considers the effects of variable consideration.

Honda has identified certain effects of the new standard that could change the timing of revenue recognition. Specifically, Honda’s contracts with customers may include promises to transfer goods or services without charges such as free inspection. Such promised goods or services may be considered performance obligations and related sales revenue may be deferred under IFRS 15 if deemed material, while such sales revenue is recognized at contract inception under the current accounting policy. Furthermore, dealer incentives are considered variable consideration when determining the transaction price and revenue is recognized only to the extent that it is highly probable that a significant reversal will not occur when the uncertainty associated with the variable consideration is subsequently resolved, which may result in higher deductions from sales revenue recognized when products are sold to dealers.

The net impact of adopting IFRS 15 on the opening balance of retained earnings as of April 1, 2018 is expected to be a reduction of approximately ¥46 billion.

IASB issued IFRS 16 “Leases” in January 2016. IFRS 16 replaces existing lease guidance including IAS 17 “Leases”, IFRIC 4 “Determining whether an Arrangement contains a Lease”,SIC-15 “Operating Leases – Incentives” andSIC-27 “Evaluating the Substance of Transactions Involving the Legal Form of a Lease”.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

IFRS 16 is effective for annual periods beginning on or after January 1, 2019, with early adoption permitted for entities that apply IFRS 15 “Revenue from Contracts with Customers” at or before the date of initial application of this standard. Honda plans to apply this standard initially on April 1, 2019.

IFRS 16 changes the definition of a lease and provides a singleon-balance lease accounting model for lessees. A lessee recognizes aright-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. Honda will recognize new assets and liabilities for operating leases with some exceptions. In addition, expenses related to leases will now change from straight-line operating lease expenses to depreciation charge forright-of-use assets and interest expense on lease liabilities. Lessor accounting remains similar to the current standard. Honda will continue to assess the overall impact of the adoption of these standards and interpretationsIFRS 16 on the Company’s consolidated financial statements.

Standards and interpretations

Mandatory adoption
(from fiscal years
beginning on or after)

Reporting periods in
which the Company is
scheduled to adopt the
standards

Overview of new or amended
standards and interpretations

IFRS 9

Financial Instruments (issued in 2014)January 1, 2018

Fiscal year endingAs a lessee, this standard can be applied retrospectively to each prior reporting period presented (retrospective approach) or retrospectively with the cumulative effect of initially applying this standard recognized at the date of initial application (modified retrospective approach). Honda has not yet determined its transition approach.

March 31, 2019

Amendment regarding the requirements for classifying and measuring financial assets and liabilities, and accounting for impairment of financial assets

IFRS 15

Revenue from Contracts with CustomersJanuary 1, 2018

Fiscal year ending

March 31, 2019

New standard applied in accounting and disclosure for revenue recognition, which supersedes current standards of revenue recognition

IFRS 16

LeasesJanuary 1, 2019

Fiscal year ending

March 31, 2020

New standard applied in accounting and disclosure for recognition of leases, which supersedes current standards of recognition of leases

IAS 7

Statement of cash flowsJanuary 1, 2017

Fiscal year ending

March 31, 2018

Requiring disclosure of changes in liabilities arising from financing activities

(f) Use of Estimates and Judgments

The preparation of consolidated financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies, the reported amount of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

These estimates and underlying assumptions are reviewed on a continuous basis. Changes in these accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

Information about judgments that have been made in the process of applying accounting policies and that have significant effects on the amounts reported in the consolidated financial statements is as follows:

 

Scope of subsidiaries, affiliates and joint ventures (notes 3(a) and 3(b))

 

Recognition of intangible assets arising from development (note 3(h))

 

Accounting for contracts including lease (note 3(i))

Information about accounting estimates and assumptions that have significant effects on the amounts reported in the consolidated financial statements is as follows:

 

Valuation of financial assets measured at amortized cost (notes 6, 7 and 8)

 

Fair value of financial instruments (note 26)

 

Net realizable value of inventories (note 9)

 

Recoverable amount ofnon-financial assets (notes 11, 12 and 13)

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Measurement of provisions (note 17)

 

Measurement of net defined benefit liabilities (assets) (note 18)

 

Recoverability of deferred tax assets (note 23)

 

Likelihood and magnitude of outflows of resources embodying economic benefits required to settle contingent liabilities (note 28)

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(3) Significant Accounting Policies

(a) Basis of Consolidation

The consolidated financial statements include the accounts of the Company, its subsidiaries which are directly or indirectly controlled by the Company, and those structured entities which are controlled by Honda. All significant intercompany balances and transactions have been eliminated in consolidation.

Honda controls an entity when Honda is exposed or has rights to variable returns from involvement with the entity, and has the ability to affect those returns by using its power, which is the current ability to direct the relevant activities, over the entity. To determine whether or not Honda controls an entity, status of voting rights or similar rights, contractual agreements and other specific factors are taken into consideration.

Structured entities are entities designed so that voting or similar rights are not the dominant factor in deciding who controls the entity. Honda consolidates structured entities over which it has control, by comprehensively determining whether its control over the entity exists based on any contractual arrangements with such entity as well as the percentage of its voting or similar rights in the entity.

The financial statements of subsidiaries are included in the consolidated financial statements from the date when the control is obtained until the date when the control is lost. The financial statements of subsidiaries have been adjusted in order to ensure consistency with the accounting policies adopted by the Company as necessary.

Changes in the Company’s ownership interests in subsidiaries that do not result in a loss of control are accounted for as equity transactions. When control over a subsidiary is lost, the investment retained after the loss of control is remeasured at fair value as of the date of the loss of control, and any gain or loss on such remeasurement and disposal of the interest sold is recognized in profit or loss.

(b) Investments in Affiliates and Joint Ventures (Investments Accounted for Using the Equity Method)

Affiliates are entities over which Honda has a significant influence over the decisions on financial and operating policies, but does not have control or joint control.

Joint ventures are joint arrangements whereby the parties including Honda that have joint control have rights to the net assets of the arrangement. Joint arrangements are arrangements of which two or more parties have joint control, and joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control.

Investments in affiliates and joint ventures are accounted for using the equity method from the date when the investees are determined to be affiliates or joint ventures until the date when they ceased to be classified as affiliates or joint ventures. Under the equity method, the investment is initially recognized at cost, and the carrying amount is subsequently increased or decreased, to recognize Honda’s share of profit or loss and other comprehensive income of the affiliate or the joint venture after the date of initial recognition. The financial statements of affiliates and joint ventures have been adjusted in order to ensure consistency with the accounting policies adopted by the Company in applying the equity method, as necessary.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

The use of the equity method is discontinued from the date when the investees are determined to be no longer affiliates or joint ventures. Unless the investee becomes a subsidiary, the investment retained after cessation of the equity method is remeasured at fair value, and any gain or loss on such remeasurement and disposal of the investment is recognized in profit or loss.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(c) Foreign Currency Translations

1) Foreign currency transactions

Foreign currency transactions are translated into the respective functional currencies at the exchange rates prevailing when such transactions occur. All foreign currency receivables and payables are translated into the respective functional currencies at the applicable exchange rates at the end of the reporting period. Gains or losses on exchange differences arising on settlement of foreign currency receivables and payables or on their translations at the end of the reporting date are recognized in profit or loss and they are included in finance income and finance costs-other, net in the consolidated statements of income, unless any gains or losses are recognized in other comprehensive income.

2) Foreign operations

All assets and liabilities of foreign subsidiaries, affiliates and joint ventures (collectively “foreign operation”operations”), which use a functional currency other than Japanese yen, are translated into Japanese yen at the exchange rates at the end of the reporting period. All revenues and expenses of foreign operationoperations are translated into Japanese yen at the average exchange rate for the period. Exchange differences arising from translation are recognized in other comprehensive income and accumulated in other components of equity in the consolidated statements of financial position. When a foreign operation is disposed of, and control, significant influence or joint control over the foreign operation is lost, the cumulative amount of exchange differences relating to the foreign operation is reclassified from equity to profit or loss.

(d) Financial Instruments

A financial instrument is a contract that gives rise to a financial asset of one entity and a financial liability or equity security of another entity. When Honda becomes a party to the contractual provision of a financial instrument, the financial instrument is recognized either as a financial asset or as a financial liability. When Honda purchases or sells a financial asset, the financial asset is recognized or derecognized at the trade date.

1)Non-derivative financial assets

Honda classifies financial assets other than derivatives into “financial assets measured at amortized cost”, “financial assets measured at fair value through other comprehensive income” or “financial assets measured at fair value through profit or loss”. Honda determines the classification of financial assets upon initial recognition.

Financial assets measured at amortized cost

A financial asset is classified into financial assets measured at amortized cost when the asset is held within a business model whose objective is to hold the asset in order to collect the contractual cash flows, and the contractual term of the financial asset gives rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets measured at amortized cost are initially measured at their fair value, and are subsequently measured at amortized cost using the effective interest method.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Financial assets measured at fair value

A financial asset other than a financial asset measured at amortized cost is classified into financial assets measured at fair value. The financial assets measured at fair value are further classified into the following categories, according to their holding purposes:

Financial assets measured at fair value through other comprehensive income

Honda elects to designate investments in equity securities such as shares, held for maintaining and strengthening the trade relationship as financial assets measured at fair value through other comprehensive income.

Financial assets measured at fair value through other comprehensive income are initially measured at their fair value, and subsequent changes in fair value of the investment are presented in other comprehensive income. However, dividends from the investment are principally recognized in profit or loss.

Financial assets measured at fair value through profit or loss

Financial assets measured at fair value other than financial assets measured at fair value through other comprehensive income are classified into financial assets measured at fair value through profit or loss.

Financial assets measured at fair value through profit or loss are initially measured at their fair value, and subsequent changes in fair value are recognized in profit or loss.

Financial assets are derecognized when the contractual rights to cash flows from the financial assets expire, or when the contractual rights to receive the cash flows from the financial assets are transferred and all risks and rewards of ownership of the financial assets are substantially transferred.

When a financial asset measured at fair value through other comprehensive income is sold, an amount of accumulated other comprehensive income recognized in other components of equity in the consolidated statements of financial position is directly reclassified to retained earnings.

(Cash and cash equivalents)

Cash and cash equivalents consist of cash on hand, demand deposits, and short-term highly liquid investments that are readily convertible to known amounts of cash and are subject to insignificant risk of changes in value. Honda includes all highly liquid debt instruments with original maturities of three months or less in cash equivalents.

2)Non-derivative financial liabilities

Financial liabilities other than derivatives are initially measured at their fair value, and are subsequently measured at amortized cost using the effective interest method.

Financial liabilities are derecognized, when the obligations specified in the contract are discharged, canceled or expire.

3) Derivatives

Honda has entered into foreign exchange and interest rate agreements to manage currency and interest rate exposures. These agreements include foreign currency forward exchange contracts, currency option contracts, currency swap agreements and interest rate swap agreements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

All these derivatives are initially recognized as assets or liabilities and measured at fair value, when Honda becomes a party to the contractual provision of the derivatives. Subsequent changes in fair value of derivatives are recognized in profit or loss in the period of the changes.

Honda has not held any derivatives designated as hedgeshedging instruments for the years ended March 31, 2014, 20152016, 2017 and 2016.2018.

4) Offsetting of financial assets and financial liabilities

Financial assets and financial liabilities are offset and the net amount is presented in the consolidated statements of financial position, only when Honda currently has a legally enforceable right to offset the recognized amounts, and intends either to settle on a net basis or to realize the asset and settle the liability simultaneously.

(e) Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories includes purchase costs and conversion costs, and it is determined principally by using the first-in first-outfirst-infirst-out method. Conversion cost includes an appropriate share of production overheads on the normal operation capacity. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

(f) Equipment on Operating Leases

Equipment on operating leases is measured based on the cost model and carried at its cost less accumulated depreciation and impairment losses.

A vehicle subject to operating lease is initially measured at its cost. Depreciation of equipment on operating leases is calculated on the straight-line method over the lease term. The depreciable amount is the cost of the vehicle less its residual value which is estimated by using the estimate of future used vehicle value, taking into consideration external industry data and Honda’s historical experience.

(g) Property, Plant and Equipment

Property, plant and equipment is measured based on the cost model and carried at its cost less accumulated depreciation and impairment losses.

Property, plant and equipment is initially measured at its cost. Subsequent expenditures on an item of property, plant and equipment acquired, are recognized in the carrying amount of the item, only when it is probable that the expenditure will generate a future economic benefit.

Depreciation of property, plant and equipment, except for land that is not subject to depreciation, is calculated on the straight-line method over the estimated useful life. The depreciable amount is the cost of the asset less the respective estimated residual values.

The estimated useful lives used in calculating depreciation of property, plant and equipment are mainly as follows:

 

Buildings and structures: 3 to 50 years

 

Machinery and equipment: 2 to 20 years

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

The depreciation method, useful lives and residual values of property, plant and equipment are reviewed annually at each fiscal year end, and adjusted prospectively, if appropriate.

(h) Intangible Assets

Intangible assets are measured based on the cost model and carried at their cost less accumulated amortization and impairment losses.

(Research and development)

Development expenditure for a product is capitalized only when there is a technical and commercial feasibility of completing the development, Honda has intention, ability and sufficient resources to use the outcome of the development, it is probable that the outcome will generate a future economic benefit, and the cost can be measured reliably.

Capitalized development cost is measured at the sum of expenditures for development incurred between when the foregoing conditions for capitalization are initially met and when the development is completed, and includes all directly attributable costs to the development process. Capitalized development cost is amortized using the straight-line method over the expected product life cycle of the developed product ranging mainly from 2 to 6 years.

Expenditures on research and other development expenditures which do not meet the foregoing conditions are expensed as incurred.

(Other intangible asset)

Other intangible assets are initially measured at cost and principally amortized using the straight-line method over their estimated useful lives. Other intangible assets are mainly comprised of software for internal use whose estimated useful lives rangesrange from 3 to 5 years.

The amortization method and useful lives of intangible assets are reviewed annually at each fiscal year end, and adjusted prospectively, if appropriate.

(i) Lease

An arrangement that is or contains a lease is determined based on the substance of the arrangement by assessment of whether the fulfillment of that arrangement depends on use of a specific asset or group of assets, and whether a right to use the asset is transferred under the arrangement.

When an arrangement is or contains a lease, the lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to the ownership, based on the substance of the arrangement. Leases other than finance lease are classified as operating lease.

1) Lease as a lessee

A leased asset and liability for the future lease payment under a finance lease are initially recognized at the lower of fair value of the leased asset or the present value of the minimum lease payments, each determined at inception of the lease. After the initial recognition, the leased asset is accounted for according to the accounting policies applied to the asset. Lease payments under a finance lease are apportioned between the finance cost and the reduction in the carrying amount of the liability. Lease payments under an operating lease are recognized as an expense on a straight-line basis over the lease term.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

2) Lease as a lessor

The finance subsidiaries of the Company engage in the business of leasing vehicles as a lessor. A receivable from customer held under a finance lease is initially recognized at the amount of net investment in the lease which is the gross investment in the lease discounted at the interest rate implicit in the lease, and included in receivables from financial services in the consolidated statements of financial position. After the initial recognition, the receivable under finance lease is accounted for in accordance with the accounting policies applied to financial assets. Vehicles subject to operating leases are presented as equipment on operating leases in the consolidated statements of financial position.

(j) Impairment

1) Financial assets measured at amortized cost

At the end of each reporting period, based on individual assets or assets grouped according to credit risk characteristics, financial assets measured at amortized cost are assessed to determine whether there is objective evidence that a financial asset or group of financial assets is impaired. Objective evidence of impairment includes significant financial difficulty of the issuer or the borrowers, a default or delinquency in interest or principal payments, an increase in the probability of bankruptcy or other financial restructuring of the issuer, and disappearance of an active market for the security.

If there is an objective evidence that financial assets measured at amortized cost is impaired, the amount of impairment loss is measured as the difference between the carrying amount of the assets and its present value which is calculated by discounting estimated future cash flows using the asset’s original effective interest rate. The impairment loss is recognized in profit or loss, by deducting the carrying amount of the financial assets directly or through an allowance account.

Further, if, in a subsequent period, the amount of impairment loss decreases and the decrease can be related objectively to an event occurring after impairment was recognized, the impairment loss which was recorded in prior periods is reversed and recognized in profit or loss.

Receivables from financial services – Allowance for credit losses

The allowance for credit losses is management’s estimate of probable losses incurred on receivables from financial services. Estimated losses on past due operating lease rental payments are also recognized through an allowance for credit losses.

Consumer finance receivables are collectively evaluated for impairment. Delinquencies and losses are continuously monitored and this historical experience provides the primary basis for estimating the allowance. Various methodologies are utilized when estimating the allowance for credit losses including models that incorporate vintage loss and delinquency migration analysis. The models take into consideration attributes of the portfolio includingloan-to-value ratios, internal and external credit scores, collateral types, and collateral types. Economicloan terms. Market and economic factors such as used vehicle prices, unemployment, rates, and consumer debt service burdens are also incorporated when estimating losses.

into these models.

Dealer finance receivables are individually evaluated for impairment when specifically identified as impaired. Dealer finance receivables are considered to be impaired when it is probable that the finance subsidiaries of the Company will be unable to collect all amounts due according to the original terms of the loan. The determination of whether dealer loans are impaired is based on evaluations of dealerships’ payment history, financial condition and cash flows, and their ability to perform under the terms of the loans. Dealer loans that have not been specifically identified as impaired are collectively evaluated for impairment.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Receivables from financial services – Allowance for losses on lease residual values

The allowance for losses on lease residual values is management’s estimate of probable losses arising from declines in the estimated lease residual values incurred on receivables from finance leases.

The finance subsidiaries of the Company purchase insurance to cover a substantial amount of the estimated residual value of a part of vehicles leased as finance leases to customers. The allowance for losses on lease residual values are maintained at an amount management deems adequate to cover estimated losses on the uninsured portion of the vehicles’ lease residual values. The allowance is also based on management’s evaluation of many factors, including current economic conditions, industry experience and the finance subsidiaries’ historical experience with residual value losses.

2)Non-financial assets and investments accounted for using the equity method

At the end of the reporting period, the carrying amount ofnon-financial assets other than inventories and deferred tax assets (which are comprised mainly of equipment on operating leases, property, plant and equipment, and intangible assets) and investments accounted for using the equity method are assessed to determine whether or not there is any indication of impairment. If there is such an indication, the recoverable amount of such asset is estimated and compared with the carrying amount of the asset, as test of impairment.

For investments accounted for using the equity method, the entire carrying amount of each investment in affiliates and joint ventures is tested for impairment as a single asset, when there is objective evidence that the investments accounted for using the equity method may be impaired.

The recoverable amount of an individual asset or cash-generating units is the higher of fair value less costs to sell and value in use. Value in use is determined as the present value of future cash flows expected to be derived from an asset or a cash-generating unit. A cash-generating unit is determined as the smallest identifiable group of assets that generate cash inflows which are largely independent of cash inflows from other assets or a group of assets. When it is not possible to estimate the recoverable amount of the individual asset, the recoverable amount of the cash-generating unit to which the asset belongs is estimated.

When the carrying amount of an asset or a cash-generating unit exceeds the recoverable amount, the carrying amount is reduced to the recoverable amount and an impairment loss is recognized in profit or loss. An impairment loss for a cash-generating unit is allocated to the assets on the basis of the relative carrying amount of each asset in the unit.

An impairment loss recognized for an asset or a cash-generating unit in prior period is reversed, if there is any indication that the impairment loss may have decreased or may no longer exist, and when the recoverable amount of the asset exceeds the carrying amount. If this is the case, the carrying amount of the asset is increased to its recoverable amount, but the increased carrying amount does not exceed the carrying amount (net of depreciation or amortization) calculated on the basis that no impairment loss had occurred in the prior period.

(k) Provisions

Provisions are recognized when Honda has present legal or constructive obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Provisions are measured based on the best estimate of expenditure required to settle the present obligation at the end of the reporting period. Where the effect of the time value of money is material, a provision is measured

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

at the present value of the expenditures required to settle the obligation. In calculating the present value, apre-tax rate that reflects current market assessment of the time value of money and the risks specific to the liability is used as the discount rate.

(l) Employee Benefits

1) Short-term employee benefits

For short-term employee benefits including salaries, bonuses and paid annual leave, when the employees render related services, the amounts expected to be paid in exchange for those services are recognized as expenses.

2) Post-employment benefits

Honda has various post-employment benefit plans including defined benefit plans and defined contribution plans.

Defined benefit plans

For defined benefit plans, the present value of defined benefit obligations less the fair value of plan assets is recognized as either liability or asset in the consolidated statements of financial position.

The present value of defined benefit obligations and service cost are principally determined for each plan using the projected unit credit method. The discount rate is determined by reference to market yields at the end of the reporting period on high quality corporate bonds that is consistent with the currency and estimated term of the post-employment benefit obligation. Net interest on the net defined benefit liability (asset) for the reporting period is determined by multiplying the net defined benefit liability (asset) by the discount rate.

Past service cost defined as the change in the present value of the defined benefit obligation resulting from a plan amendment or curtailment is recognized in profit or loss upon occurrence of the plan amendment or curtailment.

Honda recognizes the difference arising from remeasurement of present value of the defined benefit obligationobligations and the fair value of the plan assetassets in other comprehensive income when it is incurred, and reclassifies it immediately to retained earnings.

Defined contribution plans

For defined contribution plans, when the employees render related services, the contribution payables to defined contribution plan are recognized as expenses.

(m) Equity

1) Common share

Common share issued by the Company is classified as equity, and the proceeds from issuance of common share are included in common stock and capital surplus.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

2) Treasury stock

Treasury stock acquired by Honda is recognized at cost and deducted from equity. When treasury stock is sold, the consideration received is recognized as equity with the difference between the carrying amount and the consideration received included in capital surplus.

(n) Revenue Recognition

Sales revenue is measured at the fair value of consideration received or receivable. Amounts collected from customers and remitted to governmental authorities such as sales taxes are accounted for on a net basis and, therefore, are deducted from sales revenue.

The specific criteria for revenue recognition for each type of transactions are as follows:

1) Sale of products

Revenue from sale of products is recognized when the significant risks and rewards of ownership of products are transferred to the customer, Honda retains neither continuous involvement nor effective control over the product, the amount of revenue and the corresponding cost can be measured reliably and collection of the relevant receivable is reasonably assured. This generally corresponds to the date of delivery of products to customers.

Honda provides dealer incentives retained by the dealer, which generally represent discounts provided from Honda to the dealer. Honda also provides incentive programs generally in the form of below-market interest rate loans or lease programs for the retail customers to enhance dealer’s sales activities. The amount incurred for these programs is calculated based on the difference between the interest or lease rate offered to retail customers and the market-based interest or lease rate. These incentives are estimated and recognized at the time the product is sold to the dealer, and are deducted from sales revenue in the consolidated statements of income.

2) Rendering of financial services

Interest income from receivables from financial services is recognized using the effective interest method. Finance receivable origination fees and certain direct origination costs are included in the calculation of the effective interest rate, and the net fee or cost is amortized using the effective interest method over the contractual term of the finance receivables.

The finance subsidiaries of the Company offer financial services that contain a lease. Interest income from receivables held under a finance lease is recognized using the effective interest method. When Honda is the manufacturer or dealer lessor, sales revenue and the corresponding cost for a portion identified as sale of products is recognized in profit or loss in accordance with the policy on revenue recognition for sale of products. Revenue from operating leases is recognized on a straight-line basis over the term of the lease.

(o) Income Taxes

Income tax expenses are presented as the aggregate amount of current taxes and deferred taxes. Current taxes and deferred taxes are recognized in profit or loss, except for the tax arising from a transaction which is recognized either in other comprehensive income or directly in equity.

Current taxes are measured at the amount expected to be paid to (or recovered from) the taxation authorities in respect of the taxable profit (or tax loss) for the reporting period, using the tax rates and tax laws enacted or substantively enacted at the end of the reporting period.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the carrying amount of assets or liabilities in the consolidated statements of financial position and the tax base of the assets or liabilities and carryforward of unused tax losses and tax credits. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, unused tax losses, and unused tax credits can be utilized.

Deferred tax liabilities for taxable temporary differences related to investments in subsidiaries and affiliates, and interest in joint ventures are not recognized to the extent that Honda is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future. Deferred tax assets for deductible temporary differences arising from investments in subsidiaries and affiliates, and interest in joint ventures are recognized to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which they can be utilized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the assets are realized or the liabilities are settled, based on the tax rates and tax laws enacted or substantively enacted at the end of the reporting period. The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which Honda expects, at the end of reporting period, to recover or settle the carrying amount of its assets and liabilities.

Honda reviews the carrying amount of deferred tax assets at the end of each reporting period, and reduces the carrying amount of deferred tax assets to the extent that it is no longer probable that sufficient taxable profit will be available to allow the benefit of part or all of that deferred tax assets to be utilized.

Deferred tax assets and deferred tax liabilities are offset, only when Honda has a legally enforceable right to set off current tax assets against current tax liabilities, and the same taxation authority levies income taxes either on the same taxable entity or on different taxable entity which intends either to settle current tax liabilities and assets on a net basis or to realize the assets and settle the liabilities simultaneously.

Honda recognizes the impact of tax positions in the consolidated financial statements, if any, based on Honda’s assessment of various factors including interpretations of tax law and prior experiences, when it is probable that the positions will be sustained upon examination by the taxation authorities.

(p) Earnings per Share

Basic earnings per share is calculated by dividing profit for the year attributable to owners of the parent by the weighted average number of common shares outstanding during the period.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

(4) Segment Information

Honda has four reportable segments: Motorcycle business, Automobile business, Financial services business and Power product and other businesses, which are based on Honda’s organizational structure and characteristics of products and services. Operating segments are defined as the components of Honda for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The accounting policies used for these reportable segments are consistent with the accounting policies used in the Company’s consolidated financial statements.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Principal products and services, and functions of each segment are as follows:

 

Segment

 

Principal products and services

 

Functions

Motorcycle Business

 Motorcycles, all-terrain vehicles (ATVs), side-by-sides (SxS) and relevant parts 

Research and development


Manufacturing


Sales and related services

Automobile Business

 Automobiles and relevant parts 

Research and development


Manufacturing


Sales and related services

Financial Services Business

 Financial services 

Retail loan and lease related to

Honda products


Others

Power Product and Other Businesses

 Power products and relevant parts, and others 

Research and development


Manufacturing


Sales and related services


Others

(a) Segment Information

Segment information as of and for the years ended March 31, 2014, 20152016, 2017 and 20162018 is as follows:

As of and for the year ended March 31, 20142016

 

 Yen (millions)  Yen (millions) 
 Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated  Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated 

Sales revenue:

              

External customers

 ¥1,689,228   ¥9,178,773   ¥1,326,026   ¥312,064   ¥12,506,091   ¥—     ¥12,506,091   ¥1,805,429  ¥10,625,405  ¥1,835,605  ¥334,712  ¥14,601,151  ¥—    ¥14,601,151 

Intersegment

  —      70,591    11,696    25,811    108,098    (108,098  —      —    142,280  14,095  17,532  173,907  (173,907  —   
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  1,689,228    9,249,364    1,337,722    337,875    12,614,189    (108,098  12,506,091   1,805,429  10,767,685  1,849,700  352,244  14,775,058  (173,907 14,601,151 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Segment profit (loss)

 ¥176,898   ¥461,156   ¥182,708   ¥3,102   ¥823,864   ¥—     ¥823,864   ¥181,773  ¥153,366  ¥199,358  ¥(31,121 ¥503,376  ¥—    ¥503,376 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit of investments accounted for using the equity method

 ¥29,503   ¥101,200   ¥—     ¥213   ¥130,916   ¥—     ¥130,916   ¥26,077  ¥99,362  ¥—    ¥562  ¥126,001  ¥—    ¥126,001 

Segment assets

  1,316,079    6,795,373    7,995,429    341,678    16,448,559    (400,121  16,048,438   1,412,404  7,493,086  9,071,874  333,586  18,310,950  (81,656 18,229,294 

Investments accounted for using the equity method

  85,927    462,218    —      3,936    552,081    —      552,081   97,195  491,122   —    4,685  593,002   —    593,002 

Depreciation and amortization

  67,540    492,661    384,145    11,653    955,999    —      955,999   76,267  564,631  622,874  13,770  1,277,542   —    1,277,542 

Capital expenditures

  79,995    854,658    1,214,618    19,052    2,168,323    —      2,168,323   73,541  796,209  1,972,647  18,251  2,860,648   —    2,860,648 

Impairment losses on non-financial assets

  74    15,087    3,304    (1,189  17,276    —      17,276   99  4,684  6,470  92  11,345   —    11,345 

Provision for credit and lease residual losses on receivables from financial services

  —      —      20,361    —      20,361    —      20,361    —     —    26,899   —    26,899   —    26,899 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

As of and for the year ended March 31, 20152017

 

 Yen (millions)  Yen (millions) 
 Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated  Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated 

Sales revenue:

              

External customers

 ¥1,846,666   ¥9,603,335   ¥1,555,550   ¥322,548   ¥13,328,099   ¥—     ¥13,328,099   ¥1,716,165  ¥10,086,816  ¥1,878,094  ¥318,125  ¥13,999,200  ¥—    ¥13,999,200 

Intersegment

  —      154,536    12,363    24,362    191,261    (191,261  —      —    169,850  13,188  31,567  214,605  (214,605  —   
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  1,846,666    9,757,871    1,567,913    346,910    13,519,360    (191,261  13,328,099   1,716,165  10,256,666  1,891,282  349,692  14,213,805  (214,605 13,999,200 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Segment profit (loss)

 ¥192,154   ¥279,756   ¥202,574   ¥(3,881 ¥670,603   ¥—     ¥670,603   ¥170,740  ¥501,181  ¥178,449  ¥(9,659 ¥840,711  ¥—    ¥840,711 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit of investments accounted for using the equity method

 ¥29,234   ¥66,512   ¥—     ¥351   ¥96,097   ¥—     ¥96,097   ¥31,835  ¥132,411  ¥—    ¥547  ¥164,793  ¥—    ¥164,793 

Segment assets

  1,489,703    7,653,645    9,318,545    334,858    18,796,751    (370,914  18,425,837   1,505,637  7,543,388  9,437,044  312,303  18,798,372  159,751  18,958,123 

Investments accounted for using the equity method

  99,816    510,653    —      4,506    614,975    —      614,975   93,410  499,067   —    4,785  597,262   —    597,262 

Depreciation and amortization

  70,881    525,522    484,526    12,061    1,092,990    —      1,092,990   79,398  576,546  664,940  14,544  1,335,428   —    1,335,428 

Capital expenditures

  87,762    791,626    1,685,245    14,588    2,579,221    —      2,579,221   66,241  607,629  1,886,607  12,272  2,572,749   —    2,572,749 

Impairment losses on non-financial assets

  267    13,278    4,077    229    17,851    —      17,851   185  626  7,987  170  8,968   —    8,968 

Provision for credit and lease residual losses on receivables from financial services

  —      —      19,328    —      19,328    —      19,328    —     —    31,448   —    31,448   —    31,448 

As of and for the year ended March 31, 2016

  

As of and for the year ended March 31, 2018

As of and for the year ended March 31, 2018

 

 Yen (millions)  Yen (millions) 
 Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated  Motorcycle
Business
 Automobile
Business
 Financial
Services
Business
 Power
Product
and Other
Businesses
 Segment
Total
 Reconciling
Items
 Consolidated 

Sales revenue:

              

External customers

 ¥1,805,429   ¥10,625,405   ¥1,835,605   ¥334,712   ¥14,601,151   ¥—     ¥14,601,151   ¥2,038,712  ¥10,852,171  ¥2,123,194  ¥347,069  ¥15,361,146  ¥—    ¥15,361,146 

Intersegment

  —      142,280    14,095    17,532    173,907    (173,907  —      —    193,038  14,071  24,097  231,206  (231,206  —   
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  1,805,429    10,767,685    1,849,700    352,244    14,775,058    (173,907  14,601,151   2,038,712  11,045,209  2,137,265  371,166  15,592,352  (231,206 15,361,146 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Segment profit (loss)

 ¥181,773   ¥153,366   ¥199,358   ¥(31,121 ¥503,376   ¥—     ¥503,376   ¥267,015  ¥373,840  ¥196,067  ¥(3,364 ¥833,558  ¥—    ¥833,558 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Share of profit of investments accounted for using the equity method

 ¥26,077   ¥99,362   ¥—     ¥562   ¥126,001   ¥—     ¥126,001   ¥31,270  ¥215,843  ¥—    ¥530  ¥247,643  ¥—    ¥247,643 

Segment assets

  1,412,404    7,493,086    9,071,874    333,586    18,310,950    (81,656  18,229,294   1,533,367  7,879,769  9,409,243  314,838  19,137,217  211,947  19,349,164 

Investments accounted for using the equity method

  97,195    491,122    —      4,685    593,002    —      593,002   89,498  584,922   —    5,097  679,517   —    679,517 

Depreciation and amortization

  76,267    564,631    622,874    13,770    1,277,542    —      1,277,542   74,128  616,321  748,503  15,164  1,454,116   —    1,454,116 

Capital expenditures

  73,541    796,209    1,972,647    18,251    2,860,648    —      2,860,648   63,927  514,910  1,801,554  14,243  2,394,634   —    2,394,634 

Impairment losses on non-financial assets

  99    4,684    6,470    92    11,345    —      11,345   42  3,648  11,911  4  15,605   —    15,605 

Provision for credit and lease residual losses on receivables from financial services

  —      —      26,899    —      26,899    —      26,899    —     —    36,699   —    36,699   —    36,699 

 

Explanatory notes:

 

1.Segment profit (loss) of each segment is measured in a consistent manner with consolidated operating profit, which is profit before income taxes before share of profit of investments accounted for using the equity method and finance income and finance costs. Expenses not directly associated with specific segments are allocated based on the most reasonable measures applicable.
2.Segment assets of each segment are defined as total assets including investments accounted for using the equity method, derivatives, and deferred tax assets. Segment assets are based on those directly associated with each segment and those not directly associated with specific segments are allocated based on the most reasonable measures applicable except for the corporate assets described below.
3.Intersegment sales revenues are generally made at values that approximatearm’s-length prices.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

4.Reconciling items include elimination of intersegment transactions and balances as well as unallocated corporate assets. Unallocated corporate assets, included in reconciling items as of March 31, 2014, 20152016, 2017 and 20162018 amounted to ¥299,742¥451,387 million, ¥345,266¥530,809 million and ¥451,387¥519,780 million, respectively, which consist primarily of the Company’s cash and cash equivalents and financial assets measured at fair value through other comprehensive income.
5.Provisions for product warranties accrued for the years ended March 31, 2014, 20152016, 2017 and 20162018 are ¥168,994¥607,646 million, ¥295,035¥198,016 million and ¥607,646¥219,575 million, respectively. These are mainly included in Automobile business.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

6.The amount of write-down of inventories recognized as an expense for the yearsyear ended March 31, 20142016 is not significant.
¥27,610 million and this is primarily related to aircraft and aircraft engines, which are included in Power Product and Other businesses. The amounts of write-down of inventories recognized as an expense for the years ended March 31, 20152017 and 20162018 are ¥9,041¥22,707 million and ¥27,610¥67,768 million, respectively. These are primarily related to aircraftsAutomobile business and aircraft and aircraft engines, which are included in Power Product and Other businesses.

(b) Product or Service Groups Information

Sales revenue by product or service groups of Honda for the years ended March 31, 2014, 20152016, 2017 and 20162018 is as follows:

 

  Yen (millions)   Yen (millions) 
  2014   2015   2016   2016   2017   2018 

Motorcycles and relevant parts

  ¥1,608,924    ¥1,746,284    ¥1,679,130    ¥1,679,130   ¥1,598,935   ¥1,919,232 

All-terrain vehicles (ATVs) and relevant parts

   80,304     100,382     126,299  

All-terrain vehicles (ATVs),side-by-sides (SxS) and relevant parts

   126,299    117,230    119,480 

Automobiles and relevant parts

   9,773,467     10,295,898     11,446,424     11,446,424    10,920,594    11,813,125 

Financial services

   731,332     862,987     1,014,586     1,014,586    1,044,316    1,162,240 

Power products and relevant parts

   251,242     263,232     268,486     268,486    245,881    266,233 

Others

   60,822     59,316     66,226     66,226    72,244    80,836 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥12,506,091    ¥13,328,099    ¥14,601,151    ¥14,601,151   ¥13,999,200   ¥15,361,146 
  

 

   

 

   

 

   

 

   

 

   

 

 

(c) Geographical Information

The sales revenue and carrying amounts ofnon-current assets other than financial instruments and deferred tax assets based on the location of the Company and its subsidiaries as of and for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

As of and for the year ended March 31, 2014

   Yen (millions) 
   Japan   United
States
   Other
Countries
   Total 

Sales revenue

  ¥2,236,303    ¥5,530,567    ¥4,739,221    ¥12,506,091  

Non-current assets other than financial instruments and deferred tax assets

  ¥2,022,425    ¥2,843,021    ¥1,194,875    ¥6,060,321  

As of and for the year ended March 31, 2015

   Yen (millions) 
   Japan   United
States
   Other
Countries
   Total 

Sales revenue

  ¥2,137,844    ¥6,102,633    ¥5,087,622    ¥13,328,099  

Non-current assets other than financial instruments and deferred tax assets

  ¥2,279,156    ¥3,640,230    ¥1,522,034    ¥7,441,420  

As of and for the year ended March 31, 2016

 

   Yen (millions) 
   Japan   United
States
   Other
Countries
   Total 

Sales revenue

  ¥2,022,931   ¥7,263,557   ¥5,314,663   ¥14,601,151 

Non-current assets other than financial instruments and deferred tax assets

  ¥2,426,439   ¥3,759,009   ¥1,611,133   ¥7,796,581 

As of and for the year ended March 31, 2017

   Yen (millions) 
   Japan   United
States
   Other
Countries
   Total 

Sales revenue

  ¥2,114,833   ¥6,755,460   ¥5,128,907   ¥13,999,200 

Non-current assets other than financial instruments and deferred tax assets

  ¥2,492,467   ¥4,067,831   ¥1,688,360   ¥8,248,658 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

As of and for the year ended March 31, 2018

   Yen (millions) 
   Japan   United
States
   Other
Countries
   Total 

Sales revenue

  ¥2,240,033   ¥7,028,633   ¥6,092,480   ¥15,361,146 

Non-current assets other than financial instruments and deferred tax assets

  ¥2,580,515   ¥3,784,531   ¥1,696,056   ¥8,061,102 

(d) Supplemental Geographical Information

In addition to the disclosure required by IFRS, Honda provides the following supplemental information in order to providefor the financial statements users with useful information:users:

Supplemental geographical information based on the location of the Company and its subsidiaries

As of and for the year ended March 31, 20142016

 

 Yen (millions)  Yen (millions) 
 Japan North
America
 Europe Asia Other
Regions
 Total Reconciling
Items
 Consolidated  Japan North
America
 Europe Asia Other
Regions
 Total Reconciling
Items
 Consolidated 

Sales revenue:

                

External customers

 ¥2,236,303   ¥6,189,386   ¥683,680   ¥2,395,533   ¥1,001,189   ¥12,506,091   ¥—     ¥12,506,091   ¥2,022,931  ¥8,123,655  ¥693,255  ¥2,955,690  ¥805,620  ¥14,601,151  ¥—    ¥14,601,151 

Inter-geographic areas

  1,977,455    373,003    97,877    494,885    11,275    2,954,495    (2,954,495  —     1,905,654  413,427  82,782  579,683  3,032  2,984,578  (2,984,578  —   
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  4,213,758    6,562,389    781,557    2,890,418    1,012,464    15,460,586    (2,954,495  12,506,091   3,928,585  8,537,082  776,037  3,535,373  808,652  17,585,729  (2,984,578 14,601,151 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Operating profit (loss)

 ¥245,828   ¥335,682   ¥(33,890 ¥232,023   ¥38,087   ¥817,730   ¥6,134   ¥823,864   ¥(98,714 ¥210,862  ¥18,747  ¥335,508  ¥(8,322 ¥458,081  ¥45,295  ¥503,376 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Assets

 ¥3,914,471   ¥8,768,285   ¥708,540   ¥2,000,923   ¥775,069   ¥16,167,288   ¥(118,850 ¥16,048,438   ¥4,258,071  ¥10,240,942  ¥719,561  ¥2,467,481  ¥603,754  ¥18,289,809  ¥(60,515 ¥18,229,294 

Non-current assets other than financial instruments and deferred tax assets

 ¥2,022,425   ¥3,103,055   ¥124,045   ¥613,576   ¥197,220   ¥6,060,321   ¥—     ¥6,060,321   ¥2,426,439  ¥4,364,808  ¥118,992  ¥713,968  ¥172,374  ¥7,796,581  ¥—    ¥7,796,581 

As of and for the year ended March 31, 2015

  

As of and for the year ended March 31, 2017

As of and for the year ended March 31, 2017

 

 Yen (millions)  Yen (millions) 
 Japan North
America
 Europe Asia Other
Regions
 Total Reconciling
Items
 Consolidated  Japan North
America
 Europe Asia Other
Regions
 Total Reconciling
Items
 Consolidated 

Sales revenue:

                

External customers

 ¥2,137,844   ¥6,870,388   ¥656,195   ¥2,716,529   ¥947,143   ¥13,328,099   ¥—     ¥13,328,099   ¥2,114,833  ¥7,621,550  ¥638,436  ¥2,893,404  ¥730,977  ¥13,999,200  ¥—    ¥13,999,200 

Inter-geographic areas

  1,793,123    330,475    67,729    612,015    3,199    2,806,541    (2,806,541  —     1,998,576  476,518  150,957  562,629  2,518  3,191,198  (3,191,198  —   
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  3,930,967    7,200,863    723,924    3,328,544    950,342    16,134,640    (2,806,541  13,328,099   4,113,409  8,098,068  789,393  3,456,033  733,495  17,190,398  (3,191,198 13,999,200 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Operating profit (loss)

 ¥210,171   ¥181,525   ¥(22,615 ¥278,855   ¥40,167   ¥688,103   ¥(17,500 ¥670,603   ¥104,560  ¥398,725  ¥12,112  ¥331,466  ¥29,016  ¥875,879  ¥(35,168 ¥840,711 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Assets

 ¥4,231,472   ¥10,454,542   ¥667,945   ¥2,526,914   ¥677,831   ¥18,558,704   ¥(132,867 ¥18,425,837   ¥4,236,574  ¥10,743,185  ¥675,983  ¥2,694,622  ¥670,332  ¥19,020,696  ¥(62,573 ¥18,958,123 

Non-current assets other than financial instruments and deferred tax assets

 ¥2,279,156   ¥4,084,678   ¥120,217   ¥760,642   ¥196,727   ¥7,441,420   ¥—     ¥7,441,420   ¥2,492,467  ¥4,766,609  ¥107,443  ¥694,919  ¥187,220  ¥8,248,658  ¥—    ¥8,248,658 

As of and for the year ended March 31, 2016

  

 Yen (millions) 
 Japan North
America
 Europe Asia Other
Regions
 Total Reconciling
Items
 Consolidated 

Sales revenue:

        

External customers

 ¥2,022,931   ¥8,123,655   ¥693,255   ¥2,955,690   ¥805,620   ¥14,601,151   ¥—     ¥14,601,151  

Inter-geographic areas

  1,905,654    413,427    82,782    579,683    3,032    2,984,578    (2,984,578  —    
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

  3,928,585    8,537,082    776,037    3,535,373    808,652    17,585,729    (2,984,578  14,601,151  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Operating profit (loss)

 ¥(98,714 ¥210,862   ¥18,747   ¥335,508   ¥(8,322 ¥458,081   ¥45,295   ¥503,376  
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Assets

 ¥4,258,071   ¥10,240,942   ¥719,561   ¥2,467,481   ¥603,754   ¥18,289,809   ¥(60,515 ¥18,229,294  

Non-current assets other than financial instruments and deferred tax assets

 ¥2,426,439   ¥4,364,808   ¥118,992   ¥713,968   ¥172,374   ¥7,796,581   ¥—     ¥7,796,581  

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

As of and for the year ended March 31, 2018

 

 

  Yen (millions) 
  Japan  North
America
  Europe  Asia  Other
Regions
  Total  Reconciling
Items
  Consolidated 

Sales revenue:

        

External customers

 ¥2,240,033  ¥8,067,455  ¥680,497  ¥3,541,680  ¥831,481  ¥15,361,146  ¥—    ¥15,361,146 

Inter-geographic areas

  2,240,651   517,150   236,717   679,340   6,043   3,679,901   (3,679,901  —   
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

  4,480,684   8,584,605   917,214   4,221,020   837,524   19,041,047   (3,679,901  15,361,146 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Operating profit (loss)

 ¥86,916  ¥278,476  ¥15,837  ¥402,620  ¥43,831  ¥827,680  ¥5,878  ¥833,558 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Assets

 ¥4,405,523  ¥10,651,191  ¥727,045  ¥2,942,053  ¥659,781  ¥19,385,593  ¥(36,429 ¥19,349,164 

Non-current assets other than financial instruments and deferred tax assets

 ¥2,580,515  ¥4,530,019  ¥105,649  ¥683,006  ¥161,913  ¥8,061,102  ¥—    ¥8,061,102 

 

Explanatory notes:

 

1.Major countries or regions in each geographic area:

 

  North America  United States, Canada, Mexico
  Europe  United Kingdom, Germany, France, Belgium, RussiaTurkey, Italy
  Asia  Thailand, Indonesia, China, India, Vietnam
  Other Regions  Brazil, Australia

 

2.Operating profit (loss) of each geographical region is measured in a consistent manner with consolidated operating profit, which is profit before income taxes before share of profit of investments accounted for using the equity method and finance income and finance costs.
3.Assets of each geographical region are defined as total assets including investments accounted for using the equity method, derivatives, and deferred tax assets.
4.Sales revenues between geographic areas are generally made at values that approximatearm’s-length prices.
5.Reconciling items include elimination of inter-geographic transactions and balances as well as unallocated corporate assets. Unallocated corporate assets, included in reconciling items as of March 31, 2014, 20152016, 2017 and 20162018 amounted to ¥299,742¥451,387 million, ¥345,266¥530,809 million and ¥451,387¥519,780 million, respectively, which consist primarily of the Company’s cash and cash equivalents and financial assets measured at fair value through other comprehensive income.

(5) Cash and Cash Equivalents

Cash and cash equivalents as of March 31, 20152017 and 20162018 consist of the following:

 

                                        
   Yen (millions) 
   2015  2016 

Cash and deposits

  ¥1,091,179   ¥1,157,781  

Cash equivalents

   380,551    599,675  
  

 

 

  

 

 

 

Total

  ¥1,471,730   ¥1,757,456  
  

 

 

  

 

 

 

   Yen (millions) 
   2017  2018 

Cash and deposits

  ¥1,528,861  ¥1,691,645 

Cash equivalents

   577,115   564,843 
  

 

 

  

 

 

 

Total

  ¥2,105,976   ¥2,256,488  
  

 

 

  

 

 

 

Cash equivalents held by Honda mainly consist of money market funds and certificates of deposit.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(6) Trade Receivables

Trade receivables are classified as financial assets measured at amortized cost.

Trade receivables as of March 31, 20152017 and 20162018 consist of the following:

 

                                        
   Yen (millions) 
   2015  2016 

Trade accounts and notes receivable

  ¥688,256   ¥705,629  

Other

      137,792       136,973  

Allowance for doubtful accounts

   (5,367  (15,888
  

 

 

  

 

 

 

Total

  ¥820,681   ¥826,714  
  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

   Yen (millions) 
   2017  2018 

Trade accounts and notes receivable

  ¥   675,032  ¥   688,102 

Other

   103,504   126,750 

Allowance for doubtful accounts

   (14,510  (14,389
  

 

 

  

 

 

 

Total

  ¥764,026  ¥800,463 
  

 

 

  

 

 

 

The changes in the allowance for doubtful trade receivables for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2014 2015 2016   2016 2017 2018 

Balance at beginning of year

  ¥7,136   ¥7,260   ¥5,367    ¥5,367  ¥15,888  ¥14,510 
  

 

  

 

  

 

   

 

  

 

  

 

 

Provision

  ¥528   ¥58   ¥11,786    ¥11,786  ¥5,046  ¥858 

Charge-offs

   (782  (1,589  (593   (593 (6,389 (706

Exchange differences on translating foreign operations

   378    (362  (672   (672 (35 (273
  

 

  

 

  

 

   

 

  

 

  

 

 

Balance at end of year

  ¥  7,260   ¥  5,367   ¥15,888    ¥15,888  ¥14,510  ¥14,389 
  

 

  

 

  

 

   

 

  

 

  

 

 

(7) Receivables from Financial Services

The finance subsidiaries of the Company provide various financial services to customers and dealers in order to support the sale of our products. These receivables from financial services are categorized as follows:

Consumer finance receivables:

Retail receivables primarily consist of receivables from installment contracts with customers.

Finance lease receivables primarily consist of receivables fromnon-cancelable auto leases with customers.

Dealer finance receivables:

Wholesale receivables primarily consist of financing receivables from dealers for the purchase of inventories and dealer loans.

Receivables from financial services are classified into financial assets measured at amortized cost.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Receivables from financial services as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 
   2015  2016 

Consumer finance receivables:

   

Retail

  ¥4,901,918   ¥4,227,816  

Finance lease

   260,543    227,502  

Dealer finance receivables:

   

Wholesale

   556,735    589,889  
  

 

 

  

 

 

 

Subtotal

  ¥5,719,196   ¥5,045,207  
  

 

 

  

 

 

 

Allowance for credit losses

  ¥(25,038 ¥(25,565

Allowance for losses on lease residual values

   (1,116  (1,615

Unearned interest income and fees

   (9,437  (9,959
  

 

 

  

 

 

 

Total

  ¥5,683,605   ¥5,008,068  
  

 

 

  

 

 

 

Current assets

  ¥2,098,951   ¥1,926,014  

Non-current assets

   3,584,654    3,082,054  
  

 

 

  

 

 

 

Total

  ¥5,683,605   ¥5,008,068  
  

 

 

  

 

 

 

   Yen (millions) 
   2017  2018 

Consumer finance receivables:

   

Retail

  ¥4,199,715  ¥4,187,420 

Finance lease

   184,339   165,156 

Dealer finance receivables:

   

Wholesale

   608,549   651,141 
  

 

 

  

 

 

 

Subtotal

  ¥4,992,603  ¥5,003,717 
  

 

 

  

 

 

 

Allowance for credit losses

  ¥(31,499 ¥(34,803

Allowance for losses on lease residual values

   (1,663  (743

Unearned interest income and fees

   (9,888  (10,108
  

 

 

  

 

 

 

Total

  ¥4,949,553  ¥4,958,063 
  

 

 

  

 

 

 

Current assets

  ¥1,878,938  ¥1,840,699 

Non-current assets

   3,070,615   3,117,364 
  

 

 

  

 

 

 

Total

  ¥4,949,553  ¥4,958,063 
  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

Finance lease receivables

The gross investment in the lease and the present value of minimum lease payments receivable as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 

As of March 31, 2015

  Within 1 year Between 1 and 5 years Later than 5 years Total 

As of March 31, 2017

  Within 1 year Between 1 and 5 years Later than 5 years Total 

Gross investment in the lease

  ¥94,264   ¥166,142   ¥137   ¥260,543    ¥72,066  ¥111,941  ¥332  ¥184,339 

Unearned interest income and fees

   (2,130  (7,303  (4  (9,437   (1,952 (7,919 (17 (9,888

Unguaranteed residual values

   (8,653  (27,158  —      (35,811   (23,712 (43,941 (2 (67,655
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Present value of minimum lease payments receivable

  ¥83,481   ¥131,681   ¥133   ¥215,295    ¥46,402  ¥60,081  ¥313  ¥106,796 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 
  Yen (millions)   Yen (millions) 

As of March 31, 2016

  Within 1 year Between 1 and 5 years Later than 5 years Total 

As of March 31, 2018

  Within 1 year Between 1 and 5 years Later than 5 years Total 

Gross investment in the lease

  ¥83,099   ¥144,363   ¥40   ¥227,502    ¥65,253  ¥99,845  ¥58  ¥165,156 

Unearned interest income and fees

   (4,136  (5,823  —      (9,959   (2,023 (8,078 (7 (10,108

Unguaranteed residual values

   (15,895  (48,133  (2  (64,030   (27,480 (50,636 (0 (78,116
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Present value of minimum lease payments receivable

  ¥63,068   ¥90,407   ¥38   ¥153,513    ¥35,750  ¥41,131  ¥51  ¥76,932 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Allowance for credit losses

The changes in the allowance for credit losses on receivables from financial services for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

   Yen (millions) 
   Retail  Finance lease  Wholesale  Total 

Balance as of April 1, 2013

  ¥18,528   ¥788   ¥1,278   ¥20,594  
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥18,688   ¥311   ¥1,165   ¥20,164  

Charge-offs

   (25,610  (574  (112  (26,296

Recoveries

   9,681    94    11    9,786  

Exchange differences on translating foreign operations

   683    17    252    952  
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2014

  ¥21,970   ¥636   ¥2,594   ¥25,200  
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥18,213   ¥349   ¥(202 ¥18,360  

Charge-offs

   (26,673  (620  (385  (27,678

Recoveries

   9,101    131    27    9,259  

Exchange differences on translating foreign operations

   38    3    (144  (103
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2015

  ¥22,649   ¥499   ¥1,890   ¥25,038  
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥24,148   ¥457   ¥769   ¥25,374  

Charge-offs

   (31,258  (268  (64  (31,590

Recoveries

   8,839    107    98    9,044  

Exchange differences on translating foreign operations

   (2,078  (33  (190  (2,301
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥22,300   ¥762   ¥2,503   ¥25,565  
  

 

 

  

 

 

  

 

 

  

 

 

 

   Yen (millions) 
   Retail  Finance lease  Wholesale  Total 

Balance as of April 1, 2015

  ¥22,649  ¥499  ¥1,890  ¥25,038 
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥24,148  ¥457  ¥769  ¥25,374 

Charge-offs

   (31,258  (268  (64  (31,590

Recoveries

   8,839   107   98   9,044 

Exchange differences on translating foreign operations

   (2,078  (33  (190  (2,301
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥22,300  ¥762  ¥2,503  ¥25,565 
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥29,870  ¥338  ¥(278 ¥29,930 

Charge-offs

   (33,045  (287  (382  (33,714

Recoveries

   8,487   69   3   8,559 

Exchange differences on translating foreign operations

   1,255   (73  (23  1,159 
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2017

  ¥28,867  ¥809  ¥1,823  ¥31,499 
  

 

 

  

 

 

  

 

 

  

 

 

 

Provision

  ¥36,037  ¥214  ¥336  ¥36,587 

Charge-offs

   (39,478  (299  (271  (40,048

Recoveries

   8,368   50   13   8,431 

Exchange differences on translating foreign operations

   (1,718  47   5   (1,666
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2018

  ¥32,076  ¥821  ¥1,906  ¥34,803 
  

 

 

  

 

 

  

 

 

  

 

 

 

For more information on allowance for credit losses, see note 25.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(8) Other Financial Assets

Other financial assets as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 
   2015  2016 

Financial assets measured at amortized cost:

   

Receivables other than trade receivables and receivables from financial services

  ¥97,222   ¥86,602  

Debt securities

   18,231    40,670  

Guaranty deposits

   17,652    15,268  

Restricted cash

   33,377    37,456  

Other

   10,067    9,643  

Allowance for doubtful accounts

   (12,061  (11,731

Financial assets measured at fair value through other comprehensive income:

   

Equity securities

   184,883    153,313  

Financial assets measured at fair value through profit or loss:

   

Derivatives

   34,598    50,022  

Debt securities

   59,318    56,995  
  

 

 

  

 

 

 

Total

  ¥443,287   ¥438,238  
  

 

 

  

 

 

 

Current assets

  ¥92,708   ¥103,035  

Non-current assets

   350,579    335,203  
  

 

 

  

 

 

 

Total

  ¥443,287   ¥438,238  
  

 

 

  

 

 

 

   Yen (millions) 
   2017  2018 

Financial assets measured at amortized cost:

   

Receivables other than trade receivables and receivables from financial services

  ¥95,552   ¥115,046 

Debt securities

   68,263   104,286 

Guaranty deposits

   16,944   14,234 

Restricted cash

   44,555   48,230 

Other

   6,825   9,225 

Allowance for doubtful accounts

   (10,964  (10,145

Financial assets measured at fair value through other comprehensive income:

   

Equity securities

   188,657   210,682 

Financial assets measured at fair value through profit or loss:

   

Derivatives

   35,513   88,345 

Debt securities

   68,694   69,829 
  

 

 

  

 

 

 

Total

  ¥514,039   ¥649,732 
  

 

 

  

 

 

 

Current assets

  ¥149,427   ¥213,177 

Non-current assets

   364,612   436,555 
  

 

 

  

 

 

 

Total

  ¥514,039   ¥649,732 
  

 

 

  

 

 

 

The changes in the allowance for doubtful accounts for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2014 2015 2016   2016 2017 2018 

Balance at beginning of year

  ¥22,363   ¥21,932   ¥12,061    ¥12,061  ¥11,731  ¥10,964 
  

 

  

 

  

 

   

 

  

 

  

 

 

Provision

  ¥237   ¥773   ¥1,382    ¥1,382  ¥219  ¥343 

Charge-offs

   (680  (10,713  (1,528   (1,528 (936 (1,179

Exchange differences on translating foreign operations

   12    69    (184   (184 (50 17 
  

 

  

 

  

 

   

 

  

 

  

 

 

Balance at end of year

  ¥21,932   ¥12,061   ¥11,731    ¥11,731  ¥10,964  ¥10,145 
  

 

  

 

  

 

   

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Major securities included in financial assets measured at fair value through other comprehensive income as of March 31, 20152017 and 20162018 are as follows:

As of March 31, 20152017

 

   Yen (millions) 
   Fair value 

Sirius XM Holdings Inc.

  ¥43,07554,216 

Stanley Electric Co., Ltd.

   25,09229,322 

Mitsubishi UFJ Financial Group, Inc.

   10,78510,147 

NIPPON SEIKI CO., LTD.

   8,8878,989

Daido Steel Co., Ltd.

6,944 

Shindengen Electric Manufacturing Co., Ltd.

   8,017

Daido Steel Co., Ltd.

7,0226,227 

As of March 31, 20162018

 

   Yen (millions) 
   Fair value 

Sirius XM Holdings Inc.

  ¥41,76462,207 

Stanley Electric Co., Ltd.

   23,504

NIPPON SEIKI CO., LTD.

8,16736,295 

Mitsubishi UFJ Financial Group, Inc.

   7,56310,108 

Shindengen Electric Manufacturing Co., Ltd.

   5,0919,394

NIPPON SEIKI CO., LTD.

7,247 

Daido Steel Co., Ltd.

   5,0907,101 

(9) Inventories

Inventories as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 
   2015   2016 

Finished goods

  ¥862,761    ¥760,512  

Work in process

   84,724     74,328  

Raw materials

   550,827     478,452 ��
  

 

 

   

 

 

 

Total

  ¥1,498,312    ¥1,313,292  
  

 

 

   

 

 

 

The amount of write-down of inventories recognized as an expense for the years ended March 31, 2014 is not significant.

   Yen (millions) 
   2017   2018 

Finished goods

  ¥810,885   ¥931,774 

Work in process

   77,151    69,702 

Raw materials

   476,094    521,979 
  

 

 

   

 

 

 

Total

  ¥1,364,130   ¥1,523,455 
  

 

 

   

 

 

 

The amounts of write-down of inventories recognized as an expense for the years ended March 31, 20152016, 2017 and 20162018 are ¥9,041¥27,610 million, ¥22,707 million and ¥27,610¥67,768 million, respectively.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(10) Investments accounted for using the equity method

Honda’s equity in affiliates and joint ventures as of March 31, 20152017 and 20162018 is as follows:

 

   Yen (millions) 
   2015   2016 

Investments accounted for using the equity method:

    

Affiliates

  ¥363,286    ¥343,405  

Joint ventures

   251,689     249,597  
  

 

 

   

 

 

 

Total

  ¥614,975    ¥593,002  
  

 

 

   

 

 

 

Honda’s equity of undistributed earnings:

    

Affiliates

  ¥231,406    ¥234,434  

Joint ventures

   128,813     152,331  
  

 

 

   

 

 

 

Total

  ¥   360,219    ¥   386,765  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Investments accounted for using the equity method:

    

Affiliates

  ¥320,786   ¥359,784 

Joint ventures

   276,476    319,733 
  

 

 

   

 

 

 

Total

  ¥597,262   ¥679,517 
  

 

 

   

 

 

 

Honda’s equity of undistributed earnings:

    

Affiliates

  ¥223,749   ¥261,296 

Joint ventures

   193,046    230,387 
  

 

 

   

 

 

 

Total

  ¥416,795   ¥491,683 
  

 

 

   

 

 

 

For the years ended March 31, 20152016 and 2016,2017, the Company recognized impairment losses of ¥22,244¥28,887 million and ¥28,887¥12,871 million on certain investments accounted for using the equity method, respectively, because there is objective evidence of impairment from declines in quoted market values. The impairment losses are included in share of profit of investments accounted for using the equity method in the consolidated statements of income and mainly included in the automobile business segment. For the year ended March 31, 2018, the Company did not recognize any significant impairment losses.

In addition, for the year ended March 31, 2018, the Company recognized reversal of impairment losses of ¥15,782 million, which had been previously recognized, on certain investments accounted for using the equity method mainly due to the recovery of quoted market values. The reversal of impairment losses is included in share of profit of investments accounted for using the equity method in the consolidated statements of income and mainly included in the automobile business segment.

Honda’s share of comprehensive income of affiliates and joint ventures for the years ended March 31, 2014, 20152016, 2017 and 2016 are2018 is as follows:

 

  Yen (millions)   Yen (millions) 
  2014   2015   2016   2016 2017 2018 

Profit for the year:

          

Affiliates

  ¥26,261    ¥8,650    ¥8,538    ¥8,538  ¥9,626  ¥45,501 

Joint ventures

   104,655     87,447       117,463     117,463  155,167  202,142 
  

 

   

 

   

 

   

 

  

 

  

 

 

Total

  ¥130,916    ¥96,097    ¥126,001    ¥126,001  ¥164,793  ¥247,643 
  

 

   

 

   

 

   

 

  

 

  

 

 

Other comprehensive income:

          

Affiliates

  ¥20,370    ¥21,597    ¥(12,096  ¥(12,096 ¥(6,560 ¥4,983 

Joint ventures

   13,544     35,045     (25,769   (25,769 (12,822 7,325 
  

 

   

 

   

 

   

 

  

 

  

 

 

Total

  ¥33,914    ¥56,642    ¥(37,865  ¥(37,865 ¥(19,382 ¥12,308 
  

 

   

 

   

 

   

 

  

 

  

 

 

Comprehensive income for the year:

          

Affiliates

  ¥46,631    ¥30,247    ¥(3,558  ¥(3,558 ¥3,066  ¥50,484 

Joint ventures

   118,199     122,492     91,694     91,694  142,345  209,467 
  

 

   

 

   

 

   

 

  

 

  

 

 

Total

  ¥   164,830    ¥   152,739    ¥88,136    ¥88,136  ¥145,411  ¥259,951 
  

 

   

 

   

 

   

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Combined financial information in respect of affiliates and joint ventures as of March 31, 20152017 and 2016,2018, and for the years ended March 31, 2014, 20152016, 2017 and 20162018 is as follows:

(Affiliates)

 

  Yen (millions)   Yen (millions) 

For the year ended March 31, 2014

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

For the year ended March 31, 2016

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Sales revenue

  ¥207,592    ¥2,461,301    ¥5,119    ¥2,674,012    ¥219,265   ¥2,708,831   ¥6,818   ¥2,934,914 

Profit for the year

   14,176     82,927     773     97,876     13,780    91,316    1,147    106,243 
  Yen (millions)   Yen (millions) 

As of and for the year ended March 31, 2015

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

As of and for the year ended March 31, 2017

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Current assets

  ¥90,803    ¥989,022    ¥6,448    ¥1,086,273    ¥65,944   ¥1,033,934   ¥7,811   ¥1,107,689 

Non-current assets

   57,845     1,137,861     20,242     1,215,948     31,542    1,153,112    24,229    1,208,883 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total assets

   148,648     2,126,883     26,690     2,302,221     97,486    2,187,046    32,040    2,316,572 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Current liabilities

   48,906     621,994     2,469     673,369     30,556    665,251    2,653    698,460 

Non-current liabilities

   6,692     266,233     1,556     274,481     5,922    273,264    1,355    280,541 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total liabilities

   55,598     888,227     4,025     947,850     36,478    938,515    4,008    979,001 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total equity

  ¥93,050    ¥1,238,656    ¥22,665    ¥1,354,371    ¥61,008   ¥1,248,531   ¥28,032   ¥1,337,571 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Sales revenue

  ¥220,578    ¥2,626,191    ¥6,198    ¥2,852,967    ¥158,174   ¥2,515,601   ¥6,724   ¥2,680,499 

Profit for the year

   12,886     108,717     929     122,532     10,112    60,145    973    71,230 
  Yen (millions)   Yen (millions) 

As of and for the year ended March 31, 2016

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

As of and for the year ended March 31, 2018

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Current assets

  ¥88,052    ¥1,022,990    ¥7,003    ¥1,118,045    ¥56,573   ¥1,091,352   ¥8,190   ¥1,156,115 

Non-current assets

   50,129     1,137,554     24,827     1,212,510     29,300    1,078,735    22,481    1,130,516 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total assets

   138,181     2,160,544     31,830     2,330,555     85,873    2,170,087    30,671    2,286,631 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Current liabilities

   41,582     648,206     2,448     692,236     25,806    614,762    2,399    642,967 

Non-current liabilities

   7,181     245,863     1,448     254,492     5,638    231,325    1,280    238,243 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total liabilities

   48,763     894,069     3,896     946,728     31,444    846,087    3,679    881,210 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total equity

  ¥89,418    ¥1,266,475    ¥27,934    ¥1,383,827    ¥54,429   ¥1,324,000   ¥26,992   ¥1,405,421 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Sales revenue

  ¥219,265    ¥2,708,831    ¥6,818    ¥2,934,914    ¥168,229   ¥2,589,380   ¥6,777   ¥2,764,386 

Profit for the year

   13,780     91,316     1,147     106,243     11,115    99,119    1,001    111,235 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(Joint ventures)

 

  Yen (millions)   Yen (millions) 

For the year ended March 31, 2014

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
 Total 

For the year ended March 31, 2016

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Sales revenue

  ¥682,447    ¥2,171,805    ¥19   ¥2,854,271    ¥706,527   ¥2,962,929   ¥4,069   ¥3,673,525 

Profit for the year

   53,152     176,270     1    229,423     47,248    196,796    149    244,193 
  Yen (millions)   Yen (millions) 

As of and for the year ended March 31, 2015

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
 Total 

As of and for the year ended March 31, 2017

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Current assets

  ¥202,502    ¥894,363    ¥1,858   ¥1,098,723    ¥214,096   ¥1,054,611   ¥2,395   ¥1,271,102 

Non-current assets

   112,988     303,854     598    417,440     106,989    257,843    624    365,456 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total assets

   315,490     1,198,217     2,456    1,516,163     321,085    1,312,454    3,019    1,636,558 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Current liabilities

   181,627     801,107     611    983,345     179,948    860,100    859    1,040,907 

Non-current liabilities

   8,415     27,693     1,207    37,315     8,624    41,868    1,035    51,527 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total liabilities

   190,042     828,800     1,818    1,020,660     188,572    901,968    1,894    1,092,434 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total equity

  ¥125,448    ¥369,417    ¥638   ¥495,503    ¥132,513   ¥410,486   ¥1,125   ¥544,124 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Sales revenue

  ¥732,433    ¥2,210,540    ¥1,986   ¥2,944,959    ¥671,227   ¥3,038,643   ¥4,796   ¥3,714,666 

Profit for the year

   49,861     126,420     (55  176,226     58,585    250,451    380    309,416 
  Yen (millions)   Yen (millions) 

As of and for the year ended March 31, 2016

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
 Total 

As of and for the year ended March 31, 2018

  Motorcycle
Business
   Automobile
Business
   Power Product
and Other
Businesses
   Total 

Current assets

  ¥194,278    ¥849,553    ¥2,311   ¥1,046,142    ¥208,510   ¥1,219,060   ¥2,736   ¥1,430,306 

Non-current assets

   115,588     298,357     577    414,522     106,351    285,869    600    392,820 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total assets

   309,866     1,147,910     2,888    1,460,664     314,861    1,504,929    3,336    1,823,126 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Current liabilities

   174,749     734,783     1,088    910,620     176,486    930,759    759    1,108,004 

Non-current liabilities

   8,371     42,651     1,063    52,085     9,884    73,508    1,190    84,582 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total liabilities

   183,120     777,434     2,151    962,705     186,370    1,004,267    1,949    1,192,586 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Total equity

  ¥126,746    ¥370,476    ¥737   ¥497,959    ¥128,491   ¥500,662   ¥1,387   ¥630,540 
  

 

   

 

   

 

  

 

   

 

   

 

   

 

   

 

 

Sales revenue

  ¥706,527    ¥2,962,929    ¥4,069   ¥3,673,525    ¥701,676   ¥3,835,476   ¥5,151   ¥4,542,303 

Profit for the year

   47,248     196,796     149    244,193     56,733    347,661    337    404,731 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(11) Equipment on Operating Leases

The changes in cost, accumulated depreciation and impairment losses, and the carrying amounts of equipment on operating leases for the years ended March 31, 20152017 and 20162018 are as follows:

(Cost)

 

   Yen (millions)
Equipment on
operating leases
 

Balance as of April 1, 20142016

  ¥2,968,0894,526,072 
  

 

 

 

Additions

  ¥1,681,1781,882,696 

Sales or disposal

   (1,040,535

Exchange differences on translating foreign operations

449,649

Other

—  

Balance as of March 31, 2015

¥4,058,381

Additions

¥1,967,538

Sales or disposal

(1,238,5971,286,691

Exchange differences on translating foreign operations

   (261,2507,534

Other

   —   
  

 

 

 

Balance as of March 31, 20162017

  ¥4,526,0725,114,543

Additions

¥1,799,155

Sales or disposal

(1,475,302

Exchange differences on translating foreign operations

(219,950

Other

—  

Balance as of March 31, 2018

¥5,218,446 
  

 

 

 

(Accumulated depreciation and impairment losses)

 

   Yen (millions)
Equipment on
operating leases
 

Balance as of April 1, 20142016

  ¥(540,682847,961
  

 

 

 

Depreciation

  ¥(481,535662,081

Sales or disposal

   380,134507,160 

Exchange differences on translating foreign operations

   (76,854989) 

Other

   (4,0777,987
  

 

 

 

Balance as of March 31, 20152017

  ¥(723,0141,009,880
  

 

 

 

Depreciation

  ¥(620,016744,717

Sales or disposal

   456,371591,721 

Exchange differences on translating foreign operations

   45,16844,474 

Other

   (6,47011,911
  

 

 

 

Balance as of March 31, 20162018

  ¥(847,9611,130,313
  

 

 

 

(Carrying amount)

 

   Yen (millions)
Equipment on
operating leases
 

Balance as of March 31, 20152017

  ¥3,335,367 4,104,663 

Balance as of March 31, 20162018

   3,678,1114,088,133 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(Future minimum lease payments)

Future minimum lease payments expected to be received undernon-cancelable operating leases as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 
   2015   2016 

Within 1 year

  ¥568,425    ¥630,480  

Between 1 and 5 years

   659,634     768,925  

Later than 5 years

   —       —    
  

 

 

   

 

 

 

Total

  ¥1,228,059    ¥1,399,405  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Within 1 year

  ¥677,119   ¥689,284 

Between 1 and 5 years

   800,473    777,582 

Later than 5 years

   —      —   
  

 

 

   

 

 

 

Total

  ¥1,477,592   ¥1,466,866 
  

 

 

   

 

 

 

Future minimum lease payments expected to be received as shown above should not necessarily be considered indicative of future cash collections.

(12) Property, Plant and Equipment

The changes in cost, accumulated depreciation and impairment losses, and the carrying amounts of property, plant and equipment for the years ended March 31, 20152017 and 20162018 are as follows:

(Cost)

 

                                                                                                         
  Yen (millions)  Yen (millions) 
  Land Buildings and
structures
 Machinery and
equipment
 Construction in
progress
 Total  Land Buildings and
structures
 Machinery and
equipment
 Construction in
progress
 Total 

Balance as of April 1, 2014

 ��¥531,035   ¥1,969,690   ¥4,412,721   ¥277,855   ¥7,191,301  

Balance as of April 1, 2016

 ¥546,619  ¥ 2,168,768  ¥ 5,040,301  ¥ 275,232  ¥ 8,030,920 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Additions

  ¥7,413   ¥14,157   ¥169,446   ¥512,904   ¥703,920   ¥4  ¥16,550  ¥129,307  ¥442,499  ¥588,360 

Reclassification

   7,976    85,340    360,032    (453,348  —      2,077   69,978   366,463   (438,518  —   

Sales or disposal

   (5,134  (26,709  (254,436  —      (286,279  (2,519  (15,188  (208,415  —     (226,122

Exchange differences on translating foreign operations

   9,144    92,520    323,661    31,759    457,084    478   (9,627  (23,354  (397  (32,900

Other

   (24  (379  478    (4,740  (4,665  196   793   837   (1,730  96 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2015

  ¥550,410   ¥2,134,619   ¥5,011,902   ¥364,430   ¥8,061,361  

Balance as of March 31, 2017

 ¥546,855  ¥2,231,274  ¥5,305,139  ¥277,086  ¥8,360,354 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Additions

  ¥666   ¥22,014   ¥164,563   ¥500,063   ¥687,306   ¥397  ¥7,725  ¥134,604  ¥342,052  ¥484,778 

Reclassification

   14,029    123,541    407,832    (545,402  —      1,216   58,706   359,442   (419,364  —   

Sales or disposal

   (3,622  (21,998  (250,901  —      (276,521  (1,543  (13,937  (276,782  —     (292,262

Exchange differences on translating foreign operations

   (13,962  (88,021  (300,932  (34,563  (437,478  (1,733  (34,039  (140,296  (6,390  (182,458

Other

   (902  (1,387  7,837    (9,296  (3,748  —     (936  (1,602  (825  (3,363
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2016

  ¥546,619   ¥ 2,168,768   ¥5,040,301   ¥275,232   ¥  8,030,920  

Balance as of March 31, 2018

 ¥545,192  ¥2,248,793  ¥5,380,505  ¥192,559  ¥8,367,049 
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(Accumulated depreciation and impairment losses)

 

                                                                                                         
  Yen (millions)  Yen (millions) 
  Land Buildings and
structures
 Machinery and
equipment
 Construction in
progress
 Total  Land Buildings and
structures
 Machinery and
equipment
 Construction in
progress
 Total 

Balance as of April 1, 2014

  ¥(3,045 ¥(1,059,161 ¥(3,306,404 ¥(1,149 ¥(4,369,759
  

 

  

 

  

 

  

 

  

 

 

Depreciation

  ¥—     ¥(64,337 ¥(386,715 ¥—     ¥(451,052

Sales or disposal

   540    23,061    215,845    —      239,446  

Impairment losses

   (1,339  (5,050  (5,873  (1,372  (13,634

Exchange differences on translating foreign operations

   (152  (42,651  (235,214  (5  (278,022

Other

   484    (1,523  2,210    —      1,171  
  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2015

  ¥(3,512 ¥(1,149,661 ¥(3,716,151 ¥(2,526 ¥(4,871,850

Balance as of April 1, 2016

 ¥(3,684 ¥(1,166,635 ¥(3,718,703 ¥(2,334 ¥(4,891,356
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Depreciation

  ¥—     ¥(71,453 ¥(414,957 ¥—     ¥(486,410 ¥—    ¥(75,754 ¥(408,379 ¥—    ¥(484,133

Sales or disposal

   608    15,187    215,592    —      231,387    70   12,378   178,293   —     190,741 

Exchange differences on translating foreign operations

   137    38,475    205,063    177    243,852             79   6,460   21,937            237   28,713 

Other

   (917  817    (8,250  15    (8,335  (331  (788  (2,749  (73  (3,941
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2016

  ¥(3,684 ¥(1,166,635 ¥(3,718,703 ¥(2,334 ¥(4,891,356

Balance as of March 31, 2017

 ¥(3,866 ¥(1,224,339 ¥(3,929,601 ¥(2,170 ¥(5,159,976
  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

(Carrying amount)

      

Depreciation

 ¥—    ¥(75,561 ¥(437,894 ¥—    ¥(513,455

Sales or disposal

  18   12,136   239,645   —     251,799 

Exchange differences on translating foreign operations

  (32  16,217   103,037   (99  119,123 

Other

  (299  785   (2,677  84   (2,107
  Yen (millions)  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2018

 ¥(4,179 ¥(1,270,762 ¥(4,027,490 ¥(2,185 ¥(5,304,616
  Land Buildings and
structures
 Machinery and
equipment
 Construction in
progress
 Total  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2015

  ¥546,898   ¥984,958   ¥1,295,751   ¥361,904   ¥3,189,511  

Balance as of March 31, 2016

   542,935    1,002,133    1,321,598    272,898    3,139,564  

(Carrying amount)

 

                                                                                                         
  Yen (millions) 
  Land  Buildings and
structures
  Machinery and
equipment
  Construction in
progress
  Total 

Balance as of March 31, 2017

 ¥542,989  ¥1,006,935  ¥1,375,538  ¥274,916  ¥3,200,378 

Balance as of March 31, 2018

  541,013        978,031     1,353,015      190,374     3,062,433  

For commitments for purchases of property, plant and equipment, see note 28.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(13) Intangible Assets

The changes in cost, accumulated amortization and impairment losses, and carrying amounts of intangible assets for the years ended March 31, 20152017 and 20162018 are as follows:

(Cost)

 

                                                                                    
  Yen (millions)   Yen (millions) 
  Capitalized
development costs
 Software Other Total   Capitalized
development costs
     Software         Other     Total 

Balance as of April 1, 2014

  ¥783,173   ¥249,616   ¥43,063   ¥1,075,852  

Balance as of April 1, 2016

  ¥987,654  ¥353,553  ¥36,935  ¥1,378,142 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Additions

  ¥—     ¥21,884   ¥1,683   ¥23,567    ¥—    ¥8,712  ¥2,049  ¥10,761 

Internally developed

   188,107    32,894    —      221,001     121,037   17,228   —     138,265 

Sales or disposal

   (105,539  (3,686  (618  (109,843   (131,529  (30,342  (1,861  (163,732

Exchange differences on translating foreign operations

   77    13,666    2,339    16,082     127   (3,693  (1,146  (4,712

Other

   (1,216  4,520    (7,220  (3,916   (155  1,587   (2,115  (683
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Balance as of March 31, 2015

  ¥864,602   ¥  318,894   ¥  39,247   ¥1,222,743  

Balance as of March 31, 2017

  ¥977,134  ¥347,045  ¥33,862  ¥1,358,041 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Additions

  ¥—    ¥12,765  ¥2,469  ¥15,234 

Internally developed

   132,800   13,586   —     146,386 

Sales or disposal

   (137,637  (13,757  (1,695  (153,089

Exchange differences on translating foreign operations

   667   (4,388  (289  (4,010

Other

   —     (88  (878  (966
  

 

  

 

  

 

  

 

 

Balance as of March 31, 2018

  ¥972,964  ¥ 355,163   ¥ 33,469  ¥1,361,596 
  

 

  

 

  

 

  

 

 

(Accumulated amortization and impairment losses)

                                                                                    
   Yen (millions) 
   Capitalized
development costs
      Software          Other      Total 

Balance as of April 1, 2016

  ¥(337,112 ¥(203,499 ¥(12,592 ¥(553,203
  

 

 

  

 

 

  

 

 

  

 

 

 

Amortization

  ¥(152,548 ¥(36,515 ¥(151 ¥(189,214

Sales or disposal

   131,529   29,029   1,891   162,449 

Exchange differences on translating foreign operations

   2   1,579   (464  1,117 

Other

   (1  (2,506  1,509   (998
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2017

  ¥(358,130 ¥(211,912 ¥(9,807 ¥(579,849
  

 

 

  

 

 

  

 

 

  

 

 

 

Amortization

  ¥(153,922 ¥(40,663 ¥(1,359 ¥(195,944

Sales or disposal

   137,637   12,610   1,057      151,304 

Exchange differences on translating foreign operations

   (28  3,423        352   3,747 

Other

   —     (146  806   660 
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2018

  ¥(374,443 ¥(236,688 ¥(8,951 ¥(620,082
  

 

 

  

 

 

  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

   Yen (millions) 
   Capitalized
development costs
  Software  Other  Total 

Additions

  ¥—     ¥25,368   ¥4,062   ¥29,430  

Internally developed

   190,992    25,174    —      216,166  

Sales or disposal

   (67,377  (3,145  (2,227  (72,749

Exchange differences on translating foreign operations

   (621  (13,840  (4,180  (18,641

Other

   58    1,102    33    1,193  
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥987,654   ¥353,553   ¥36,935   ¥1,378,142  
  

 

 

  

 

 

  

 

 

  

 

 

 

 

(Accumulated amortization and impairment losses)

 

     
   Yen (millions) 
   Capitalized
development costs
  Software  Other  Total 

Balance as of April 1, 2014

  ¥(258,455 ¥(130,314 ¥(17,300 ¥(406,069
  

 

 

  

 

 

  

 

 

  

 

 

 

Amortization

  ¥(123,938 ¥(35,009 ¥(1,456 ¥(160,403

Sales or disposal

   105,539    2,138    514    108,191  

Exchange differences on translating foreign operations

   —      (10,050  (1,040  (11,090

Other

   44    (249  6,368    6,163  
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2015

  ¥(276,810 ¥(173,484 ¥(12,914 ¥(463,208
  

 

 

  

 

 

  

 

 

  

 

 

 

Amortization

  ¥(127,684 ¥(40,363 ¥(3,069 ¥(171,116

Sales or disposal

   67,377    1,696    1,375    70,448  

Exchange differences on translating foreign operations

   5    8,991    2,153    11,149  

Other

   —      (339  (137  (476
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥(337,112 ¥(203,499 ¥(12,592 ¥(553,203
  

 

 

  

 

 

  

 

 

  

 

 

 

 

(Carrying amount)

 

     
   Yen (millions) 
   Capitalized
development costs
  Software  Other  Total 

Balance as of March 31, 2015

  ¥587,792   ¥145,410   ¥26,333   ¥759,535  

Balance as of March 31, 2016

   650,542    150,054    24,343    824,939  

(Carrying amount)

 

                                                                                    
   Yen (millions) 
   Capitalized
development costs
      Software          Other      Total 

Balance as of March 31, 2017

  ¥619,004   ¥ 135,133   ¥24,055   ¥   778,192  

Balance as of March 31, 2018

    598,521   118,475    24,518   741,514 

Amortization of capitalized development costs is included in research and development, and amortization of other intangible assets is included in cost of sales, selling, general and administrative, and research and development in the consolidated statements of income.

For commitments for purchases of intangible assets, see note 28.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

(14) Trade Payables

Trade payables are classified as financial liabilities measured at amortized cost.

Trade payables as of March 31, 20152017 and 20162018 consist of the following:

 

                                          
  Yen (millions)   Yen (millions) 
  2015   2016   2017 2018 

Trade accounts and notes payable

  ¥999,586    ¥961,606    ¥1,013,307  ¥1,075,545 

Other

   158,152     166,435     170,037   149,082 
  

 

   

 

   

 

  

 

 

Total

  ¥1,157,738    ¥1,128,041    ¥ 1,183,344   ¥ 1,224,627  
  

 

   

 

   

 

  

 

 

(15) Financing Liabilities

Financing liabilities are classified as financial liabilities measured at amortized cost.

Financing liabilities presented in current liabilities as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 
   2015   2016 

Current:

    

Commercial paper

  ¥809,814    ¥766,603  

Loans

   387,511     314,943  

Medium-term notes

   333,369     —    

Asset-backed securities

   54,780     26,136  
  

 

 

   

 

 

 

Subtotal

  ¥1,585,474    ¥1,107,682  
  

 

 

   

 

 

 

Reclassification from non-current liabilities (Current portion)

  ¥1,248,089    ¥1,681,938  
  

 

 

   

 

 

 

Total

  ¥2,833,563    ¥2,789,620  
  

 

 

   

 

 

 

                                          
   Yen (millions) 
   2017  2018 

Current:

   

Commercial paper

  ¥791,630  ¥849,605 

Loans

   310,123   312,992 

Medium-term notes

   36,411   40,070 

Asset-backed securities

   23,947   33,980 
  

 

 

  

 

 

 

Subtotal

  ¥ 1,162,111  ¥ 1,236,647 
  

 

 

  

 

 

 

Reclassification fromnon-current liabilities (Current portion)

  ¥1,624,817  ¥1,680,614 
  

 

 

  

 

 

 

Total

  ¥2,786,928   ¥2,917,261  
  

 

 

  

 

 

 

The weighted average interest rates for financing liabilities presented in current liabilities (excluding reclassification fromnon-current liabilities) as of March 31, 20152017 and 20162018 are as follows:

 

   2015  2016 

Weighted average interest rate

   0.77  1.16

                                          
   2017  2018 

Weighted average interest rate

   1.09  1.51

Financing liabilities presented in non-current liabilities as of March 31, 2015 and 2016 consist of the following:

   Yen (millions) 
   2015  2016 

Non-current:

   

Loans

  ¥1,471,613   ¥1,478,968  

Medium-term notes

   2,322,930    2,588,906  

Corporate bonds

   499,307    459,469  

Asset-backed securities

   880,515    891,223  
  

 

 

  

 

 

 

Subtotal

  ¥5,174,365   ¥5,418,566  
  

 

 

  

 

 

 

Reclassification to current liabilities (Current portion)

  ¥(1,248,089 ¥(1,681,938
  

 

 

  

 

 

 

Total

  ¥3,926,276   ¥3,736,628  
  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Financing liabilities presented innon-current liabilities as of March 31, 2017 and 2018 consist of the following:

                                          
   Yen (millions) 
   2017  2018 

Non-current:

   

Loans

  ¥1,290,579  ¥1,253,429 

Medium-term notes

   2,909,568   2,885,168 

Corporate bonds

   459,510   454,543 

Asset-backed securities

   987,350   969,223 
  

 

 

  

 

 

 

Subtotal

  ¥5,647,007  ¥5,562,363 
  

 

 

  

 

 

 

Reclassification to current liabilities (Current portion)

  ¥(1,624,817 ¥(1,680,614
  

 

 

  

 

 

 

Total

  ¥4,022,190  ¥3,881,749 
  

 

 

  

 

 

 

The interest rate range and payment due date for financing liabilities presented innon-current liabilities (including reclassification to current liabilities) as of March 31, 20152017 and 20162018 are as follows:

 

 2015 2016  

2017

  

2018

Loans

 Interest rate: 0.20% - 25.00%

Due: 2015 - 2031

 Interest rate: 0.18% - 29.99%

Due: 2016 - 2046

  

Interest rate: 0.09% - 17.00%

Due: 2017 - 2046

  

Interest rate: 0.09% - 15.00%

Due: 2018 - 2046

Medium-term notes

 Interest rate: 0.15% - 7.63%

Due: 2015 - 2023

 Interest rate: 0.18% - 7.63%

Due: 2016 - 2023

  

Interest rate: 0.07% - 7.63%

Due: 2017 - 2027

  

Interest rate: 0.07% - 7.63%

Due: 2018 - 2028

Corporate bonds

 Interest rate: 0.25% - 0.59%

Due: 2015 - 2021

 Interest rate: 0.21% - 0.59%

Due: 2016 - 2021

  

Interest rate: 0.01% - 0.59%

Due: 2017 - 2021

  

Interest rate: 0.01% - 0.59%

Due: 2018 - 2022

Asset-backed securities

 Interest rate: 0.33% - 1.46%

Due: 2015 - 2020

 Interest rate: 0.13% - 1.56%

Due: 2016 - 2021

  

Interest rate: 0.13% - 2.05%

Due: 2017 - 2022

  

Interest rate: 0.13% - 2.83%

Due: 2018 - 2023

(Pledged assets)

Pledged assets for financing liabilities as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Trade receivables

  ¥19,259    ¥21,757  

Receivables from financial services

   946,891     945,761  

Inventories

   12,631     21,364  

Property, plant and equipment

   76,009     67,706  
  

 

 

   

 

 

 

Total

  ¥1,054,790    ¥1,056,588  
  

 

 

   

 

 

 

 

Receivables from financial services are pledged as collateral for liabilities related to asset-backed securities transactions. Other items are mainly pledged as collateral for secured bank loans.

 

As is customary in Japan, bank loans are extended under general agreements which provide that security and guarantees for present and future indebtedness will be given upon request of the bank, and that the bank shall have the right to offset cash deposits against obligations that have become due or, in the event of default, against all obligations due to the bank.

 

(16) Other Financial Liabilities

 

Other financial liabilities as of March 31, 2015 and 2016 consist of the following:

   

     

  

  

   Yen (millions) 
   2015   2016 

Financial liabilities measured at amortized cost:

    

Lease obligations

  ¥82,099    ¥69,206  

Other

   41,235     36,020  

Financial liabilities measured at fair value through profit or loss:

    

Derivatives

   47,528     32,338  
  

 

 

   

 

 

 

Total

  ¥170,862    ¥137,564  
  

 

 

   

 

 

 

Current liabilities

  ¥109,715    ¥89,809  

Non-current liabilities

   61,147     47,755  
  

 

 

   

 

 

 

Total

  ¥170,862    ¥137,564  
  

 

 

   

 

 

 
   Yen (millions) 
   2017  2018 

Trade receivables

  ¥18,229  ¥24,571 

Receivables from financial services

   1,038,177   1,047,676 

Inventories

   —     17,528 

Property, plant and equipment

   61,644   58,720 
  

 

 

  

 

 

 

Total

  ¥ 1,118,050   ¥ 1,148,495  
  

 

 

  

 

 

 

Receivables from financial services are pledged as collateral for liabilities related to asset-backed securities transactions. Other items are mainly pledged as collateral for secured bank loans.

As is customary in Japan, bank loans are extended under general agreements which provide that security and guarantees for present and future indebtedness will be given upon request of the bank, and that the bank shall have the right to offset cash deposits against obligations that have become due or, in the event of default, against all obligations due to the bank.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(Reconciliation of liabilities arising from financing activities)

The changes in liabilities arising from financing activities for the year ended March 31, 2018 are as follows:

  Yen (millions) 
  Balance
as of
April 1,
2017
  Cash flows
from
financing
activities
  Cash flows
from
operating
activities
  Non-cash changes  Balance
as of
March 31,
2018
 
    Acquisitions  Changes
in foreign
currency
exchange
rates
  Changes
in fair value
  Other  

Short-term financing liabilities

 ¥1,162,111  ¥101,885  ¥—    ¥—    ¥(28,854 ¥—    ¥1,505  ¥1,236,647 

Long-term financing liabilities

  5,647,007   80,042   —     —     (169,403  —     4,717   5,562,363 

Lease obligations*1

  69,364   (47,449  —     50,610   (468  —     566   72,623 

Derivative financial liabilities (assets)*2

  25,300   —     (3,308  —     (1,732  (36,466  —     (16,206
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥6,903,782  ¥134,478  ¥(3,308 ¥50,610  ¥(200,457 ¥(36,466 ¥6,788  ¥6,855,427 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Explanatory notes:

*1The cash flows arising from lease obligations are included in other, net in cash flows from financing activities in the consolidated statements of cash flows.
*2Derivative financial liabilities (assets) are held by the finance subsidiaries of the Company to hedge foreign currency risk for principals and interests payment of long-term financing liabilities. The cash flows related to repayments of principals are included in cash flows from financing activities, while the cash flows related to interest paid are included in cash flows from operating activities.

(16) Other Financial Liabilities

Other financial liabilities as of March 31, 2017 and 2018 consist of the following:

   Yen (millions) 
   2017   2018 

Financial liabilities measured at amortized cost:

    

Lease obligations

  ¥69,364   ¥72,623 

Other

   42,585    50,001 

Financial liabilities measured at fair value through profit or loss:

    

Derivatives

   55,076    52,786 
  

 

 

   

 

 

 

Total

  ¥167,025   ¥175,410 
  

 

 

   

 

 

 

Current liabilities

  ¥119,784   ¥115,405 

Non-current liabilities

   47,241    60,005 
  

 

 

   

 

 

 

Total

  ¥167,025   ¥175,410 
  

 

 

   

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

(17) Provisions

The components of and changes in provisions for the year ended March 31, 20162018 are as follows:

 

   Yen (millions) 
   Product
warranties*
  Other  Total 

Balance as of April 1, 2015

  ¥421,523   ¥55,419   ¥476,942  
  

 

 

  

 

 

  

 

 

 

Provision

  ¥607,646   ¥23,630   ¥631,276  

Charge-offs

   (257,574  (14,645  (272,219

Reversal

   (12,907  (8,363  (21,270

Exchange differences on translating foreign operations

   (31,247  (5,272  (36,519
  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2016

  ¥727,441   ¥50,769   ¥778,210  
  

 

 

  

 

 

  

 

 

 

   Yen (millions) 
   Product
warranties*
  Other  Total 

Balance as of April 1, 2017

  ¥520,130  ¥76,900  ¥597,030 
  

 

 

  

 

 

  

 

 

 

Provision

  ¥219,575  ¥40,162  ¥259,737 

Charge-offs

   (239,903  (40,540  (280,443

Reversal

   (30,022  (2,974  (32,996

Exchange differences on translating foreign operations

   (12,184  (4,525  (16,709
  

 

 

  

 

 

  

 

 

 

Balance as of March 31, 2018

  ¥457,596  ¥69,023  ¥526,619 
  

 

 

  

 

 

  

 

 

 

Current liabilities andnon-current liabilities of provisions as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Current liabilities

  ¥294,281    ¥513,232    ¥348,095   ¥305,994 

Non-current liabilities

   182,661     264,978     248,935    220,625 
  

 

   

 

   

 

   

 

 

Total

  ¥476,942    ¥778,210    ¥597,030   ¥526,619 
  

 

   

 

   

 

   

 

 

 

Explanatory note:

 

*Honda recognizes provisions for product warranties to cover future product warranty expenses. Honda recognizes costs for general warranties on products Honda sells and for specific warranty programs, including product recalls. Honda recognizes general estimated warranty costs at the time products are sold to customers. Honda also recognizes specific estimated warranty program costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. These provisions are estimated based on historical warranty claim experience with consideration given to the expected level of future warranty costs as well as current information on repair costs. Provision for product warranties are utilized for expenditures based on the demand from customers and dealers.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(18) Employee Benefits

(a) Post-employment Benefits

Honda has various pension plans covering substantially all of their employees in Japan and certain employees in foreign countries. The Company and its Japanese subsidiaries provide plans similar to a cash balance pension plansplan or other defined benefit pension plans in accordance with the Defined-Benefit Corporate Pension Act of Japan. The Company and some of its subsidiaries have retirement benefit plans as well aslump-sum retirement benefit plans, in which the amount of benefits is basically determined based on the level of salary, service years, and other factors.

In addition, certain consolidated subsidiaries in North America provide mainly health care and life insurance benefits to retired employees.

The Company’s pension plans are administered by the Honda Pension Fund (the Fund) which is legally independent of the Company. The Director of the Fund has the fiduciary duty to comply with laws, the directives by the Minister of Health, Labour and Welfare, and the Director-Generals of Regional Bureaus of Health and Welfare made pursuant to those laws, and theby-laws of the Fund and the decisions made by the Board of Representatives of the Fund. The Company is required to make contributions to the Fund and obligated to make contributions in the amount stipulated by the Fund. Contributions are also regularly reviewed and adjusted as necessary to the extent permitted by laws and regulations.

In September 2013,August 2016, the Company and its certain consolidated subsidiaries in North America amendedJapan decided, effective April 1, 2017, to extend mandatory retirement age from 60 years old to 65 years old and introduce a flexible retirement scheme that enables employees to choose retirement age between 60 years old and 65 years old, along with amendments to their defined benefit pension plans effective January 1, 2014, to reducealign with the benefits in future periods for their employees onpostponement of the retirement age, to fulfill diversifying needs of individual employees. The plan amendments include the revision of the benefit curve that makes alump-sum benefit payment at the retirement age between 60 years old and after January 1, 2014.65 years old under the new plan consistent with a lump-sum benefit payment at the previous mandatory retirement age. In addition, one of the defined benefit pension plans was replaced by a defined contribution plan.

ThisThese plan amendmentamendments resulted in a reduction of the defined benefit obligationobligations and recognition of the past service cost in a credit to profit or loss at the date of the plan amendment for the consolidated subsidiaries. Due to this plan amendment,loss. Honda recognized ¥62,493¥84,024 million of past service cost in a credit to profit or loss, of which ¥43,563¥37,197 million is included in cost of sales, and ¥18,930¥21,385 million is included in selling, general and administrative expenseand ¥25,442 million is included in research and development in the consolidated statementstatements of income for the year ended March 31, 2014. Defined2017. The defined benefit obligationobligations and plan asset of defined benefit pension plan haveassets were also been remeasured.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

1) Defined benefit obligations and plan assets

The changes in present value of defined benefit obligations and fair value of plan assets of the Company and certain of its consolidated subsidiaries for the years ended March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015 2016   2017 2018 
  Japanese plans Foreign plans Japanese plans Foreign plans   Japanese plans Foreign plans Japanese plans Foreign plans 

Present value of defined benefit obligations:

          

Balance at beginning of year

  ¥1,288,360   ¥686,885   ¥1,375,455   ¥947,430    ¥1,454,421  ¥1,050,938  ¥1,362,192  ¥1,057,351 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Current service cost

   31,780    17,709    35,426    21,698     36,937  27,009  35,138  28,387 

Past service cost

   (8,377  —      —      66     (84,024 1,258   —    506 

Interest cost

   19,026    32,696    13,611    35,221     7,177  37,974  10,493  39,401 

Plan participants’ contributions

   —      34    —      52     —    1,276   —    1,579 

Transfer to defined contribution plan

   —     —    (63,055  —   

Remeasurements:

          

Changes in demographic assumptions

   (3,484  21,002    (11,410  (10,874   59,491  (3,895 13,843  (1,951

Changes in financial assumptions

   97,640    124,455    101,566    (50,115   (67,125 18,807  19,783  30,612 

Other

   956    4,041    (1,892  3,080     (6,707 (10,681 (4,599 (21,512

Benefits paid

   (50,446  (32,836  (58,335  (44,539   (37,978 (37,733 (42,320 (56,631

Exchange differences on translating foreign operations

   —      93,444    —      (63,739   —    (27,602  —    (34,989
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Balance at end of year

  ¥1,375,455   ¥947,430   ¥1,454,421   ¥838,280    ¥1,362,192  ¥1,057,351  ¥1,331,475  ¥1,042,753 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Fair value of plan assets:

          

Balance at beginning of year

  ¥1,012,039   ¥654,631   ¥1,142,515   ¥798,474    ¥1,130,443  ¥758,700  ¥1,182,140  ¥795,561 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Interest income

   15,211    31,486    11,444    29,905     5,693  27,891  9,630  29,950 

Actual return on plan assets, excluding interest income

   111,270    32,612    (19,182  (42,012   29,778  44,522  45,841  35,412 

Employer contributions

   54,441    31,763    54,001    32,673     52,655  22,683  21,652  25,964 

Plan participants’ contributions

   —      34    —      52     —    1,276   —    1,579 

Benefits paid

   (50,446  (32,836  (58,335  (44,539   (36,429 (37,733 (40,190 (56,631

Exchange differences on translating foreign operations

   —      80,784    —      (55,103   —    (21,778  —    (24,307
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Balance at end of year

  ¥1,142,515   ¥798,474   ¥1,130,443   ¥719,450    ¥1,182,140  ¥795,561  ¥1,219,073  ¥807,528 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

Net defined benefit liabilities

  ¥232,940   ¥148,956   ¥323,978   ¥118,830    ¥180,052  ¥261,790  ¥112,402  ¥235,225 
  

 

  

 

  

 

  

 

   

 

  

 

  

 

  

 

 

2) Fair value of plan assets

Honda’s investment policies for the Japanese and foreign pension plan assets are designed to maximize totalmedium-to-long term returns that are available to provide future payments of pension benefits to eligible participants under accepted risks. Plan assets are invested in well-diversified Japanese and foreign individual equity and debt securities using target asset allocations, consistent with accepted tolerance for risks. Honda sets target asset allocations for each asset category with future anticipated performance overmedium-to-long term periods based on the expected returns, long-term risks and historical returns. Target asset allocations are adjusted as necessary when there are significant changes in the investment environment of plan assets.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

The fair value of the Japanese and foreign pension plan assets by asset category as of March 31, 20152017 and 20162018 is as follows:

As of March 31, 20152017

 

 Yen (millions)  Yen (millions) 
 Japanese plans Foreign plans  Japanese plans Foreign plans 
 Market price in active market   Market price in active market    Market price in active market   Market price in active market   
 Quoted Unquoted Total Quoted Unquoted Total  Quoted Unquoted Total Quoted Unquoted Total 

Cash and cash equivalents

 ¥11,449   ¥—     ¥11,449   ¥5,297   ¥—     ¥5,297   ¥10,886  ¥—    ¥10,886  ¥4,813  ¥—    ¥4,813 

Equity securities:

            

Japan

  33,962    —      33,962    17,972    —      17,972   28,030  7  28,037  15,272   —    15,272 

United States

  184,908    —      184,908    104,415    —      104,415   210,479   —    210,479  76,458  104  76,562 

Other

  214,834    1,096    215,930    105,665    4,256    109,921   221,904  173  222,077  96,859  4,169  101,028 

Debt securities:

            

Japan

  73,232    —      73,232    —      77    77   79,086   —    79,086   —    107  107 

United States

  3,507    113,318    116,825    —      110,604    110,604   3,326  119,139  122,465   —    100,106  100,106 

Other

  212,424    13,578    226,002    —      61,802    61,802   145,506  73,496  219,002   —    44,295  44,295 

Group annuity insurance:

            

General accounts

  —      25,044    25,044    —      —      —      —    30,368  30,368   —     —     —   

Separate accounts

  —      14,053    14,053    —      —      —      —    14,606  14,606   —     —     —   

Pooled funds:

            

Real estate funds

  —      —      —      —      42,889    42,889    —     —     —     —    50,900  50,900 

Private equity funds

  —      —      —      —      50,730    50,730    —     —     —     —    63,529  63,529 

Hedge funds

  —      117,356    117,356    —      42,010    42,010    —    112,317  112,317   —    51,738  51,738 

Commingled and other mutual funds

  1,388    112,383    113,771    5,834    229,433    235,267   2,321  121,681  124,002  6,740  248,336  255,076 

Other

  (13  9,996    9,983    836    16,654    17,490   8  8,807  8,815  (1,039 33,174  32,135 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Total

 ¥735,691   ¥406,824   ¥1,142,515   ¥240,019   ¥558,455   ¥798,474   ¥701,546  ¥480,594  ¥1,182,140  ¥199,103  ¥596,458  ¥795,561 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

As of March 31, 2016

      
 Yen (millions) 
 Japanese plans Foreign plans 
 Market price in active market   Market price in active market   
 Quoted Unquoted Total Quoted Unquoted Total 

Cash and cash equivalents

 ¥16,393   ¥—     ¥16,393   ¥10,502   ¥—     ¥10,502  

Equity securities:

      

Japan

  29,017    —      29,017    11,970    —      11,970  

United States

  187,566    —      187,566    93,806    —      93,806  

Other

  191,042    167    191,209    90,083    3,560    93,643  

Debt securities:

      

Japan

  78,329    —      78,329    —      —      —    

United States

  3,319    115,544    118,863    —      96,922    96,922  

Other

  211,575    15,036    226,611    —      47,203    47,203  

Group annuity insurance:

      

General accounts

  —      27,784    27,784    —      —      —    

Separate accounts

  —      13,470    13,470    —      —      —    

Pooled funds:

      

Real estate funds

  —      —      —      —      45,200    45,200  

Private equity funds

  —      —      —      —      61,228    61,228  

Hedge funds

  —      108,666    108,666    —      37,159    37,159  

Commingled and other mutual funds

  2,819    133,012    135,831    5,907    199,601    205,508  

Other

  (4  (3,292  (3,296  486    15,823    16,309  
 

 

  

 

  

 

  

 

  

 

  

 

 

Total

 ¥720,056   ¥410,387   ¥1,130,443   ¥212,754   ¥506,696   ¥719,450  
 

 

  

 

  

 

  

 

  

 

  

 

 

As of March 31, 2018

  Yen (millions) 
  Japanese plans  Foreign plans 
  Market price in active market     Market price in active market    
  Quoted  Unquoted  Total  Quoted  Unquoted  Total 

Cash and cash equivalents

 ¥5,464  ¥—    ¥5,464  ¥5,659  ¥—    ¥5,659 

Equity securities:

      

Japan

  31,306   —     31,306   18,333   —     18,333 

United States

  214,783   —     214,783   92,774   —     92,774 

Other

  228,083   —     228,083   94,156   4,503   98,659 

Debt securities:

      

Japan

  73,125   1,375   74,500   —     183   183 

United States

  2,799   121,574   124,373   —     105,986   105,986 

Other

  149,589   94,703   244,292   —     12,561   12,561 

Group annuity insurance:

      

General accounts

  —     32,322   32,322   —     —     —   

Separate accounts

  —     16,243   16,243   —     —     —   

Pooled funds:

      

Real estate funds

  —     —     —     —     61,459   61,459 

Private equity funds

  —     —     —     —     73,972   73,972 

Hedge funds

  —     112,011   112,011   —     53,357   53,357 

Commingled and other mutual funds

  2,213   130,645   132,858   54,063   213,938   268,001 

Other

  8   2,830   2,838   (875  17,459   16,584 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥707,370  ¥511,703  ¥1,219,073  ¥264,110  ¥543,418  ¥807,528 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

3) Actuarial assumptions

The significant actuarial assumptions used to determine the present value of defined benefit obligations as of March 31, 20152017 and 20162018 are as follows:

 

  2015 2016   2017  2018
  Japanese plans Foreign plans Japanese plans Foreign plans   Japanese plans Foreign plans  Japanese plans Foreign plans

Discount rate

   1.0  3.4 - 3.9  0.5  3.6 - 4.2   0.8 2.8 - 4.4%   0.7 2.8 - 4.2%

Rate of salary increase

   2.1  2.5 - 3.6  2.1  2.5 - 3.6   1.7 2.5 - 3.0%   1.7 2.5 - 3.0%

4) Sensitivity analysis

The effects on defined benefit obligations of 0.5% increase or decrease in the discount rate as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 
   Japanese plans   Foreign plans   Japanese plans   Foreign plans 

0.5% decrease

  ¥110,012 increase    ¥99,873 increase    ¥114,488 increase    ¥81,895 increase  

0.5% increase

  ¥97,640 decrease    ¥85,980 decrease    ¥101,566 decrease    ¥70,990 decrease  

   Yen (millions) 
   2017   2018 
   Japanese plans   Foreign plans   Japanese plans   Foreign plans 

0.5% decrease

  ¥108,795 increase   ¥98,171 increase   ¥112,535 increase   ¥97,682 increase 

0.5% increase

  ¥96,670 decrease   ¥86,324 decrease   ¥99,540 decrease   ¥85,897 decrease 

This sensitivity analysis shows changes in defined benefit obligations as of March 31, 20152017 and 2016,2018, as a result of changes in actuarial assumptions that the Company can reasonably assume. This analysis is based on provisional calculations, and thus actual results may differ from the analysis. In addition, changes in the rate of salary increase are not expected.

5) Cash flows

The amount of contributions to plan assets made by the Company and certain of its consolidated subsidiaries are determined based on various factors such as the level of salary and service years of employees, status of plan asset reserve, and actuarial calculations. In accordance with the provisions of the Defined Benefit Corporate Pension Act, the Honda Pension Fund also recalculates the amount of contributions every five years at the end of the reporting period as a base date, in an effort to ensure balanced finances in the future. The Company and certain of its consolidated subsidiaries may make contributions of a necessary amount if the amount of reserve falls below the minimum base amount.

The Company and certain of its consolidated subsidiaries expect to contribute ¥53,143¥21,720 million to its Japanese pension plans and ¥25,069¥26,087 million to its foreign pension plans in the year ending March 31, 2017.

2019.

The weighted average duration of defined benefit obligations as of March 31, 20152017 and 20162018 are as follows:

 

   2015   2016 
   Japanese plans   Foreign plans   Japanese plans   Foreign plans 

Weighted average duration of defined benefit obligations

   15 years     19 years     15 years     17 years  

   2017   2018 
   Japanese plans   Foreign plans   Japanese plans   Foreign plans 

Weighted average duration of defined benefit obligations

   15 years    16 years    16 years    17 years 

Certain of the Company’s subsidiaries in North America provide mainly health care and life insurance benefits to retired employees. Such benefits have no material effect on Honda’s financial position and result of operations.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(b) Personnel Expenses

Personnel expenses included in the consolidated statements of income for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

   Yen (millions) 
   2014   2015   2016 

Personnel expenses

  ¥1,310,624    ¥1,451,506    ¥1,497,127  
   Yen (millions) 
   2016   2017   2018 

Personnel expenses

  ¥1,497,127   ¥1,373,578   ¥1,576,012 

Personnel expenses include salaries, bonuses, social security expenses and expenses relating topost-employment benefits.

(19) Equity

(a) Management of Capital

Honda makes investments in capital and research and development to improve corporate value through growth on a global basis. In order to meet these funding needs, Honda makes capital management through consideration of the balance between financing liabilities and equity.

Financing liabilities and equity of Honda as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Financing liabilities

  ¥6,759,839    ¥6,526,248    ¥6,809,118   ¥6,799,010 

Equity

   7,382,821     7,031,788     7,569,626    8,234,095 

(b) Common Stock

The Company’s total number of shares authorized and issued for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

   Shares 
   2014   2015   2016 

Total number of authorized shares

      

Balance at end of year

      

Common shares, no par value

   7,086,000,000     7,086,000,000     7,086,000,000  

Total number of issued shares

      

Balance at beginning of year

   1,811,428,430     1,811,428,430     1,811,428,430  

Changes during the year

   —       —       —    

Balance at end of year

   1,811,428,430     1,811,428,430     1,811,428,430  

   Shares 
   2016   2017   2018 

Total number of authorized shares

      

Balance at end of year

      

Common shares, no par value

   7,086,000,000    7,086,000,000    7,086,000,000 

Total number of issued shares

      

Balance at beginning of year

   1,811,428,430    1,811,428,430    1,811,428,430 

Changes during the year

   —      —      —   

Balance at end of year

   1,811,428,430    1,811,428,430    1,811,428,430 

All of the issued shares as of March 31, 2014, 20152016, 2017 and 20162018 have been paid in full.

(c) Capital Surplus and Retained Earnings

Capital surplus consists of surplus that is derived from equity transactions and not recorded in common stock, and its primary component is capital reserves. The Companies Act of Japan provides that no less than 50% of thepaid-in amount or proceeds of issuance of shares shall be incorporated in common stock, and that the remaining shall be incorporated in capital reserves. Capital reserves may be incorporated in common stock upon approval of the General Meeting of Shareholders.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Retained earnings consist of legal reserves and accumulated earnings. The Companies Act of Japan provides that earnings in an amount equal to 10% of cash dividends from retained earnings shall be appropriated as a capital reserve or a legal reserve on the date of distribution of retained earnings until an aggregated amount of capital reserve and legal reserve equals 25% of common stock. Legal reserves may be used upon approval of the General Meeting of Shareholders. Certain foreign consolidated subsidiaries are also required to appropriate their earnings under the laws of respective countries.

(d) Treasury Stock

The total number of the Company’s treasury stock held by Honda as of March 31, 2014, 20152016, 2017 and 20162018 is as follows:

 

   Shares 
   2014   2015   2016 

Common shares

   9,137,234     9,141,504     9,144,911  

   Shares 
   2016   2017   2018 

Common shares

          9,144,911           9,148,035         33,150,615 

Under the Companies Act of Japan, the number of shares and total value of treasury stock acquisition may be determined, upon approval of the General Meeting of Shareholders, within the amount available for distribution. Furthermore, treasury stock may be acquired through market transactions or tender offers in accordance with the articles of incorporation within the conditions set forth in the Companies Act, upon approval of the Board of Directors.

(e) Other Components of Equity

The changes in other components of equity for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

 Yen (millions)  Yen (millions) 
 Remeasurements of
defined benefit plans
 Net changes in revaluation of
financial assets measured at
fair value through other
comprehensive income
 Exchange differences
on translating foreign
operations
 Total  Remeasurements of
defined benefit plans
 Net changes in revaluation of
financial assets measured at
fair value through other
comprehensive income
 Exchange differences
on translating foreign
operations
 Total 

Balance as of April 1, 2013

 ¥—     ¥42,017   ¥—     ¥42,017  
 

 

  

 

  

 

  

 

 

Adjustment during the year

 ¥87,923   ¥16,126   ¥215,954   ¥320,003  

Reclassification to retained earnings

  (87,923  (738  —      (88,661
 

 

  

 

  

 

  

 

 

Balance as of March 31, 2014

 ¥—     ¥57,405   ¥215,954   ¥273,359  
 

 

  

 

  

 

  

 

 

Adjustment during the year

 ¥(101,467 ¥24,906   ¥498,835   ¥422,274  

Reclassification to retained earnings

  101,467    (3,066  —      98,401  
 

 

  

 

  

 

  

 

 

Balance as of March 31, 2015

 ¥—     ¥79,245   ¥714,789   ¥794,034  

Balance as of April 1, 2015

 ¥—    ¥79,245  ¥714,789  ¥794,034 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Adjustment during the year

 ¥(76,342 ¥(16,456 ¥(440,313 ¥(533,111 ¥(76,342 ¥(16,456 ¥(440,313 ¥(533,111

Reclassification to retained earnings

  76,342    (1,150  —      75,192   76,342  (1,150 —    75,192 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Balance as of March 31, 2016

 ¥—     ¥61,639   ¥274,476   ¥336,115   ¥—    ¥61,639  ¥274,476  ¥336,115 
 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

Adjustment during the year

 ¥64,478  ¥24,049  ¥(9,017 ¥79,510 

Reclassification to retained earnings

 (64,478 259  —    (64,219
 

 

  

 

  

 

  

 

 

Balance as of March 31, 2017

 ¥—    ¥85,947  ¥265,459  ¥351,406 
 

 

  

 

  

 

  

 

 

Adjustment during the year

 ¥12,125  ¥20,655  ¥(192,572 ¥(159,792

Reclassification to retained earnings

 (12,125 (1,197 —    (13,322
 

 

  

 

  

 

  

 

 

Balance as of March 31, 2018

 ¥—    ¥105,405  ¥72,887  ¥178,292 
 

 

  

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(f) Other Comprehensive Income

Each component of other comprehensive income and related tax effect includingnon-controlling interests for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

For the year ended March 31, 2014

   Yen (millions) 
   Before-tax  Tax
benefit
(expense)
  Net-of-tax 

Items that will not be reclassified to profit or loss:

    

Remeasurements of defined benefit plans:

    

Amount incurred during the year

  ¥127,331   ¥(44,039 ¥83,292  
  

 

 

  

 

 

  

 

 

 

Net changes

   127,331    (44,039  83,292  
  

 

 

  

 

 

  

 

 

 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income:

    

Amount incurred during the year

   20,586    (7,005  13,581  
  

 

 

  

 

 

  

 

 

 

Net changes

   20,586    (7,005  13,581  
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   6,845    10    6,855  
  

 

 

  

 

 

  

 

 

 

Net changes

   6,845    10    6,855  
  

 

 

  

 

 

  

 

 

 

Items that may be reclassified subsequently to profit or loss:

    

Exchange differences on translating foreign operations:

    

Amount incurred during the year

   194,166    (249  193,917  

Reclassification to profit or loss

   (657  249    (408
  

 

 

  

 

 

  

 

 

 

Net changes

   193,509    —      193,509  
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   28,013    (953  27,060  

Reclassification to profit or loss

   (1  —      (1
  

 

 

  

 

 

  

 

 

 

Net changes

   28,012    (953  27,059  
  

 

 

  

 

 

  

 

 

 

Total other comprehensive income

  ¥376,283   ¥(51,987 ¥324,296  
  

 

 

  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

For the year ended March 31, 2015

   Yen (millions) 
   Before-tax  Tax
benefit
(expense)
  Net-of-tax 

Items that will not be reclassified to profit or loss:

    

Remeasurements of defined benefit plans:

    

Amount incurred during the year

  ¥(130,187 ¥28,901   ¥(101,286)��
  

 

 

  

 

 

  

 

 

 

Net changes

   (130,187  28,901    (101,286
  

 

 

  

 

 

  

 

 

 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income:

    

Amount incurred during the year

   32,369    (8,362  24,007  
  

 

 

  

 

 

  

 

 

 

Net changes

   32,369    (8,362  24,007  
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   (428  (286  (714
  

 

 

  

 

 

  

 

 

 

Net changes

   (428  (286  (714
  

 

 

  

 

 

  

 

 

 

Items that may be reclassified subsequently to profit or loss:

    

Exchange differences on translating foreign operations:

    

Amount incurred during the year

   465,719    (1  465,718  

Reclassification to profit or loss

   57    1    58  
  

 

 

  

 

 

  

 

 

 

Net changes

   465,776    —      465,776  
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   59,859    (2,503  57,356  

Reclassification to profit or loss

   —      —      —    
  

 

 

  

 

 

  

 

 

 

Net changes

   59,859    (2,503  57,356  
  

 

 

  

 

 

  

 

 

 

Total other comprehensive income

  ¥427,389   ¥17,750   ¥445,139  
  

 

 

  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

For the year ended March 31, 2016

 

                                                      
  Yen (millions)   Yen (millions) 
  Before-tax Tax
benefit
(expense)
 Net-of-tax   Before-tax Tax benefit
(expense)
 Net-of-tax 

Items that will not be reclassified to profit or loss:

        

Remeasurements of defined benefit plans:

        

Amount incurred during the year

  ¥(93,561 ¥22,852   ¥(70,709  ¥(93,561 ¥22,852  ¥(70,709
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes

   (93,561  22,852    (70,709   (93,561  22,852   (70,709
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income:

        

Amount incurred during the year

   (24,308  8,511    (15,797   (24,308  8,511   (15,797
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes

   (24,308  8,511    (15,797   (24,308  8,511   (15,797
  

 

  

 

  

 

   

 

  

 

  

 

 

Share of other comprehensive income of investments accounted for using the equity method:

        

Amount incurred during the year

   (1,554  280    (1,274   (1,554  280   (1,274
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes

   (1,554  280    (1,274   (1,554  280   (1,274
  

 

  

 

  

 

   

 

  

 

  

 

 

Items that may be reclassified subsequently to profit or loss:

        

Exchange differences on translating foreign operations:

        

Amount incurred during the year

   (430,191  —      (430,191   (430,191  —     (430,191

Reclassification to profit or loss

   39    —      39     39   —     39 
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes

   (430,152  —      (430,152   (430,152  —     (430,152
  

 

  

 

  

 

   

 

  

 

  

 

 

Share of other comprehensive income of investments accounted for using the equity method:

        

Amount incurred during the year

   (37,554  929    (36,625   (37,554  929   (36,625

Reclassification to profit or loss

   35    (1  34     35   (1  34 
  

 

  

 

  

 

   

 

  

 

  

 

 

Net changes

   (37,519  928    (36,591   (37,519  928   (36,591
  

 

  

 

  

 

   

 

  

 

  

 

 

Total other comprehensive income

  ¥(587,094 ¥32,571   ¥(554,523  ¥(587,094 ¥ 32,571   ¥(554,523
  

 

  

 

  

 

   

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

For the year ended March 31, 2017

                                                      
   Yen (millions) 
   Before-tax  Tax benefit
(expense)
  Net-of-tax 

Items that will not be reclassified to profit or loss:

    

Remeasurements of defined benefit plans:

    

Amount incurred during the year

  ¥90,502  ¥(32,348 ¥58,154  
  

 

 

  

 

 

  

 

 

 

Net changes

   90,502   (32,348  58,154 
  

 

 

  

 

 

  

 

 

 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income:

    

Amount incurred during the year

   34,189   (11,482    22,707 
  

 

 

  

 

 

  

 

 

 

Net changes

   34,189   (11,482  22,707 
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

        3,317    (55  3,262 
  

 

 

  

 

 

  

 

 

 

Net changes

   3,317   (55  3,262 
  

 

 

  

 

 

  

 

 

 

Items that may be reclassified subsequently to profit or loss:

    

Exchange differences on translating foreign operations:

    

Amount incurred during the year

   7,923   3        7,926  

Reclassification to profit or loss

   141   (3  138 
  

 

 

  

 

 

  

 

 

 

Net changes

   8,064   —     8,064 
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   (24,158  1,428   (22,730

Reclassification to profit or loss

   100   (14  86 
  

 

 

  

 

 

  

 

 

 

Net changes

   (24,058  1,414   (22,644
  

 

 

  

 

 

  

 

 

 

Total other comprehensive income

  ¥112,014  ¥(42,471 ¥69,543 
  

 

 

  

 

 

  

 

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

For the year ended March 31, 2018

                                                      
   Yen (millions) 
   Before-tax  Tax benefit
(expense)
  Net-of-tax 

Items that will not be reclassified to profit or loss:

    

Remeasurements of defined benefit plans:

    

Amount incurred during the year

  ¥47,383  ¥(34,039 ¥13,344 
  

 

 

  

 

 

  

 

 

 

Net changes

   47,383   (34,039  13,344 
  

 

 

  

 

 

  

 

 

 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income:

    

Amount incurred during the year

   20,020   (732  19,288 
  

 

 

  

 

 

  

 

 

 

Net changes

   20,020   (732  19,288 
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   1,729   (41  1,688 
  

 

 

  

 

 

  

 

 

 

Net changes

   1,729   (41  1,688 
  

 

 

  

 

 

  

 

 

 

Items that may be reclassified subsequently to profit or loss:

    

Exchange differences on translating foreign operations:

    

Amount incurred during the year

   (204,372  (4  (204,376

Reclassification to profit or loss

   188   4   192 
  

 

 

  

 

 

  

 

 

 

Net changes

   (204,184  —     (204,184
  

 

 

  

 

 

  

 

 

 

Share of other comprehensive income of investments accounted for using the equity method:

    

Amount incurred during the year

   12,266   (521  11,745 

Reclassification to profit or loss

   (1,155  30   (1,125
  

 

 

  

 

 

  

 

 

 

Net changes

   11,111   (491  10,620 
  

 

 

  

 

 

  

 

 

 

Total other comprehensive income

  ¥(123,941 ¥(35,303 ¥(159,244
  

 

 

  

 

 

  

 

 

 

The components of other comprehensive income included innon-controlling interests for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2014 2015 2016   2016 2017 2018 

Remeasurements of defined benefit plans

  ¥(356 ¥(1,485 ¥5,073    ¥5,073  ¥(4,413 ¥1,534 

Net changes in revaluation of financial assets measured at fair value through other comprehensive income

   35    53    (55   (55 9  6 

Exchange differences on translating foreign operations

   4,614    24,297    (26,430   (26,430 (5,563 (992
  

 

  

 

  

 

   

 

  

 

  

 

 

Total

  ¥4,293   ¥22,865   ¥(21,412  ¥(21,412 ¥(9,967 ¥548 
  

 

  

 

  

 

   

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(g) Dividends from Retained Earnings

The Company distributes retained earnings within the available amount calculated in accordance with the Companies Act of Japan. The amount of retained earnings available for distribution is calculated based on the amount of retained earnings recorded in the Company’snon-consolidated accounting records prepared in accordance with accounting principles generally accepted in Japan.

The amounts recognized as dividends of retained earnings for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

1) Dividend payout

For the year ended March 31, 2014

ResolutionThe Ordinary General Meeting of Shareholders on June 19, 2013
Type of sharesCommon shares
Total amount of dividends (millions of yen)34,243
Dividend per share (yen)19.00
Record dateMarch 31, 2013
Effective dateJune 20, 2013
ResolutionThe Board of Directors Meeting on July 31, 2013
Type of sharesCommon shares
Total amount of dividends (millions of yen)36,045
Dividend per share (yen)20.00
Record dateJune 30, 2013
Effective dateAugust 26, 2013
ResolutionThe Board of Directors Meeting on October 30, 2013
Type of sharesCommon shares
Total amount of dividends (millions of yen)36,045
Dividend per share (yen)20.00
Record dateSeptember 30, 2013
Effective dateNovember 28, 2013
ResolutionThe Board of Directors Meeting on January 31, 2014
Type of sharesCommon shares
Total amount of dividends (millions of yen)36,045
Dividend per share (yen)20.00
Record dateDecember 31, 2013
Effective dateFebruary 27, 2014

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

For the year ended March 31, 2015

ResolutionThe Ordinary General Meeting of Shareholders on June 13, 2014
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateMarch 31, 2014
Effective dateJune 16, 2014
ResolutionThe Board of Directors Meeting on July 29, 2014
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateJune 30, 2014
Effective dateAugust 25, 2014
ResolutionThe Board of Directors Meeting on October 28, 2014
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateSeptember 30, 2014
Effective dateNovember 28, 2014
ResolutionThe Board of Directors Meeting on January 30, 2015
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateDecember 31, 2014
Effective dateFebruary 26, 2015

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

For the year ended March 31, 2016

 

Resolution The Ordinary General Meeting of Shareholders on June 17, 2015
Type of shares Common shares
Total amount of dividends (millions of yen) 39,650
Dividend per share (yen) 22.00
Record date March 31, 2015
Effective date June 18, 2015
Resolution The Board of Directors Meeting on July 31, 2015
Type of shares Common shares
Total amount of dividends (millions of yen) 39,650
Dividend per share (yen) 22.00
Record date June 30, 2015
Effective date August 25, 2015
Resolution The Board of Directors Meeting on November 4, 2015
Type of shares Common shares
Total amount of dividends (millions of yen) 39,650
Dividend per share (yen) 22.00
Record date September 30, 2015
Effective date November 30, 2015
Resolution The Board of Directors Meeting on January 29, 2016
Type of shares Common shares
Total amount of dividends (millions of yen) 39,650
Dividend per share (yen) 22.00
Record date December 31, 2015
Effective date February 26, 2016

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

2) Dividends payable of which record date was inFor the year ended March 31, 2016, effective after the period2017

 

Resolution The Ordinary General Meeting of Shareholders on June 16, 2016
Type of shares Common shares
Resource for dividendRetained earnings
Total amount of dividends (millions of yen) 39,650
Dividend per share (yen) 22.00
Record date March 31, 2016
Effective date June 17, 2016
ResolutionThe Board of Directors Meeting on August 2, 2016
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateJune 30, 2016
Effective dateAugust 25, 2016
ResolutionThe Board of Directors Meeting on October 31, 2016
Type of sharesCommon shares
Total amount of dividends (millions of yen)39,650
Dividend per share (yen)22.00
Record dateSeptember 30, 2016
Effective dateNovember 29, 2016
ResolutionThe Board of Directors Meeting on February 3, 2017
Type of sharesCommon shares
Total amount of dividends (millions of yen)43,254
Dividend per share (yen)24.00
Record dateDecember 31, 2016
Effective dateFebruary 28, 2017

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

For the year ended March 31, 2018

Resolution

The Ordinary General Meeting of Shareholders on June 15, 2017

Type of shares

Common shares

Total amount of dividends (millions of yen)

43,254

Dividend per share (yen)

24.00

Record date

March 31, 2017

Effective date

June 16, 2017

Resolution

The Board of Directors Meeting on August 1, 2017

Type of shares

Common shares

Total amount of dividends (millions of yen)

43,254

Dividend per share (yen)

24.00

Record date

June 30, 2017

Effective date

August 25, 2017

Resolution

The Board of Directors Meeting on November 1, 2017

Type of shares

Common shares

Total amount of dividends (millions of yen)

43,254

Dividend per share (yen)

24.00

Record date

September 30, 2017

Effective date

November 29, 2017

Resolution

The Board of Directors Meeting on February 2, 2018

Type of shares

Common shares

Total amount of dividends (millions of yen)

44,456

Dividend per share (yen)

25.00

Record date

December 31, 2017

Effective date

February 28, 2018

2) Dividends payable of which record date was in the year ended March 31, 2018, effective after the period

Resolution

The Board of Directors Meeting on April 27, 2018

Type of shares

Common shares

Resource for dividend

Retained earnings

Total amount of dividends (millions of yen)

48,013

Dividend per share (yen)

27.00

Record date

March 31, 2018

Effective date

May 30, 2018

(20) Sales Revenue

Sales revenue for the years ended March 31, 2014, 20152016, 2017 and 20162018 consists of the following:

 

 Yen (millions)   Yen (millions) 
 2014 2015 2016   2016   2017   2018 

Sales of products

 ¥11,774,759   ¥12,465,112   ¥13,586,565    ¥13,586,565   ¥12,954,884   ¥14,198,906 

Revenue from financial services

  731,332    862,987    1,014,586     1,014,586    1,044,316    1,162,240 
 

 

  

 

  

 

   

 

   

 

   

 

 

Total

 ¥12,506,091   ¥13,328,099   ¥14,601,151    ¥14,601,151   ¥13,999,200   ¥15,361,146 
 

 

  

 

  

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(21) Research and Development

Research and development costs for the years ended March 31, 2014, 20152016, 2017 and 20162018 consist of the following:

 

 Yen (millions)   Yen (millions) 
 2014 2015 2016   2016 2017 2018 

Research and development expenditures incurred during the reporting period

 ¥625,698   ¥670,331   ¥719,810    ¥719,810  ¥659,918  ¥730,734 

Amount capitalized

  (153,043  (188,107  (190,992   (190,992 (121,037 (132,800

Amortization of capitalized development costs

       125,717         123,938         127,684     127,684  152,548  153,922 
 

 

  

 

  

 

   

 

  

 

  

 

 

Total

 ¥598,372   ¥606,162   ¥656,502    ¥656,502  ¥691,429  ¥751,856 
 

 

  

 

  

 

   

 

  

 

  

 

 

(22) Finance Income and Finance Costs

Finance income and finance costs for the years ended March 31, 2014, 20152016, 2017 and 20162018 consist of the following:

 

 Yen (millions)   Yen (millions) 
 2014 2015 2016   2016 2017 2018 

Interest income:

       

Financial assets measured at amortized cost

 ¥23,684   ¥26,024   ¥27,348    ¥27,348  ¥31,331  ¥39,645 

Financial assets measured at fair value through profit or loss

  388    1,013    1,120     1,120  1,058  1,546 
 

 

  

 

  

 

   

 

  

 

  

 

 

Total

  24,072           27,037           28,468     28,468  32,389  41,191 
 

 

  

 

  

 

   

 

  

 

  

 

 

Interest expense:

       

Financial liabilities measured at amortized cost

  (12,803  (18,194  (18,146   (18,146 (12,471 (12,970

Other, net:

       

Dividends received:

       

Financial assets measured at fair value through other comprehensive income

           3,960    3,417    3,955     3,955  4,922  4,708 

Financial assets measured at fair value through profit or loss

  45    86    3     3  11  15 

Gains (losses) on derivatives:

       

Financial assets and financial liabilities measured at fair value through profit or loss

  (34,225  (48,323  35,675     35,675  (51,416 67,132 

Gains (losses) on foreign exchange

  (9,297  75,413    (42,509   (42,509 21,902  (69,197

Other

  7,371    101    (1,373   (1,373 6,145  2,893 
 

 

  

 

  

 

   

 

  

 

  

 

 

Total

  (32,146  30,694    (4,249   (4,249 (18,436 5,551 
 

 

  

 

  

 

   

 

  

 

  

 

 

Total

 ¥(20,877 ¥39,537   ¥6,073    ¥6,073  ¥1,482  ¥33,772 
 

 

  

 

  

 

   

 

  

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(23) Income Taxes

(a) Income Tax Expense

Profit before income taxes and income tax expense for the years ended March 31, 2014, 20152016, 2017 and 20162018 consist of the following:

 

  Yen (millions) 
  2014  2015  2016 
  Japan  Foreign  Total  Japan  Foreign  Total  Japan  Foreign  Total 

Profit (loss) before income taxes

 ¥274,255   ¥659,648   ¥933,903   ¥216,757   ¥589,480   ¥806,237   ¥(88,987 ¥724,437   ¥635,450  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax expense (benefit):

         

Current taxes

  (3,251  210,774    207,523    13,022    173,702    186,724    (7,085  155,031    147,946  

Deferred taxes

  54,266    6,203    60,469    30,490    27,925    58,415    (767  81,913    81,146  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥51,015   ¥216,977   ¥267,992   ¥43,512   ¥201,627   ¥245,139   ¥(7,852 ¥236,944   ¥229,092  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

  Yen (millions) 
  2016  2017  2018 
  Japan  Foreign  Total  Japan  Foreign  Total  Japan  Foreign  Total 

Profit (loss) before income taxes

 ¥(88,987 ¥724,437  ¥635,450  ¥88,336  ¥918,650  ¥1,006,986  ¥126,915  ¥988,058  ¥1,114,973 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax expense (benefit):

         

Current taxes

  (7,085  155,031   147,946   9,072   187,077   196,149   (2,956  280,316   277,360 

Deferred taxes

  (767  81,913   81,146   21,425   110,018   131,443   25,149   (316,175  (291,026
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥(7,852 ¥236,944  ¥229,092  ¥30,497  ¥297,095  ¥327,592  ¥22,193  ¥(35,859 ¥(13,666
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

The statutory income tax rate in Japan for the years ended March 31, 2014, 20152016, 2017 and 20162018 was 37.9%32.5%, 35.130.4% and 32.5%30.4%, respectively. The foreign subsidiaries are subject to taxes based on income at rates ranging from 16.0% to 38.0%36.7%.

The Japanese statutory income tax rate for the years ended March 31, 2014, 20152016, 2017 and 20162018 differs from the average effective tax rate for the following reasons:

 

  2014 2015 2016   2016 2017 2018 

Statutory income tax rate*1

   37.9  35.1  32.5   32.5 30.4 30.4

Difference in statutory income tax rates of foreign subsidiaries

   (6.4  (2.6  (0.2   (0.2 0.0  (1.1

Effects of investments accounted for using the equity method

   (5.3  (4.2  (6.4   (6.4 (4.9 (6.7

Effects of undistributed earnings and withholding taxes on royalty

   5.1    3.1    8.9     8.9  6.1  7.0 

Changes in unrecognized deferred tax assets

   0.4    3.0    2.5     2.5  2.7  (0.2

Effects of income and expense not taxable and deductible for tax purpose

   (0.1  0.8    0.7     0.7  0.2  0.1 

Effects of tax credit

   (1.4  (5.6  (3.4   (3.4 (1.3 (2.1

Other adjustments relating to prior years

   0.4    (0.4  1.9     1.9  (0.2 0.3 

Adjustments for the uncertain tax positions on income taxes*2

   (3.2  0.2    0.2  

Transfer pricing tax refund*3

   —      —      (3.0

Adjustments for the changes in income tax laws

   0.4    (0.1  0.5  

Adjustments for the uncertain tax positions on income taxes

   0.2  0.3  0.7 

Transfer pricing tax refund*2

   (3.0 —    —   

Adjustments for the changes in income tax laws*3

   0.5  (0.1 (30.1

Other

   0.9    1.1    1.9     1.9  (0.7 0.5 
  

 

  

 

  

 

   

 

  

 

  

 

 

Average effective tax rate

   28.7  30.4  36.1   36.1 32.5 (1.2)% 
  

 

  

 

  

 

   

 

  

 

  

 

 

 

Explanatory notes:

 

*1

On March 20, 2014, the National Diet of Japan approved amendments to existing income tax laws and the Special Reconstruction Corporation Tax imposed on companies was abolished for fiscal years beginning on or after April 1, 2014. Upon the change in the laws, the statutory income tax rate in Japan for fiscal years beginning on or after April 1, 2014 was changed to approximately 35%. On March 31, 2015, the National Diet of Japan approved amendments to existing income tax laws. Upon the change in the laws, the statutory income tax rate in Japan was changed to approximately 33% for fiscal years beginning on or after April 1, 2015 and would be changed to approximately 32% for fiscal years beginning on or after April 1, 2016. On

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

March 29, 2016, the National Diet of Japan approved amendments to existing income tax laws. Upon the change in the laws, the statutory income tax rate in Japan for fiscal years beginning on and after April 1, 2016 was changed to approximately 30%.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

*2Due to the Company’s remeasurement based on technical merits regarding transfer pricing matters of overseas transactions between the Company and foreign joint ventures, the Company decreased a liability relating to a portion of uncertain tax positions for the year ended March 31, 2014.

*3In May 2015, the lawsuit related to transfer pricing involving the Company’s transactions with certain consolidated subsidiaries in Brazil was concluded, and it was ruled that the Company shall receive a tax refund with corresponding interest in Japan. As a result, income tax expense decreased by ¥19,145 million for the year ended March 31, 2016.

 

*3The Tax Cuts and Jobs Act (“the Act”) was enacted in the United States on December 22, 2017. Due to the Act, the federal corporate income tax rate in the United States applicable to the Company’s United States businesses was reduced from 35% to a blended rate of 31.55% for the fiscal year ended March 31, 2018 and to 21% from the fiscal year commencing on April 1, 2018. The Company has recognized impacts of the enactment of the Act, including a decrease in income tax expenses of ¥346,129 million, as a result of reevaluating deferred tax assets and liabilities in its consolidated subsidiaries in the United States based on the reduced federal corporate income tax rate, for the fiscal year ended March 31, 2018.

(b) Deferred Tax Assets and Deferred Tax Liabilities

The components by major factor in deferred tax assets and deferred tax liabilities as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015 2016   2017 2018 

Deferred tax assets:

      

Inventories

  ¥79,645   ¥80,615    ¥72,577  ¥66,801 

Accrued expenses

   77,419    72,125     85,353  67,410 

Provisions

   144,899    230,661     171,172  121,898 

Property, plant and equipment

   40,587    33,912     30,031  26,803 

Intangible assets

   23,159    21,705     24,285  19,167 

Retirement benefit liabilities

   178,962    193,412     144,924  92,272 

Carryforward of unused tax losses

   41,216    33,013     46,951  36,732 

Carryforward of unused tax credit

   33,297    18,748     25,223  33,743 

Other

   118,043    131,399     127,764  126,079 
  

 

  

 

   

 

  

 

 

Total

  ¥737,227   ¥815,590    ¥728,280  ¥590,905 
  

 

  

 

   

 

  

 

 

Deferred tax liabilities:

      

Property, plant and equipment

  ¥94,407   ¥104,687    ¥120,191  ¥85,606 

Intangible assets

   192,540    200,391     188,245  177,899 

Other financial assets

   43,484    33,157     44,536  42,886 

Finance leases

   29,131    29,070     31,066  33,878 

Operating leases

   867,718    921,697     1,004,017  641,134 

Undistributed earnings

   46,688    50,839     45,723  58,630 

Other

   69,600    84,751     73,443  51,256 
  

 

  

 

   

 

  

 

 

Total

  ¥1,343,568   ¥1,424,592    ¥1,507,221  ¥1,091,289 
  

 

  

 

   

 

  

 

 

Net deferred tax assets (liabilities)

  ¥(606,341 ¥(609,002  ¥(778,941 ¥(500,384
  

 

  

 

   

 

  

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

The changes in deferred tax assets and deferred tax liabilities recognized as income tax expense in the consolidated statements of income for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

   Yen (millions) 
   2014  2015  2016 

Inventories

  ¥11,186   ¥(17,791 ¥(1,737

Provisions

   (14,593  (35,054  (95,477

Property, plant and equipment

   2,939    13,800    23,520  

Retirement benefit liabilities

   32,393    8,075    1,752  

Operating leases

   12,823    50,899    115,217  

Undistributed earnings

   1,628    9,632    6,796  

Carryforward of unused tax losses

   34,455    22,150    6,339  

Carryforward of unused tax credit

   (12,427  (3,311  13,341  

Other

   (7,935  10,015    11,395  
  

 

 

  

 

 

  

 

 

 

Total

  ¥60,469   ¥58,415   ¥81,146  
  

 

 

  

 

 

  

 

 

 

   Yen (millions) 
   2016  2017  2018 

Inventories

  ¥(1,737 ¥7,886  ¥5,541 

Provisions

   (95,477  49,864   45,492 

Property, plant and equipment

   23,520   19,551   (27,520

Retirement benefit liabilities

   1,752   16,212   (623

Operating leases

   115,217   83,414   (328,950

Undistributed earnings

   6,796   (3,704  12,655 

Carryforward of unused tax losses

   6,339   (13,346  9,226 

Carryforward of unused tax credit

   13,341   (6,394  (10,300

Other

   11,395   (22,040  3,453 
  

 

 

  

 

 

  

 

 

 

Total

  ¥81,146  ¥131,443  ¥(291,026
  

 

 

  

 

 

  

 

 

 

Honda considers the probability that a portion of, or all of, the deductible temporary differences, carryforward of unused tax losses and carryforward of unused tax credit can be utilized against future taxable profits in the recognition of deferred tax assets. In assessing recoverability of deferred tax assets, management considers the scheduled reversal of deferred tax liabilities, projected future taxable profit and tax planning strategies. Based upon the level of historical taxable profit and projections for future taxable profit over the periods for which the deferred tax assets are deductible, management believes it is probable that Honda will utilize the benefits of these deferred tax assets as of March 31, 20152017 and 2016.2018. Uncertainty of estimates of future taxable profit could increase due to changes in the economic environment surrounding Honda, effects by market conditions, effects of currency fluctuations or other factors. Deferred tax assets recognized by entities that have suffered a loss in either the preceding or current or preceding period is ¥82,593are ¥32,111 million and ¥21,911 million as of March 31, 2016.

2017 and 2018, respectively.

Deductible temporary differences, carryforward of unused tax losses and carryforward of unused tax credit for which deferred tax assets are not recognized as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Deductible temporary differences

  ¥281,560    ¥279,347  

Carryforward of unused tax losses

   199,204     206,472  

Carryforward of unused tax credit

   24,632     17,833  

   Yen (millions) 
   2017   2018 

Deductible temporary differences

  ¥ 298,933   ¥ 301,349 

Carryforward of unused tax losses

   226,977    218,783 

Carryforward of unused tax credit

   20,211    6,202 

The components by expiry of the carryforward of unused tax losses for which deferred tax assets are not recognized as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Within 1 year

  ¥—      ¥1,083    ¥25   ¥3,755 

Between 1 and 5 years

   25,571     56,603     83,751    86,277 

Between 5 and 20 years

   56,609     46,979     73,431    56,605 

Indefinite periods

   117,024     101,807     69,770    72,146 
  

 

   

 

   

 

   

 

 

Total

  ¥199,204    ¥206,472    ¥ 226,977   ¥ 218,783 
  

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

The components by expiry of the carryforward of unused tax creditscredit for which deferred tax assets are not recognized as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Within 1 year

  ¥—      ¥—    

Between 1 and 5 years

   15,242     2,217  

Between 5 and 20 years

   9,390     15,616  

Indefinite periods

   —       —    
  

 

 

   

 

 

 

Total

  ¥24,632    ¥17,833  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Within 1 year

  ¥—     ¥541 

Between 1 and 5 years

   2,304    1,727 

Between 5 and 20 years

   17,907    3,934 

Indefinite periods

   —      —   
  

 

 

   

 

 

 

Total

  ¥20,211   ¥6,202 
  

 

 

   

 

 

 

The aggregate amounts of temporary differences relating to investments in subsidiaries and interests in joint ventures for which deferred tax liabilities are not recognized as of March 31, 20152017 and 20162018 are ¥4,164,009¥4,417,892 million and ¥4,142,632¥4,709,772 million, respectively.

(24) Earnings Per Share

Earnings per share attributable to owners of the parent for the years ended March 31, 2014, 20152016, 2017 and 20162018 are calculated based on the following information. There were no potentially dilutive potential common shares outstanding for the years ended March 31, 2014, 20152016, 2017 and 2016.2018.

 

  2014   2015   2016   2016   2017   2018 

Profit for the year attributable to owners of the parent (millions of yen)

  ¥624,703    ¥509,435    ¥344,531    ¥344,531   ¥616,569   ¥1,059,337 

Weighted average number of common shares outstanding, basic (shares)

   1,802,294,383     1,802,289,321     1,802,285,138     1,802,285,138    1,802,282,093    1,793,088,970 

Basic earnings per share attributable to owners of the parent (yen)

  ¥346.62    ¥282.66    ¥191.16    ¥191.16   ¥342.10   ¥590.79 

(25) Financial Risk Management

(a) Risk Management

Honda has manufacturing operations throughout the world and sells products and components to various countries. In the course of these activities, Honda holds trade receivables arising from business activities, receivables from financial services, trade payables and financing liabilities, and is thus exposed to market risk, credit risk and liquidity risk associated with the holding of such financial instruments.

These risks are evaluated by Honda through periodic monitoring.

(b) Market Risk

Honda is exposed to the risk that the fair value or future cash flows of a financial instrument fluctuates because of changes in foreign currency exchange rates and interest rates.

Honda uses derivatives that consist mainly of foreign currency forward exchange contracts, foreign currency option contracts, currency swap agreements and interest rate swap agreements to reduce primarily the risk that future cash flows of a financial instrument fluctuates because of changes in foreign currency exchange rates and interest rates.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Derivatives are used within the scope of actual demand, in accordance with risk management policies. In addition, Honda does not hold any derivatives for trading purpose.

1) Foreign currency exchange rate risk

Honda has manufacturing operations throughout the world and exports products and components to various countries. Honda purchases materials and components and sells its products and components in foreign currencies. Therefore, currency fluctuations may affect Honda’s profit and the value of the financial instruments it holds.

Foreign currency forward exchange contracts and foreign currency option contracts are used to hedge currency risk of transactions denominated in foreign currencies (principally U.S. dollars).

(Foreign currency exchange rate risk sensitivity analysis)

Sensitivity analysis of Honda’s foreign currency exchange rate risk associated with holding financial instruments as of March 31, 20152017 and 20162018 is as follows.

The following scenario demonstrates the impact of a 1% appreciation of the Japanese yen against the U.S. dollar on profit before income taxes, holding all variables other than the foreign currency exchange rate constant.

 

   Yen (millions) 
   2015  2016 

Impact on profit before income taxes

  ¥(895 ¥(736
   Yen (millions) 
   2017   2018 

Impact on profit before income taxes

  ¥   (915)   ¥   (829) 

2) Interest rate risk

Honda is exposed to market risk for changes in interest rates related primarily to its debt obligations and receivables from financial services. In addition to short-term financing such as commercial paper, Honda has long-term debt with both fixed and floating rates. Honda’s receivables from financial services primarily use fixed rates. Interest rate swap agreements are mainly used to manage interest rate risk exposure of receivables from financial services and to match finance costs with finance income. Currency swap agreements used among different currencies, also serve to hedge foreign currency exchange risk as well as interest rate risk.

(Interest rate risk sensitivity analysis)

Sensitivity analysis of Honda’s interest rate risk associated with holding financial instruments as of March 31, 20152017 and 20162018 is as follows.

The following scenario demonstrates the impact of a 100 basis point rise in interest rates on profit before income taxes, holding all variables other than interest rates constant.

 

   Yen (millions) 
   2015   2016 

Impact on profit before income taxes

  ¥3,781    ¥(4,879
   Yen (millions) 
   2017  2018 

Impact on profit before income taxes

  ¥(16,611  ¥  (1,569) 

3) Equity price risk

Honda is exposed to equity price risk as a result of its holdings of marketable equity securities. Marketable equity securities are held for purposes other than trading, and are mainly classified into financial assets measured at fair value through other comprehensive income.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(c) Credit Risk

Honda is exposed to the risk that one party to a financial instrument causes a financial loss for the other party by failing to discharge an obligation. Honda reduces the risk of financial assets other than derivatives in accordance with credit administration rules. Honda reduces the risk of derivatives by limiting the counterparties to major international banks and financial institutions that meet the internally established credit guidelines.

The credit risk is mainly in receivables from financial services. Credit risk of the portfolio of consumer finance receivables can be affected by general economic conditions. Adverse changes such as a rise in unemployment rates can increase the likelihood of defaults. Declines in used vehicle prices can reduce the amount of recoveries on repossessed collaterals. The finance subsidiaries of the Company manage exposures to credit risk in consumer finance receivables by monitoring and adjusting underwriting standards, which affect the level of credit risk that Honda assumes, pricing contracts for expected losses, and focusing collection efforts to minimize losses.

Credit risk on dealer finance receivables is affected primarily by the financial strength of the dealers within the portfolio, the value of collateral securing the financings, and economic and market factors that could affect the creditworthiness of dealers. The finance subsidiaries of the Company manage exposures to credit risk in dealer finance receivables by performing comprehensive reviews of dealers prior to establishing financing arrangements and continuously monitoring the payment performance and creditworthiness of these dealers.

At the finance subsidiaries of the Company in North America, consumer finance receivables are charged off when they become 120 days past due or earlier if they have been specifically identified as uncollectible. Dealer finance receivables are charged off when they have been individually identified as uncollectible. At the finance subsidiaries of the Company in other areas except for North America, finance receivables are charged off when they have been identified as substantially uncollectible according to the internal standards of each subsidiary.

1) Aging analysis of receivables from financial services

At the finance subsidiaries of the Company in North America, consumer finance receivables are considered delinquent if more than 10% of a monthly scheduled payment is contractually past due on a cumulative basis. Dealer finance receivables are considered delinquent when any principal payments are past due. At the finance subsidiaries of the Company in other areas except for North America, finance receivables are considered delinquent when any principal payments are past due.

The analysis of the age of receivables from financial services that are past due as of March 31, 20152017 and 20162018 is as follows:

 

  Yen (millions)   Yen (millions) 

As of March 31, 2015

  Less than 30 days
past due
   30-59 days
past due
   60-89 days
past due
   90 days and
greater
past due
   Total 

As of March 31, 2017

  Less than 30 days
past due
   30-59 days
past due
   60-89 days
past due
   90 days and
greater
past due
   Total 

Consumer finance receivables:

                    

Retail

  ¥182,205    ¥26,100    ¥3,717    ¥4,433    ¥216,455    ¥162,876   ¥26,934   ¥4,677   ¥4,455   ¥198,942 

Finance lease

   3,402     1,039     183     340     4,964     1,776    395    112    142    2,425 

Dealer finance receivables:

                    

Wholesale

   17,776     61     39     236     18,112     13,420    200    49    166    13,835 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥203,383    ¥27,200    ¥3,939    ¥5,009    ¥239,531    ¥178,072   ¥27,529   ¥4,838   ¥4,763   ¥215,202 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

  Yen (millions)   Yen (millions) 

As of March 31, 2016

  Less than 30 days
past due
   30-59 days
past due
   60-89 days
past due
   90 days and
greater
past due
   Total 

As of March 31, 2018

  Less than 30 days
past due
   30-59 days
past due
   60-89 days
past due
   90 days and
greater
past due
   Total 

Consumer finance receivables:

                    

Retail

  ¥187,568    ¥30,246    ¥5,269    ¥4,428    ¥227,511    ¥174,649   ¥29,692   ¥5,683   ¥3,930   ¥213,954 

Finance lease

   2,657     713     148     144     3,662     858    218    41    93    1,210 

Dealer finance receivables:

                    

Wholesale

   16,437     170     42     475     17,124     16,843    858    103    79    17,883 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥206,662    ¥31,129    ¥5,459    ¥5,047    ¥248,297    ¥192,350   ¥30,768   ¥5,827   ¥4,102   ¥233,047 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

2) Credit quality indicators

The collection experience of consumer finance receivables provides an indication of the credit quality of consumer finance receivables. The likelihood of accounts being charged off becomes significantly higher once an account becomes 60 days delinquent. Accordingly, the finance subsidiaries of the Company classify their portfolios of consumer finance receivables into groups the finance subsidiaries of the Company consider to be performing and nonperforming. Accounts that are delinquent for 60 days or greater are included in the nonperforming group and all other accounts are considered to be performing.

A credit quality indicator for dealer finance receivables is the internal risk ratings for the dealerships. Dealerships are assigned an internal risk rating based primarily on their financial condition. At a minimum, risk ratings for dealerships are updated annually and more frequently for dealerships with weaker risk ratings.

3) Maximum exposure to credit risk

The maximum exposure to credit risk at the end of each reporting period, with the exception of the guarantees stated in note 28 is the carrying amount of Honda’s financial assets.

(d) Liquidity Risk

Honda raises funds by commercial paper, bank loans, medium-term notes, corporate bonds and securitization of finance receivables. Honda is exposed to the liquidity risk that Honda would not be able to repay liabilities on the due date due to the deterioration of the financing environment.

Exposure to liquidity risk is managed by maintaining sufficient capital resources, a sufficient level of liquidity and a sound balance sheet. Honda meets its working capital targets primarily through cash generated by business operations and bank loans. Honda funds financial programs for customers and dealers primarily from commercial paper, bank loans, medium-term notes, corporate bonds and securitization of finance receivables.

The unused portions of the credit facility of Honda’s commercial paper and medium-term note programs as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Commercial paper

  ¥730,641    ¥801,487    ¥767,516   ¥660,740 

Medium-term notes

   2,320,077     1,692,548     2,979,309    1,923,587 
  

 

   

 

   

 

   

 

 

Total

  ¥3,050,718    ¥2,494,035    ¥3,746,825   ¥2,584,327 
  

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Honda is authorized to obtain financing at prevailing interest rates under these programs.

Honda is aware of the possibility that various factors, such as recession-induced market contraction and financial and foreign exchange market volatility may adversely affect liquidity. For this reason, Honda has sufficient committed lines of credit that serve as alternative liquidity for the commercial paper issued regularly to replace debt.

The unused portions of the committed lines of credit extended by financial institutions to Honda as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Commercial paper programs

  ¥1,166,509    ¥1,100,840  

Other

   63,151     61,703  
  

 

 

   

 

 

 

Total

  ¥1,229,660    ¥1,162,543  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Commercial paper programs

  ¥1,090,406   ¥1,047,551 

Other

   58,924    59,502 
  

 

 

   

 

 

 

Total

  ¥1,149,330   ¥1,107,053 
  

 

 

   

 

 

 

Borrowings under those committed lines of credit generally are available at the prime interest rate.

Maturity analysis of financial liabilities

1)Non-derivative financial liabilities

Non-derivative financial liabilities by maturity as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 

As of March 31, 2015

  Carrying amount   Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

As of March 31, 2017

  Carrying amount   Within 1 year   Between
1 and 5 years
   Later than
5 years
   Total contractual
cash flows
 

Trade payables

  ¥1,157,738    ¥1,157,738    ¥—      ¥—      ¥1,157,738    ¥1,183,344   ¥1,183,344   ¥—     ¥—     ¥1,183,344 

Financing liabilities

   6,759,839     2,910,762     3,906,753     171,118     6,988,633     6,809,118    2,883,047    3,763,441    443,776    7,090,264 

Accrued expenses

   377,372     377,372     —       —       377,372     417,736    417,736    —      —      417,736 

Other financial liabilities

   123,334     68,198     41,926     15,154     125,278     111,949    67,329    33,196    11,887    112,412 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥8,418,283    ¥4,514,070    ¥3,948,679    ¥186,272    ¥8,649,021    ¥8,522,147   ¥4,551,456   ¥3,796,637   ¥455,663   ¥8,803,756 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

  Yen (millions)   Yen (millions) 

As of March 31, 2016

  Carrying amount   Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

As of March 31, 2018

  Carrying amount   Within 1 year   Between
1 and 5 years
   Later than
5 years
   Total contractual
cash flows
 

Trade payables

  ¥1,128,041    ¥1,128,041    ¥—      ¥—      ¥1,128,041    ¥1,224,627   ¥1,224,627   ¥—     ¥—     ¥1,224,627 

Financing liabilities

   6,526,248     2,873,706     3,620,478     261,980     6,756,164     6,799,010    3,030,934    3,784,440    283,459    7,098,833 

Accrued expenses

   384,614     384,614     —       —       384,614     404,719    404,719    —      —      404,719 

Other financial liabilities

   105,226     57,828     35,619     12,317     105,764     122,624    66,457    32,380    24,498    123,335 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥8,144,129    ¥4,444,189    ¥3,656,097    ¥274,297    ¥8,374,583    ¥8,550,980   ¥4,726,737   ¥3,816,820   ¥307,957   ¥8,851,514 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

2) Derivative financial liabilities

Derivative financial liabilities by maturity as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 

As of March 31, 2015

  Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

As of March 31, 2017

  Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

Derivative financial liabilities

  ¥29,581    ¥26,547    ¥1    ¥56,129    ¥11,576   ¥59,810   ¥19,063   ¥90,449 
  Yen (millions)   Yen (millions) 

As of March 31, 2016

  Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

As of March 31, 2018

  Within 1 year   Between 1 and 5 years   Later than 5 years   Total contractual
cash flows
 

Derivative financial liabilities

  ¥16,664    ¥21,895    ¥2,252    ¥40,811    ¥17,162   ¥42,529   ¥3,057   ¥62,748 

(26) Fair Value

(a) Definition of Fair Value Hierarchy

Honda uses a three-level hierarchy when measuring fair value. The following is a description of the three hierarchy levels:

 

 Level 1Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date

 

 Level 2Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly

 

 Level 3Unobservable inputs for the assets or liabilities

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest input that is significant to the fair value measurement in its entirety. Honda recognizes the transfers between the levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

(b) Method of Fair Value Measurement

The fair values of assets and liabilities are determined based on relevant market information and through the use of an appropriate valuation method.

The measurement methods and assumptions used in the measurement of assets and liabilities are as follows:

(Cash and cash equivalents, trade receivables and trade payables)

The fair values approximate their carrying amounts due to their short-term maturities.

(Receivables from financial services)

The fair value of receivables from financial services is measured primarily by discounting future cash flows using the current interest rates applicable for these receivables of similar remaining maturities. Fair value measurement for receivables from financial services is classified as Level 3.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(Debt securities)

Debt securities consist mainly of mutual funds, corporate bonds, local bonds and auction rate securities.

The fair value of mutual funds with an active market is measured by using quoted market prices. Fair value measurement for mutual funds with an active market is classified as Level 1.

The fair values of corporate bonds and local bonds are measured based on proprietary pricing models provided by specialists and/or market makers and the models obtain a wide array of market observable inputs such as credit ratings and discount rates. Fair value measurements for corporate bonds and local bonds are classified as Level 2.

The subsidiary’s auction rate securities are A to AAA rated and are insured by qualified guarantee agencies, and reinsured by the Secretary of Education and the United States government, and guaranteed at approximately 95% by the United States government. To measure fair value of auction rate securities, Honda uses athird-party-developed valuation model which obtains a wide array of market observable inputs, as well as unobservable inputs including probability of passing or failing auction at each auction. Fair value measurement for auction rate securities is classified as Level 3.

(Equity securities)

The fair value of equity securities with an active market is measured by using quoted market prices. Fair value measurement for equity securities with an active market is classified as Level 1.

The fair value of equity securities with no active market is measured mainly by using the comparable company valuation method and other appropriate valuation methods. Fair value measurement for equity securities with no active market is classified as Level 3.

Price book-value ratio (PBR) of a comparable company are used as a significant unobservable input in the fair value measurement of equity securities classified as Level 3. The fair value increases (decreases) as PBR of a comparable company rise (decline). Such fair value measurements are conducted in accordance with the group accounting policy approved by the appropriate person of authority and based upon valuation methods determined by a valuator.valuator such as personnel in accounting divisions of Honda.

(Derivatives)

Derivatives consist mainly of foreign currency forward exchange contracts, foreign currency option contracts, currency swap agreements and interest rate swap agreements.

The fair values of foreign currency forward exchange contracts and foreign currency option contracts are measured by using market observable inputs such as spot exchange rates, discount rates and implied volatility. The fair values of currency swap agreements and interest rate swap agreements are measured by discounting future cash flows using market observable inputs such as LIBOR rates, swap rates, and foreign exchange rates. Fair value measurements for these derivatives are classified as Level 2.

The credit risk of the counterparties is considered in the valuation of derivatives.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

(Financing liabilities)

The fair value of financing liabilities is measured by discounting future cash flows using interest rates currently available for liabilities of similar terms and remaining maturities. Fair value measurement of financing liabilities is mainly classified as Level 2.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(c) Assets and Liabilities Measured at Fair Value on a recurring basis

Assets and liabilities measured at fair value on a recurring basis as of March 31, 20152017 and 20162018 consist of the following:

 

   Yen (millions) 

As of March 31, 2015

  Level 1   Level 2   Level 3   Total 

Other financial assets:

        

Financial assets measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—      ¥6,199    ¥—      ¥6,199  

Interest rate instruments

   —       28,399     —       28,399  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —       34,598     —       34,598  
  

 

 

   

 

 

   

 

 

   

 

 

 

Debt securities

   17,665     33,481     8,172     59,318  

Financial assets measured at fair value through other comprehensive income:

        

Equity securities

   170,641     —       14,242     184,883  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥188,306    ¥68,079    ¥22,414    ¥278,799  
  

 

 

   

 

 

   

 

 

   

 

 

 

Other financial liabilities:

        

Financial liabilities measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—      ¥33,429    ¥—      ¥33,429  

Interest rate instruments

   —       14,099     —       14,099  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —       47,528     —       47,528  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥—      ¥47,528    ¥—      ¥47,528  
  

 

 

   

 

 

   

 

 

   

 

 

 

                                                                        
   Yen (millions) 

As of March 31, 2017

  Level 1   Level 2   Level 3   Total 

Other financial assets:

        

Financial assets measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—     ¥8,850   ¥—     ¥8,850 

Interest rate instruments

   —      26,663    —      26,663 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —      35,513    —      35,513 
  

 

 

   

 

 

   

 

 

   

 

 

 

Debt securities

   24,096    38,988    5,610    68,694 

Financial assets measured at fair value through other comprehensive income:

        

Equity securities

   177,339    —      11,318    188,657 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥201,435   ¥74,501   ¥16,928   ¥292,864 
  

 

 

   

 

 

   

 

 

   

 

 

 

Other financial liabilities:

        

Financial liabilities measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—     ¥33,483   ¥—     ¥33,483 

Interest rate instruments

   —        21,593    —      21,593 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —      55,076    —      55,076 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥—     ¥55,076   ¥—     ¥55,076 
  

 

 

   

 

 

   

 

 

   

 

 

 

There were no transfers between Level 1 and Level 2 for the year ended March 31, 2015.2017.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

  Yen (millions) 

As of March 31, 2016

 Level 1  Level 2  Level 3  Total 

Other financial assets:

    

Financial assets measured at fair value through profit or loss:

    

Derivatives

    

Foreign exchange instruments

 ¥—     ¥19,390   ¥—     ¥19,390  

Interest rate instruments

  —      30,632    —      30,632  
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

  —      50,022    —      50,022  
 

 

 

  

 

 

  

 

 

  

 

 

 

Debt securities

  17,790    33,684    5,521    56,995  

Financial assets measured at fair value through other comprehensive income:

    

Equity securities

  142,943    —      10,370    153,313  
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥160,733   ¥83,706   ¥15,891   ¥260,330  
 

 

 

  

 

 

  

 

 

  

 

 

 

Other financial liabilities:

    

Financial liabilities measured at fair value through profit or loss:

    

Derivatives

    

Foreign exchange instruments

 ¥—     ¥19,102   ¥—     ¥19,102  

Interest rate instruments

  —      13,236    —      13,236  
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

  —      32,338    —      32,338  
 

 

 

  

 

 

  

 

 

  

 

 

 

Total

 ¥—     ¥32,338   ¥—     ¥32,338  
 

 

 

  

 

 

  

 

 

  

 

 

 

                                                                        
   Yen (millions) 

As of March 31, 2018

  Level 1   Level 2   Level 3   Total 

Other financial assets:

        

Financial assets measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—     ¥38,926   ¥—     ¥38,926 

Interest rate instruments

   —      49,419    —      49,419 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —      88,345    —      88,345 
  

 

 

   

 

 

   

 

 

   

 

 

 

Debt securities

   26,763    37,860    5,206    69,829 

Financial assets measured at fair value through other comprehensive income:

        

Equity securities

   198,011    —      12,671    210,682 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥224,774   ¥126,205   ¥17,877   ¥368,856 
  

 

 

   

 

 

   

 

 

   

 

 

 

Other financial liabilities:

        

Financial liabilities measured at fair value through profit or loss:

        

Derivatives

        

Foreign exchange instruments

  ¥—     ¥16,417   ¥—     ¥16,417 

Interest rate instruments

   —      36,369    —      36,369 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   —      52,786    —      52,786 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  ¥—     ¥52,786   ¥—     ¥52,786 
  

 

 

   

 

 

   

 

 

   

 

 

 

There were no transfers between Level 1 and Level 2 for the year ended March 31, 2016.

2018.

The changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the years ended March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 

For the year ended March 31, 2015

  Debt securities Equity securities 

Balance as of April 1, 2014

  ¥6,999   ¥13,156  

For the year ended March 31, 2017

  Debt securities Equity securities 

Balance as of April 1, 2016

  ¥5,521  ¥10,370 
  

 

  

 

   

 

  

 

 

Total gains or losses:

      

Profit or loss

   16    —       108   —   

Other comprehensive income

   —      2,333     —    187 

Purchases

   —      1     —    1,120 

Sales

   —      (1,353   —    (168

Exchange differences on translating foreign operations

   1,157    105     (19 (191
  

 

  

 

   

 

  

 

 

Balance as of March 31, 2015

  ¥8,172   ¥14,242  

Balance as of March 31, 2017

  ¥5,610  ¥11,318 
  

 

  

 

   

 

  

 

 

Unrealized gains or losses included in profit or loss on assets held at March 31, 2015

  ¥16   ¥—    

Unrealized gains or losses included in profit or loss on assets held at March 31, 2017

  ¥108  ¥—   

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

  Yen (millions)   Yen (millions) 

For the year ended March 31, 2016

  Debt securities Equity securities 

Balance as of April 1, 2015

  ¥8,172   ¥14,242  

For the year ended March 31, 2018

  Debt securities Equity securities 

Balance as of April 1, 2017

  ¥5,610  ¥11,318 
  

 

  

 

   

 

  

 

 

Total gains or losses:

      

Profit or loss

   (120  —       111  —   

Other comprehensive income

   —      (1,957   —    (323

Purchases

   —      —       —    1,833 

Sales

   (2,163  (1,530   (222 (107

Exchange differences on translating foreign operations

   (368  (385   (293 (50
  

 

  

 

   

 

  

 

 

Balance as of March 31, 2016

  ¥5,521   ¥10,370  

Balance as of March 31, 2018

  ¥5,206  ¥12,671 
  

 

  

 

   

 

  

 

 

Unrealized gains or losses included in profit or loss on assets held at March 31, 2016

  ¥(120 ¥—    

Unrealized gains or losses included in profit or loss on assets held at March 31, 2018

  ¥111  ¥—   

 

Explanatory notes:

 

1.Gains or losses included in profit or loss for the years ended March 31, 20152017 and 20162018 are included in other, net in finance income and finance costs in the consolidated statements of income.
2.Gains or losses included in other comprehensive income for the years ended March 31, 20152017 and 20162018 are included in net changes in revaluation of financial assets measured at fair value through other comprehensive income in the consolidated statements of comprehensive income.

(d) Financial Assets and Financial Liabilities measured at amortized cost

The carrying amounts and fair values of financial assets and financial liabilities measured at amortized cost as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 
   Carrying
amount
   Fair value   Carrying
amount
   Fair value 

Receivables from financial services

  ¥5,683,605    ¥5,714,504    ¥5,008,068    ¥5,007,065  

Debt securities

   18,231     18,235     40,670     40,670  

Financing liabilities

   6,759,839     6,825,427     6,526,248     6,579,620  

   Yen (millions) 
   2017   2018 
   Carrying
amount
   Fair value   Carrying
amount
   Fair value 

Receivables from financial services

  ¥4,949,553   ¥4,952,670   ¥4,958,063   ¥4,935,772 

Debt securities

   68,263    68,264    104,286    104,284 

Financing liabilities

   6,809,118    6,841,558    6,799,010    6,795,675 

The table does not include financial assets and financial liabilities measured at amortized cost whose fair values approximate their carrying amounts.

(e) Assets and Liabilities Measured at Fair Value on a non-recurring basis

Honda did not have significant assets and liabilities measured at fair value on a nonrecurring basis as of March 31, 2015. For the year ended March 31, 2016, the Company measured certain investments accounted for using the equity method at fair value on a nonrecurring basis due to the recognition of impairment losses (note 10). As of March 31, 2016, the carrying amounts of investments accounted for using the equity method measured at fair value on a nonrecurring basis are ¥62,706 million and are measured by using quoted market prices. Fair value measurements for the investments are classified as Level 1.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(27) Offsetting of Financial Assets and Financial Liabilities

The offsetting information regarding financial assets and financial liabilities as of March 31, 20152017 and 20162018 is as follows:

 

  Yen (millions) 

As of March 31, 2015

 Gross amounts of
recognized financial
assets and financial
liabilities
  Amounts offset in the
consolidated
statements of
financial position
  Net amounts presented
in the consolidated
statements of financial
position
  Amounts not offset due to not
meeting offsetting criteria
despite being subject to a
master netting agreement or
similar agreement
  Net Amounts 

Other financial assets

     

Derivatives

 ¥34,598   ¥—     ¥34,598   ¥(11,603 ¥22,995  

Other financial liabilities

     

Derivatives

  47,528    —      47,528    (11,603  35,925  
   Yen (millions) 

As of March 31, 2016

 Gross amounts of
recognized financial
assets and financial
liabilities
  Amounts offset in the
consolidated
statements of
financial position
  Net amounts presented
in the consolidated
statements of financial
position
  Amounts not offset due to not
meeting offsetting criteria
despite being subject to a
master netting agreement or
similar agreement
  Net Amounts 

Other financial assets

     

Derivatives

 ¥50,022   ¥—     ¥50,022   ¥(14,423 ¥35,599  

Other financial liabilities

     

Derivatives

  32,338    —      32,338    (14,423  17,915  

  Yen (millions) 

As of March 31, 2017

 Gross amounts of
recognized financial
assets and financial
liabilities
  Amounts offset
in the consolidated
statements of
financial position
  Net amounts presented
in the consolidated
statements of
financial position
  Amounts not offset due to not
meeting offsetting criteria
despite being subject to  a
master netting agreement or
similar agreement
  Net Amounts 

Other financial assets

     

Derivatives

 ¥35,513  ¥—    ¥35,513  ¥(20,082 ¥15,431 

Other financial
liabilities

     

Derivatives

  55,076   —     55,076   (20,082  34,994 
  Yen (millions) 

As of March 31, 2018

 Gross amounts of
recognized financial
assets and financial
liabilities
  Amounts offset
in the consolidated
statements of
financial position
  Net amounts presented
in the consolidated
statements of
financial position
  Amounts not offset due to not
meeting offsetting criteria
despite being subject to  a
master netting agreement or
similar agreement
  Net Amounts 

Other financial assets

     

Derivatives

 ¥88,345  ¥—    ¥88,345  ¥(39,415 ¥48,930 

Other financial
liabilities

     

Derivatives

  52,786   —     52,786   (39,415  13,371 

Generally, theset-off rights on financial instruments that do not meet the offsetting criteria for offsetting financial assets and financial liabilities become enforceable only under special circumstances, such as when the counterparty can no longer fulfill its obligations due to bankruptcy and other reasons.

(28) Commitments and Contingent Liabilities

(a) Commitments

1) Purchase commitments

Commitments for purchases of property, plant and equipment and other commitments as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Commitments for purchases of property, plant and equipment and other commitments

  ¥131,843    ¥98,584  
   Yen (millions) 
   2017   2018 

Commitments for purchases of property, plant and equipment and other commitments

  ¥  84,095   ¥  71,188 

2)Non-cancellable lease commitments

Honda is the lessee under several operating leases, primarily for office and other facilities, and certain office equipment.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

Future minimum lease payments undernon-cancelable operating leases that have initial or remaining lease terms in excess of one year as of March 31, 20152017 and 20162018 are as follows:

 

   Yen (millions) 
   2015   2016 

Within 1 year

  ¥  21,178    ¥  18,263  

Between 1 and 5 years

   40,912     31,715  

Later than 5 years

   31,448     24,485  
  

 

 

   

 

 

 

Total

  ¥93,538    ¥74,463  
  

 

 

   

 

 

 

   Yen (millions) 
   2017   2018 

Within 1 year

  ¥  16,722   ¥  17,126 

Between 1 and 5 years

   32,289    35,577 

Later than 5 years

   19,662    22,784 
  

 

 

   

 

 

 

Total

  ¥68,673   ¥75,487 
  

 

 

   

 

 

 

Lease payments under operating leases recognized as expenses for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

   Yen (millions) 
   2014   2015   2016 

Lease payments under operating leases recognized as expenses

  ¥  33,681    ¥  37,163    ¥  32,934  
   Yen (millions) 
   2016   2017   2018 

Lease payments under operating leases recognized as expenses

  ¥  32,934   ¥  32,030   ¥  35,180 

(b) Guarantees

Honda has entered into various guarantee agreements, which mainly consist of loan commitments to dealers and guarantees of bank loans of employees for their housing costs. The undiscounted maximum amount of potential payment for Honda’s major guarantee obligations as of March 31, 20152017 and 20162018 is as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Loan commitments

  ¥138,995    ¥125,621    ¥120,554   ¥112,798 

Guarantee of employee loans

  ¥22,157    ¥19,125    ¥16,146   ¥13,871 

1) Loan commitments

Honda maintains unused balances on committed lines to dealers based on loan commitment contracts. Although committed lines have been extended, they will not necessarily be withdrawn, as certain contracts contain terms and conditions of withdrawal that require screening of the obligor’s credit standing.

2) Guarantee of employee loans

Honda guarantees the bank loans of employees for their housing costs. If an employee defaults on his/her loan payments, Honda is required to perform under the guarantee. As of March 31, 2016,2018, no amount has been accrued for any estimated losses under the obligations, as it is probable that the employees will be able to make all scheduled payments.

(c) Claims and Lawsuits

Honda is subject to potential liability under various lawsuits and claims. Honda recognizes a provision for loss contingencies when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Honda reviews these pending lawsuits and claims periodically and adjusts the amounts recognized for these contingent liabilities, if necessary, by considering the nature of lawsuits and claims, the progress of the case and the opinions of legal counsel.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

With respect to product liability, personal injury claims or lawsuits, Honda believes that any judgment that may be recovered by any plaintiff for general and special damages and court costs will be adequately covered by Honda’s insurance and provision. Punitive damages are claimed in certain of these lawsuits.

After consultation with legal counsel, and taking into account all known factors pertaining to existing lawsuits and claims, Honda believes that the ultimate outcome of such lawsuits and pending claims should not result in liability to Honda that would be likely to have an adverse material effect on its consolidated financial position or results of operations.

Loss related to airbag inflators

Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

In the United States and Canada, various class action lawsuits and civil lawsuits related to the above mentioned market-based measures have been filed against Honda. The plaintiffs have claimed for properly functioning airbag inflators, compensation of economic losses including incurred costs and the decline in the value of vehicles, as well as punitive damages. Most of the class action lawsuits in the United States were transferred to the United States District Court for the Southern District of Florida and consolidated into a multidistrict class action litigation.

For the year ended March 31, 2018, Honda has reached a settlement with the plaintiffs of the multidistrict class action litigation in the United States. This settlement is subject to final court approval. Honda recognized the settlement of ¥53,739 million as selling, general and administrative expense, which includes funds contributed to enhance airbag inflator recall activities.

For the class action lawsuits and civil lawsuits other than the above, Honda did not recognize a provision for loss contingencies because the conditions for a provision have not been met as of the date of this report. Therefore, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report because there are some uncertainty,uncertainties, such as the period when these lawsuits will be concluded.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(29) Structured Entities

Honda considers whether its control over structured entities exists under IFRS 10 “Consolidated Financial Statements”. Honda consolidates structured entities over which it has control, by comprehensively determining whether its control over the entity exists based on any contractual arrangements with such entity as well as the percentage of its voting or similar rights in the entity.

The finance subsidiaries of the Company periodically securitize finance receivables for liquidity and funding purposes and transfer finance receivables to a trust which is newly established to issue asset-backed securities. The finance subsidiaries of the Company are deemed to have the power to direct the activities of these trusts that most significantly impact the trusts’ economic performance, as they retain servicing rights in all securitizations, and manage delinquencies and defaults of the underlying receivables. Furthermore, the finance subsidiaries of the Company are deemed to have the obligation to absorb losses of these trusts that could potentially be significant to these trusts, as they would absorb the majority of the expected losses of these trusts by retaining certain subordinated interests of these trusts. Therefore, the Company is deemed to have substantial control over these trusts and has consolidated them, as structured entities over which it has control.

The creditors of these trusts do not have recourse to the finance subsidiaries’ general credit with the exception of representations and warranties customary in the industry provided by the finance subsidiaries to these trusts.

There were no significant unconsolidated structured entities as of March 31, 20152017 and 2016.

2018.

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

(30) Related Parties

(a) Related Party Transactions

Honda mainly purchases materials, supplies and services from affiliates and joint ventures, and sells finished goods, parts used in its products, equipment and services to them in the ordinary course of business. Transactions with affiliates and joint ventures are generally made at values that approximatearm’s-length prices.

The balances of receivables and payables with affiliates and joint ventures as of March 31, 20152017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2015   2016   2017   2018 

Receivables:

        

Affiliates

  ¥28,930    ¥26,178    ¥21,877   ¥21,259 

Joint ventures

   198,818     220,429     230,004    242,672 
  

 

   

 

   

 

   

 

 

Total

  ¥227,748    ¥246,607    ¥251,881   ¥263,931 
  

 

   

 

   

 

   

 

 

Payables:

        

Affiliates

  ¥125,195    ¥129,788    ¥151,878   ¥148,017 

Joint ventures

   26,874     28,801     53,601    33,351 
  

 

   

 

   

 

   

 

 

Total

  ¥152,069    ¥158,589    ¥   205,479   ¥   181,368 
  

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

The amount of the transactions with affiliates and joint ventures for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2014   2015   2016   2016   2017   2018 

Sales revenue:

            

Affiliates

  ¥150,832    ¥142,029    ¥140,274    ¥140,274   ¥115,188   ¥119,725 

Joint ventures

   470,111     474,313     557,867     557,867    598,177    744,435 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥620,943    ¥616,342    ¥698,141    ¥698,141   ¥713,365   ¥864,160 
  

 

   

 

   

 

   

 

   

 

   

 

 

Purchase:

            

Affiliates

  ¥1,048,215    ¥1,155,908    ¥1,349,971    ¥1,349,971   ¥1,376,581   ¥1,407,755 

Joint ventures

   118,973     133,774     122,529     122,529    145,161    143,800 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥1,167,188    ¥1,289,682    ¥1,472,500    ¥1,472,500   ¥1,521,742   ¥1,551,555 
  

 

   

 

   

 

   

 

   

 

   

 

 

(b) Compensation to Key Management

Compensation paid to the directors of the Company for the years ended March 31, 2014, 20152016, 2017 and 20162018 are as follows:

 

  Yen (millions)   Yen (millions) 
  2014   2015   2016   2016   2017   2018 

Remuneration

  ¥712    ¥653    ¥724    ¥724   ¥677   ¥719 

Bonus

   283     252     251     251    275    231 
  

 

   

 

   

 

   

 

   

 

   

 

 

Total

  ¥995    ¥905    ¥975    ¥          975   ¥          952   ¥          950 
  

 

   

 

   

 

   

 

   

 

   

 

 

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(c) Major Consolidated Subsidiaries

Major consolidated subsidiaries as of March 31, 20162018 are as follows:

 

Company

  Country of
Incorporation
  

Function

  Percentage
Ownership
and
Voting Interest

Honda R&D Co., Ltd.

  Japan  Research & Development100.0

Honda Engineering Co., Ltd.

JapanManufacturing and Sales of machine tools, equipment and production techniques  100.0

Honda Finance Co., Ltd.

  Japan  Finance  100.0

American Honda Motor Co., Inc.

  U.S.A.  Sales  100.0

Honda Aero., Inc.

  U.S.A.  Manufacturing  100.0

Honda North America, Inc.

  U.S.A.  Coordination of Subsidiaries Operation  100.0

Honda of America Mfg., Inc.

  U.S.A.  Manufacturing  100.0

American Honda Finance Corporation

  U.S.A.  Finance  100.0

Honda Aircraft Company, LLC

  U.S.A.  Research & Development, Manufacturing and Sales  100.0

Honda Manufacturing of Alabama, LLC

  U.S.A.  Manufacturing  100.0

Honda Manufacturing of Indiana, LLC

  U.S.A.  Manufacturing  100.0

Honda Transmission Mfg. of America, Inc.

  U.S.A.  Manufacturing  100.0

Honda R&D Americas, Inc.

  U.S.A.  Research & Development  100.0

Honda Canada Inc.

  Canada  Manufacturing and Sales  100.0

Honda Canada Finance Inc.

  Canada  Finance  100.0

Honda de Mexico, S.A. de C.V.

  Mexico  Manufacturing and Sales  100.0

Honda Motor Europe Limited

  U.K.  Coordination of Subsidiaries Operation and Sales  100.0

Honda of the U.K. Manufacturing Ltd.

  U.K.  Manufacturing  100.0

Honda Finance Europe plc

  U.K.  Finance  100.0

Honda Bank GmbH

  Germany  Finance  100.0

Honda Turkiye A.S

  Turkey  Manufacturing and Sales  100.0

Honda Motor (China) Investment Co., Ltd.

  China  Coordination of Subsidiaries Operation and Sales  100.0

Honda Auto Parts Manufacturing Co., Ltd.

  China  Manufacturing  100.0

Honda Automobile (China) Co., Ltd.

  China  Manufacturing  65.0

Honda Motorcycle & Scooter India (Private) Ltd.

  India  Manufacturing and Sales  100.0

Honda Cars India Limited

  India  Manufacturing and Sales  100.0

P.T. Honda Precision Parts Manufacturing

  Indonesia  Manufacturing  100.0

P.T. Honda Prospect Motor

  Indonesia  Manufacturing and Sales  51.0

Honda Malaysia Sdn Bhd

  Malaysia  Manufacturing and Sales  51.0

Honda Taiwan Co., Ltd.

  Taiwan  Sales  100.0

Asian Honda Motor Co., Ltd.

  Thailand  Coordination of Subsidiaries Operation and Sales  100.0

Honda Leasing (Thailand) Co., Ltd.

  Thailand  Finance  100.0

Honda Automobile (Thailand) Co., Ltd.

  Thailand  Manufacturing and Sales  89.0

Thai Honda Manufacturing Co., Ltd.

  Thailand  Manufacturing  83.0

A.P. Honda Co., Ltd.

  Thailand  Sales  61.0

Honda Vietnam Co., Ltd.

  Vietnam  Manufacturing and Sales  70.0

Honda Motor de Argentina S.A.

  Argentina  Manufacturing and Sales  100.0

Honda South America Ltda.

  Brazil  Coordination of Subsidiaries Operation  100.0

Banco Honda S.A.

  Brazil  Finance  100.0

Honda Automoveis do Brasil Ltda.

  Brazil  Manufacturing and Sales  100.0

Moto Honda da Amazonia Ltda.

  Brazil  Manufacturing and Sales  100.0

HONDA MOTOR CO., LTD. AND SUBSIDIARIES

Notes to Consolidated Financial Statements—(Continued)

 

(31) Subsequent Event

Acquisition of the Company’s Own Shares

The Board of Directors of the Company, at its meeting held on April 27, 2018, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 33 of the Company’s Articles of Incorporation for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.

Details of the acquisition are as follows: (a) class of shares to be acquired is shares of Common Stock, (b) total number of shares to be acquired is up to 18,000 thousand shares (1.0% of total number of issued shares (excluding treasury stock)), (c) total amount of shares to be acquired is up to ¥70,000 million, (d) the acquisition of its own shares will run from May 7, 2018 to December 31, 2018, and (e) the method of acquisition is to purchase the shares on the Tokyo Stock Exchange.

(32) Approval of Release of Consolidated Financial Statements

The release of the consolidated financial statements was approved by Takahiro Hachigo, President and Representative Director, Chief Executive Officer and Representative Director and Kohei Takeuchi, Senior Managing Director and Chief OperatingFinancial Officer for Business Management Operations on June 23, 2016.20, 2018.

Signatures

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant certifies that it meets all of the requirements for the filing of Form 20-F and has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

HONDA GIKEN KOGYO

KABUSHIKI KAISHA

(HONDA MOTOR CO., LTD.)

By:

/s/    Takahiro Hachigo        

Takahiro Hachigo

President, Chief Executive Officer and

Representative Director

Date:     June 23, 2016

Tokyo, Japan


INDEX OF EXHIBITS

 

 1.1   Articles of Incorporation of the registrant (English translation)
 1.2   Share Handling Regulations of the registrant (English translation)
 1.3   Regulations of the Board of Directors of the registrant (English translation)
 1.4   Regulations of the Board of Corporate AuditorsAudit and Supervisory Committee of the registrant (English translation)
 2.1   Specimen common stock certificates of the registrant (English translation) (1)
 2.2   Deposit Agreement dated as of December 19, 1962, as amended and restated as of October 1, 1982 (including changes from Amendment to Deposit Agreement dated as of April 1, 1989) among the registrant, Morgan Guaranty Trust Company of New York (now JPMorgan Chase Bank, N.A.), as Depositary, and all owners and holders from time to time of American Depositary Receipts and European Depositary Receipts, including the form of American Depositary Receipt (2)
 2.3   Form of Amendment No. 2 to Deposit Agreement dated as of April, 1995, among the parties referred to in Exhibit 2.2 above (2)
 2.4   Form of Amendment No. 3 to Deposit Agreement dated as of January, 2002, among the parties referred to in Exhibit 2.2 above (3)
 2.5   Form of Amendment No. 4 to Deposit Agreement dated as of June, 2006, among the parties referred to in Exhibit 2.2 above (4)
 2.6   Form of Amendment No. 5 to Deposit Agreement dated as of June, 2007, among the parties referred to in Exhibit 2.2 above (5)
 8.1   List of Significant Subsidiaries (See “Organizational Structure” in Item 4.C of this Form20-F)
 11.1   Code of Ethics (6)
 12.1   Certification of the principal executive officer required by 17 C.F.R. 240.13a-14(a)
 12.2   Certification of the principal financial officer required by 17 C.F.R. 240.13a-14(a)
 13.1   Certification of the chief executive officer required by 18 U.S.C. Section 1350
 13.2   Certification of the chief financial officer required by 18 U.S.C. Section 1350

 

(1)Incorporated by reference to the registrant’s Annual Report on Form20-F filed on September 27, 2001. (P)
(2)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 33-91842) filed on May 1, 1995. (P)
(3)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-14228) filed on December 20, 2001. (P)
(4)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-114874) filed on June 28, 2006.
(5)Incorporated by reference to the Registration Statement on FormF-6 (FileNo. 333-143589) filed on June 8, 2007.
(6)Incorporated by reference to the registrant’s Annual Report on Form20-F filed on July 9, 2004.

The Company has not included as exhibits certain instruments with respect to its long-term debt, the amount of debt authorized under each of which does not exceed 10% of its total assets, and it agrees to furnish a copy of any such instrument to the Securities and Exchange Commission upon request.

(P)Paper exhibits


Signatures

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant certifies that it meets all of the requirements for the filing of Form20-F and has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

HONDA GIKEN KOGYO

KABUSHIKI KAISHA

(HONDA MOTOR CO., LTD.)

By:

/s/     Takahiro Hachigo        

Takahiro Hachigo
President and Representative Director
Chief Executive Officer

Date:    June 20, 2018

Tokyo, Japan