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FY2016 Business Plan Masashi Muromachi President & CEO Toshiba Corporation March 18, 2016 Forward-looking Statements This presentation contains forward-looking statements concerning future plans, strategies and performance of Toshiba Group. These forward-looking statements are not historical facts, rather they are based on management’s assumptions and beliefs in light of the economic, financial and other data currently available. Since Toshiba Group promotes business in various market environments in many countries and regions, its activities are subject to a number of risks and uncertainties that, without limitation, relate to economic conditions, worldwide mega-competition in the electronics business, customer demand, foreign currency exchange rates, tax rules, regulations and other factors. Toshiba therefore wishes to caution readers that actual results might differ materially from our expectations. Toshiba’s fiscal year (FY) runs from April 1 to March 31. All figures are consolidated totals for the 12 months , unless otherwise indicated © 2016 Toshiba Corporation 2 1. Progress of the Toshiba Rebuilding Initiative 2. FY2016 Business Plan ① Focus Business Fields ② Overall © 2016 Toshiba Corporation 3 Milestones Toward Revitalization FY18 FY20 FY16 ~end of FY15 Establish Persistent Return to the Entity Survival Capital Market Evolution Profit Platform Strong Businesses Focused Completion of Establish Investment Business Structural ・Where to Constitution of Reform Compete High Cash Flow Return to Profit in all • PC, HA, TV and ROI ・Resource Business • Discrete, LSI Growth Track allocation • HDD Create New Shift to BtoB • T&D ・Customer value Growth Engine • Corporate Solutions Business & technology Emergency Plan Recover Decrease Strong Investment • Sales of Toshiba Interest-bearing Ratings Medical Systems Management Liabilities Secure Corp. ・Balance sheet Become a • Sales of assets and Management Company that stocks Root New ・Governance Attracts Renewal of Platform Corporate ・Group strategy Outstanding corporate Governance ・Human resources Human Resources governance Establish a Stronger Internal Cancelation of Corporate Culture Social Trust Controls Designation as grounded in ・Ethical standards “Securities on Integrity Un w a v e ring Complete Change of Alert” ・Internal control Mindsets Trust ・Disclosure Become a Model Recover Trust of Improve Disclosure ・Culture change for Internal Stakeholders Policy Controls © 2016 Toshiba Corporation 4 The Sale of Toshiba Medical Systems Corp. Share Transfer Agreement with Canon Closed on March 17 Reasons for the Sale • To maximize Toshiba Medical Systems Corp’s value and realize its full potential • For Toshiba to improve its financial status. *Toshiba transferred to TMSC shares of US subsidiaries, such as Sales Price Toshiba America Medical Systems, Inc., previously held by Toshiba America, Inc., prior to the sale to Canon, for approximately 22.5 • Approximately 665.5 billion yen billion yen Future Outlook (In case Toshiba recognizes gains within FY2015) • Record a profit of approximately 590 billion yen (consolidated, profit (loss) before taxes). • TMSC will be classified as a discontinued operation in Toshiba’s FY2015 financial reports Toshiba is currently recalculating its business forecast for FY2015 and will promptly announce the forecast once it has been determined. © 2016 Toshiba Corporation 5 Home Appliance and Visual Products Businesses Home Appliance Business Share Transfer Agreement with Canon Closed on March 17  Completed restructuring within March 2016, as planned  Signed MOU on selling business to Midea on March 17 • Toshiba will sell a majority interest of Toshiba Lifestyle Products & Services to Midea Group Co., Ltd. • Will discuss retaining all global employee and operation sites • Will continue discussions on details towards a definitive agreement to be finalized by the end of the month  The sales network in Japan will also continue Visual Products Business  Will remain in Toshiba Group after transfer of Toshiba Lifestyle Products and continue business © 2016 Toshiba Corporation 6 The PC Businesses Business Reform is proceeding as planned Return to a profitable condition in FY16  Headcount: Reduction of 1,300 people (as planned)  Closed BtoC operations outside Japan (as planned)  Slimming down sales units and operation sites, as planned for FY16  Toshiba Client Solutions Co., Ltd will be established on April 1  Stop all ODM and eliminate all buy-sell transactions in FY16  Further reform under discussion with third parties © 2016 Toshiba Corporation 7 Human Resources Update of Headcounts due to Structural Reform 構造改革に伴う人員対策を確実に実行 Forecast -13,820 people (+2,980 against target) ※Includes 2,840 people reallocated within Toshiba Forecast Plan vs. Plan Unit: people Japan Others (as of Mar.18) Semiconductor Discretes, System LSI 2,800 4,050 3,850 200 +1,250 PC 1,300 1,300 400 900 0 Visual Products 3,700 3,830 630 3,200 +130 Home Appliances 1,800 2,100 1,400 700 +300 Lifestyle Total 6,800 7,230 2,430 4,800 +430 Corporate 1,000 1,420 1,000 420 +420 Total Announced on Dec. 21 10,600 12,700 7,280 5,420 +2,100 Healthcare 90 120 120 0 +30 HDD 150 450 330 120 +300 T&D - 550 150 400 +550 Total Announced on Feb.4 240 1,120 600 520 +880 Grand Total 7,880 5,940 10,840 13,820 +2,980 Toshiba Medical Systems Corp. - 10,000 5,600 4,400 +10,000 Change in Number of Toshiba Group Employees FY14 end: 217 thousand Reform and sale of business (-21 thousand) New hires and consolidated (+6 thousand), etc. FY15 end: 202 thousand Sales of businesses (-19 thousand) FY16 end: 183 thousand © 2016 Toshiba Corporation 8 Emergency Measures and Recruitment Plan Emergency Measures -Personnel Expenses- Note: Applied to Toshiba Corporation Bonuses • Executive Officers: Unpaid • Managers and above: 2.5 months reduction/year, max 50% of previous year • Others: 2 months reduction/year, max 50% of previous year Compensation and Monthly Salaries • Executive Officers: Continuation of current reductions • Managers and above: Increased reductions (e.g. Section Managers: ¥10,000 to ¥30,000 reduction) Allowances • Overtime: Adjust to legally required level • Business Trips: Reduction of 25% Recruitment Plan Toshiba Corporation will not hire new graduates in FY2017 © 2016 Toshiba Corporation 9 Improvement Plan and Situation Report Formulate additional measures to prevent recurrence, considering past circumstances, background and structural factor analysis Refer to “Principles for Listed Companies in Scandal” and not rely solely on the report by the Independent Investigation Committee ■Former CEOs – Background of nearly impossible demands to achieve profit improvements- • Analyze management environment during tenure of former CEOs, take historical background of business performance evaluation and budget control into consideration • Strong sense of crisis in respect of company’s survival, obsessive concern with their evaluation from inside and outside the company →Enhance internal checks and balances function in respect of top management ■CFO/Finance and Accounting Division – Why they didn’t prevent the problem?- • Tolerated inappropriate accounting without clarifying where lines have to be drawn, out of attitude to following top management • Management-accounting-oriented attitude to budget achievement →Give the Nomination Committee the right to consent to CFO selection Review the chain of command in financial accounting and management accounting ■Insufficient risk evaluation in financial reporting – Why internal controls did not function- • Less emphasis on accounting perspective in internal audit division, etc. • Resets of J-SOX control settings and training for J-SOX assessors were insufficient →Clarify division of duties in Internal Audit Div. (Accounting)/Established accounting compliance committee ■Stance on and system for appropriate information disclosure – Reconsider the system and its lack of provisions for timely disclosure- • Delayed disclosure of goodwill impairment at Westinghouse Electric Company/ Delayed disclosure of investigation status by Independent Investigation Committee, etc. →Clarify basic policy on information disclosure, improve information disclosure system. © 2016 Toshiba Corporation 10 No restrain/Advice Improvement Plan and Situation Report Major prevention measures against recurrence Category Organizations and problems Disregarded • Strong sense of crisis regarding company’s survival • Clarify responsibilities (Action for compensatory damages Former Internal • Obsessiveness with evaluations inside and outside the against former executives ) company • Strengthen monitoring and controls by the measures below Controls CEOs • Clarify responsibilities (Action for • Authority concentrated in President compensatory damages against former Former • Tolerated inappropriate accounting executives) out of attitude of following top CFOs • Give the Nomination Committee the right to management consent to CFO selection Imperfect • Pressure from Corporate to achieve high growth • Shift emphasis from profit to cash internal In-house and to avoid withdrawals from operations flows when planning budgets and • Short-term standard for planning budgets and checks Companies evaluating business performance evaluating business performance and • Too much focus on management • Review the chain of command for financial balances Finance & ● accounting accounting and management accounting Accounting function • Recruit external talent • Fixed personnel ■ • Define authority and responsibilities (focus on • Disregard of accounting perspective ■ Internal •会計監査を重視 financial audits) • Inexperience with accounting and • Increase headcount of Internal Audit Division, Audits •内部監査部増員、外部専門家活用 auditing take advice from outside experts • Defective personnel organization Board of • Appoint managers and experts as outside directors and lack of expertise • Clarify the process to select/dismiss the President and Directors, Imperfect CEO • the process to select/dismiss the Nomination monitoring (Introduce vote of confidence for CEO) Committee, President and CEO was unclear • Strengthen function of gathering information required ■ and control for discussion Audit • Insufficient provision of information • Appoint a Full-Time Audit Commissioner (external) function Committee ● required for discussion • Establish Accounting Compliance Committee Corporate • Lack of awareness of appropriate ● Corporate • Review business processes ■ financial reporting culture, • Enhance information disclosure/dissemination Level ● function (establish new organization) etc. • Deficiencies in business processes No mark: Implemented measures ■: Measures presently being © 2016 Toshiba Corporation 11 th executed ●: New measures(Added after February 4 ) Restructure Corporate Staff Division Restructure to strengthen internal controls and autonomous management of in-house companies Strengthen Internal Controls Separate Financial Accounting and Results Accounting • Separate the Finance & Accounting Division into a Finance & Cash Accounting Division and an Accounting Division Strengthen Disclosure and Communication • Reposition Public Relations & Investor Relations Office as a division directly under the President & CEO, and establish a new Information Disclosure Office within the division Autonomous Management of in-House Companies Transfer cross-company functions to business side • Shrink sales, production and development functions in corporate and shift them to in-house companies © 2016 Toshiba Corporation 12 Steps Needed to Secure Cancellation of the “Securities on Alert” Designation Steady preparation of written submissions on internal control systems FY15 FY16 3Q 4Q 1Q 2Q 3Q~ 10 11 12 1 2 3 4 5 6 7 8 9 10~ Announce Business Results Announce Business Results For FY15 Q4 For FY16 Q1 Submission of the Annual Securities Report, Ordinary General Meeting of Shareholders Improvement Plan Submission of written documentation Milestones on internal control systems and Situation Report Report Status of Improvement Activities Execute preventive measures against recurrence Preventive Formulate preventive measures Timely announcement of measures execution of individual measures against Execution of preventive measures against recurrence; recurrence monitoring; execution of additional measures Today © 2016 Toshiba Corporation 13 1. Progress of the Toshiba Rebuilding Initiative 2. FY2016 Business Plan ① Focus Business Fields ② Overall © 2016 Toshiba Corporation 14 Basic Commitment of the Toshiba Group © 2016 Toshiba Corporation 15 Management Policy of Toshiba Group Manage with Integrity • Place highest priority on ethics and compliance • Nurture an open corporate culture • Push forward with CSR Activities Construct a Healthy Management Platform for Growth • Operations grounded in cash flow • Enforce thorough portfolio management • Autonomous management of in-house companies © 2016 Toshiba Corporation 16 Focus Business Fields Focus on Platform Businesses that Sustain People and the Future Storage that sustains the advanced information society Infrastructure that sustains quality lives Energy that sustains everyday lives, that is cleaner and safer © 2016 Toshiba Corporation 17 Organization Review In-house companies Present Business Structure FY16 Business Structure 7  4 Corporate staff Corporate staff Industrial ICT Solutions Company Industrial ICT Solutions Company Power Systems Company Energy Systems & Solutions Company Energy Social Infrastructure Systems Company Restruc Infrastructure Systems & Solutions Company turing Social Community Solutions Company Infrastructure Toshiba TEC Corporation Toshiba TEC Corporation Toshiba Medical Healthcare Company Systems Corporation Semiconductor & Storage Products Company Storage & Electronic Devices Solutions Company Storage Personal & Client Solutions Company Toshiba Client Solutions Co., Ltd ※1 Toshiba Lifestyle Products & Services Toshiba Lifestyle Products & Services ※2 Corporation Corporation ※1 Currently considering restructuring with other companies ※2 Plan to transfer the business © 2016 Toshiba Corporation 18 - Aiming to be a top Energy Business Domain global company - Large-scale Transmission and Distribution Renewable Energy Power Generation systems Energy Storage T&D Battery-based Hydro Power Nuclear Power Energy Storage Systems Adjustable-speed pumped storage system Japan No.1 Share World’s No.1 share 55% GIS, Transformer, Protection Unit deliveries of large systems Relays, Load dispatching centers using lithium-ion batteries Delivered units basis Fuel Cells Smart Meter Geothermal Power PWR (AP1000) BWR Systems World’s No.1 share 27% Reactor main contractor, installed capacity base Thermal Power World’s No.1 share Japan No.1 share World’s No.1 share 26% Cumulative shipments in Japan Smart meters for residential use Operating plant capacity basis as of end of FY2014 Photovoltaic Hydrogen No.1 constructor for utilities in the domestic World‘s most efficiency CC system 62% market LHV basis Operating PCS Capacity basis based on Toshiba research Providing the world with technologies and services for making, transmitting and storing clean energy Realizing a low-carbon economy © 2016 Toshiba Corporation 19 Energy Business Domain: Energy Systems & Solutions Company Main focuses on the Nuclear Energy business and securing sustainable profit in Thermal and Renewable Energies and T&D Aiming to achieve steady growth with an excellent delivery record and cutting-edge technologies Net Sales (Billion yen) Focus growth business  Nuclear power 1,940 • Fuel and maintenance as profitable pillars of business • Steady progress in AP1000 construction in US and China 1,710 • Use S&W acquisition to build an integrated system, from 1,600 products to construction ( CB&I Stone & Webster Inc.) Nuclear Nuclear Stable growth businesses 1,020 Nuclear 870  Thermal power 740 • Make steady progress in current projects, increase orders for high efficiency coal-fired thermal plants in South-east Asia and thermal plants in the US (100 units in the US, No.1 share) • Use high efficiency and early delivery technologies to expand service business (Cumulative capacity, last ten years.. Source: McCoy Power Report) Operating Operating loss profit  Renewable energy -80 52 • Hydro: Use Chinese subsidiary to expand business in South-east Asia (-5.0%) (3.0%) • Geothermal: Promote collaboration with Omat, the world leader in binary geothermal systems (Platts World Electric Power Plants Database)  T&D and smart meter systems FY15 FY16 FY18 • Ensure stable profit in the focus area of infrastructure (Provisional) (T&D : Japan, Middle East, India and US) Heavy-ion radiotherapy system business retained, © 2016 Toshiba Corporation 20 as it is the application of nuclear technology