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ANNUAL REPORT 2014

Year ended August 31, 2014

Contents
10 Message from the CEO
20 Corporate Governance
26 Business Overview
28 UNIQLO
50 Global Brands
56 Corporate Social Responsibility
61 Financial Information
72 History
74 Investor Information
75 Corporate Information

Changing Clothes.
Changing Conventional Wisdom.
Change the World.

Great Clothes Can


Change Our World

Novak Djokovic is the worlds top tennis player. Hes also a UNIQLO Global
Brand Ambassador. Driven by a shared desire to make the world a better
place, UNIQLO and Djokovic have launched various initiatives under the
Clothes for Smiles project to help bring joy to the lives of underprivileged
children around the world.

Helping People
Thrive on the
Global Stage

The morning meeting at our UNIQLO Ikebukuro Sunshine 60 Street Store,


which opened in March 2014 in one of Japans busiest transport terminals.
The buzz and excitement at this global hotspot store is attracting a wide
range of customers, of all ages.

A New
Global Company
from Japan
In April 2014, the UNIQLO Tauentzien global flagship store, our largest store
in Europe, opened in Berlin. Showcasing the vast range of great UNIQLO
products in one of Berlins most popular shopping areas, this 2,700m2 store
is greatly boosting UNIQLOs presence in Europe.

A Company that
Gives Back
to Society

We redistribute quality secondhand UNIQLO and GU clothing to refugees,


displaced persons and others around the world, either through our global
partnership with the Office of the United Nations High Commissioner for
Refugees (UNHCR) or with the help of various NGOs. This picture shows
children in the Zaatari refugee camp in Jordan wearing clothes donated
through our All-Product Recycling Initiative.

Message from the CEO

To Be a Truly
Global Company
We have made huge progress in our quest to become a truly global company. In order to continue growing as a confident and effective global corporation, we need to ensure that all of our
staff worldwide embrace our Global One and Zenin Keiei management principles. The former
encourages our people to seek the best available global approach to everything they do; the latter
encourages every employee to adopt the mindset of a manager. Given our Japanese origins,
these principles also mean sharing and applying the Japanese DNA of which we are so proud,
namely our commitment to superior quality, attentive customer service and close teamwork.

Our business and our brands have received some great recognition this year. UNIQLOs global

network has grown, with stores spanning Asia, Europe and the United States. Fast Retailing
won the fiscal 2014 Retailer of the Year Award from the World Retail Congress for exceptional,
world-class performance. I see this as a testament to UNIQLOs unique position as the worlds
only LifeWear brand. LifeWear means everyday clothes for a better lifehigh-quality, fashionable,
affordable and comfortable.

UNIQLO International has gone from strength to strength. We expect further robust growth

in fiscal 2015, with a scheduled 200 new stores increasing the overall network to approximately
820 stores by the end of August 2015. We expect stable growth for UNIQLO Japan as we press
ahead with our strategy to transform the operation from a chain of centrally managed retail stores
to a group of local stores managed by empowered local employees. A stronger community focus
should boost local appreciation and love of the UNIQLO brand even further.

The low-priced GU casualwear label, our second mainstay operation, has been growing rap-

idly. Revenue topped 100 billion in fiscal 2014, and we are now targeting annual revenue of 300
billion and operating profit of 30 billion over the medium term. GUs successful launch in Taiwan
in fall 2014 proves the brand has great potential in Asia.

Fulfilling our responsibilities to society is as important to us as ensuring the success of our busi-

ness, and we remain determined to pursue both with equal vigor. Recent activities include global
disaster relief, our Grameen UNIQLO social business in Bangladesh, the All-Product Recycling
Initiative, and title sponsorship for the International Tennis Federations Wheelchair Tennis Tour.
I passionately believe that, working as a company, we can use clothes to bring joy and happiness
to people. We can help make the world a better place.

January 2015

Tadashi Yanai
Chairman, President and CEO
11

LifeWear
A New Kind of Clothing
UNIQLO: Loved around the World

Comfortable Everyday Clothing, Made for All


We opened the first UNIQLO store in June 1984: 30 years ago now. Since that day,
UNIQLO has worked hard to create everyday clothes for a better life. Our LifeWear concept
epitomizes that long-standing commitment. Created and designed entirely by UNIQLO,
LifeWear is a truly new category of clothing.

If you look at the history of fashion, Europe invented the dress. Then, in the United

States, work clothes evolved into jeans, while undergarments became T-shirts.
Casualwear and sportswear followed. In Japan, we still refer to these items as Western
clothesweve only worn them for a few generations. UNIQLO, with its Japanese DNA,
is in a strong position to develop new clothing concepts, unfettered by historical fashion
norms. LifeWear is one such concept. LifeWear is high-quality, fashionable, affordable, and
comfortable everyday clothing, which we continue to improve by developing and procuring
revolutionary new materials and refining our designs.

12

UNIQLOs Growing Worldwide Popularity


When we opened our first store outside Japan, in London 14 years ago, local customers
didnt really seem to understand the UNIQLO brand concept or clothing style. We worked
hard to communicate our LifeWear concept, and now we enjoy a loyal, worldwide customer base. I believe this is because LifeWear is precisely what people the world over want
from their clothes. Customers are impressed by the comfort and quality of UNIQLO items
the minute they try them on. We are attracting many new UNIQLO fans, who say they are
amazed by the comfort of our everyday clothing and our attentive in-store service.

Continuing to Impress the World


As part of our strategy to boost the global popularity of the UNIQLO brand, we are improving product development by opening full-fledged research and design (R&D) centers in the
major global fashion cities of New York, Paris, London, Tokyo and Shanghai.

Our quest to develop new revolutionary materials with strategic partner Toray Industries

(a major manufacturer of synthetic fibers) continues in earnest. Several Toray employees


have relocated to the UNIQLO Tokyo head office to facilitate enthusiastic discussion of
potential new materials.

We have injected fresh vitality and originality into the UNIQLO brand by seeking new

collaborations with diverse designers and partner companies. Our inspired joint project
with New Yorks Museum of Modern Art (MoMA) has successfully boosted UNIQLOs
visibility worldwide: we offer a range of Ultra Light Down, sweatshirts and T-shirts sporting
designs from both cutting-edge artists and established pop masters such as Andy Warhol
and Keith Haring. In Europe, UNIQLOs collaboration with French fashion icon Ines de la
Fressange was a great success, with some products selling out on the day they launched.

UNIQLO also continues to promote the core basic items that fueled much of its original

success. Many global consumers now readily recognize our flagship HEATTECH, Ultra
Light Down and AIRism ranges. As we refine our products even further, I believe they will
also grow to love our other core items, including jeans, pants, shirts, and sweaters.

13

UNIQLO International
Driving Future Growth
Asia Leading the Way, United States to Follow
Greater China Revenue Tops 200 Billion for the First Time
UNIQLO International is the clear driver of current growth for the Fast Retailing Group. Two
hundred new stores are scheduled to open in fiscal 2015, with Greater China and other
parts of Asia expected to perform strongly. Within the next couple of years, we expect
revenues at UNIQLO International to surpass those of UNIQLO Japan.

Revenue in Greater China (Mainland China, Hong Kong and Taiwan) topped 200 billion

in fiscal 2014. With 374 stores at the end of August 2014, UNIQLO has established a solid
operation in Greater China offering strong growth potential, and a strong operating margin
of 11.9%. Moving forward, we plan to open 100 stores annually until we reach 1,000
stores, and then target 3,000 stores in the medium term.

With 133 stores at the end of August 2014, UNIQLO

South Korea continues to generate strong growth. In fact,


UNIQLO has proved so popular that it has been named South
Koreas No.1 fashion brand, ahead of all international rivals.

In Southeast Asia and Oceania, UNIQLO had expanded

to 80 stores at the end of August 2014. The huge success


of the first store in Australia, opened in Melbourne in April
2014, points to the brands strong potential there.
Victory Plaza Store (China)
14

Exciting Opportunities for UNIQLO in the U.S. Market


As the worlds largest consumer nation, the United States offers the most exciting opportunity for UNIQLO outside Asia. But determining how to develop the brand and build a
profitable business there is a huge challenge.

Our three prominent New York stores are attracting more customers each year, and

generating double-digit sales growth. Since the opening of the Fifth Avenue global flagship
store in 2011, New Yorkers have clearly embraced the UNIQLO brand. We plan to open 20
to 30 new stores annually for the time being, but eventually want to accelerate that to 100
stores per year. I view the many invitations we receive from retail developers as proof that
people in the U.S. realize UNIQLO is here to stay and has great growth potential.

Having said that, the UNIQLO brand is still not as broadly recognized in the United

States as it is in Asia. Naturally, this poses many challenges, but I am confident that our
predominantly American management team, with its extensive knowledge of the market,
will swiftly get the U.S. business into the black. After that, we plan to accelerate our expansion, and ultimately become the No.1 apparel brand in the United States.

New UNIQLO Stores in Major European and Global Centers


In Europe, we have concentrated on opening new stores in major cities. Our first German
store, opened in Berlin in April 2014, was a success, and we plan to open our first Belgian
store in Antwerp in fall 2015. This is all part of our strategy to advertise our LifeWear clothing
concept and gain new UNIQLO fans in Europes major urban areas. In order to become the
worlds No.1 brand, we must extend our reach in a similar way to cities across the globe.

Berlin Tauentzien global flagship store

Merging Real and


Virtual Retail
Revolutionizing the Retail Industry
A New Supply Chain that Merges Our Real and Virtual Businesses
Retailers should aim to offer better services by combining virtual and real resources and
enhancing their mutual functionality. Fast Retailing wants to be a pioneer in facing this
challenge. The internet revolution, including the instant global sharing of information, initially
transformed IT and the finance industry. Now, it has also inspired fashion, apparel and
retail businesses to instigate fundamental changes that will become increasingly apparent
over the next few years. Many people expect virtual storefronts (online retailing) to expand,
and physical store networks to shrink, but I dont agree.

UNIQLO has already established a successful SPA (Specialty store retailer of Private

label Apparel) business model spanning the entire clothes-making process. Now we need
to build on this to create a comprehensive, viable and efficient global supply chain.

As information flows accelerate, so does product processing. This puts distribution

systems right in the spotlight. As a first step towards transforming our distribution system,
we have enlisted the help of Daiwa House Industry, one of Japans largest home builders,
to help construct a state-of-the-art distribution center in a prominent Tokyo location. By
revolutionizing distribution systems worldwide, we hope to create an entirely new way of
shopping. If a store runs out of a particular product a customer wants, we can order it
from our virtual store and deliver it to that customer by the time they get home! This is an
extremely exciting prospect, and not an impossible one if we can successfully merge and
maximize the potential of our real and virtual businesses.

For us, the age of the internet represents a huge opportunity to transform and develop

our retail business. I am eager to explore and experiment with these new possibilities.
Industries are changing worldwide, and we, as a global company, are ideally positioned to
be at the forefront.

Home delivery

Next-generation
distribution center

16

Nearby store

Hotel delivery

Local Stores, Managed by


Local Employees
Dramatic Changes in the Management of UNIQLO Stores
From Centrally to Locally Managed
We are changing our approach to the management of UNIQLO stores dramatically. Our
chain of centrally managed retail stores, which has spearheaded UNIQLOs growth up
to this point, is currently being transformed into a group of individual stores managed
by empowered local employees. This has been motivated by the broad success of our
employee franchise stores*1. Employee franchise stores tend to perform well because of
their strong community focus. They know their customers well and have a better grasp of
local needs. Franchise store managers embrace Fast Retailings corporate vision, values
and culture, and local employees feel secure in their positions and in their prospects for
long-term employment.

In order to encourage our directly operated stores to achieve a similar level of manage-

rial skill, we introduced a new regional employee system*2 in spring 2014. The system is
designed to increase the responsibility of individual staff members and enhance their personal
growth in the UNIQLO workplace. Our aim is to expand the number of regional employees in
directly operated stores to roughly 50% within a few years. There is no reason
why, in the future, we cant extend this system beyond Japan as well.

The UNIQLO Kichijoji global hotspot store, opened in October 2014, is a

great example of a community-focused store. A range of fun ideas proposed


by local staff was incorporated into the opening events, including in-store
displays which referenced Kichijojis strong manga culture. We also gave
customers a commemorative mug designed by a local illustrator. We want
to repeat this experience with other new stores, so local customers can really
enjoy shopping in a community they know and love.
Leaflet and commemorative mug for
the new UNIQLO Kichijoji Store

*1 Under UNIQLOs employee franchise system, experienced store managers take on independent management of their store.
*2 Regional employees are staff members with full benefits and flexible hours in stable placements in their local regions.

17

GU: Our Second Pillar


Revenue Tops 100 Billion

Fast Fashion Brand from Japan Aiming to be No.1 in Asia


Revenue at our low-priced GU casualwear brand topped 100 billion in fiscal 2014, just
eight years after the very first GU store opened in October 2006. Such rapid growth is
rarely seen in the retail industry; it is a great achievement. In a short span of time, GU has
managed to carve out an identity in the Japanese market as a brand offering low-priced
fun fashion. Like fast fashion companies from Europe and the U.S., GU wins the hearts of
consumers by enabling them to mix and match outfits freely, and to enjoy fashion without
spending a fortune.

Although GU still has plenty of room to grow in the Japanese market, we decided to

expand our horizons by opening the first GU store outside Japan in Shanghai in September
2013. We opened our first store in Taiwan in the fall of 2014, and the response was fantastic.
I sense that, like UNIQLO, GU has the potential for strong expansion in Asia. As a fast fashion
brand from Japan, GU has an advantage in Asia over rivals from Europe or the U.S. GU
designs offer the perfect balance of fashion trends, basic functionality and attention to detail.
GU clothes also incorporate an element of Japanese kawaii (cuteness) that is likely to appeal
to Asian consumers, and help the brand establish itself as the Asian fast fashion leader.

To ensure consistent growth, we will improve the development of fashionable GU

clothing, and greatly expand the total number of items. GU can draw on the expertise of
UNIQLO, Theory, Comptoir des Cotonniers and J Brand. The Fast Retailing Group stands
firmly behind the GU brand.

18

To Be a Top Global Company


The Fast Retailing Way FR Group Corporate Philosophy
Changing clothes. Changing conventional wisdom. Change the world.
Group Mission
To create truly great clothing with new and unique value, and to enable people all over
the world to experience the joy, happiness and satisfaction of wearing such great clothes
To enrich peoples lives through our unique corporate activities, and to seek to grow and
develop our company in unity with society

Sights Set on 5 Trillion Revenue, 1 Trillion Operating Profit


Fast Retailing strives to change clothes, change conventional wisdom and change the
world. To that end, we embrace our quintessentially Japanese values, including the passionate pursuit of perfect clothes, attentive customer service, diligence, and teamwork.
We also encourage all employees to think and act like a business manager each and every
day. In order to become the worlds No.1 casualwear brand, with revenue of 5 trillion and
operating profit of 1 trillion, it is vital that employees worldwide pursue challenging targets,
and live by our Global One, Zenin Keiei management principles.

Giving Back to Society through Our Clothes


CSR is as important to us as our core business, and we have proven that we can make a
difference with our clothes. Our CSR activities include the All-Product Recycling Initiative
and our Grameen UNIQLO social business in Bangladesh. We also endeavor to help partner factories improve their workplaces and protect the environment.

M&A to Strengthen Our Operations


M&A can help secure new sources of Group growth, particularly when a brand with cutting-edge expertise in our main business of clothing and accessories generates strong
synergies. For instance, we have applied experience gained from our U.S.-based J Brand
premium denim label throughout UNIQLOs product development. We also look for labels
which, with the benefit of our Groups infrastructure, can be developed into global brands.
M&A will become more important as we expand our global reach.

Strong Performance = Strong Dividends


Our policy is to offer high dividends that closely reflect business performance. We use profits to fund future growth, while retaining earnings to ensure healthy finances and provide
good shareholder returns. In fiscal 2014, we paid an annual dividend of 300. Rewarding
shareholders remains one of Fast Retailings most important objectives.
19

Corporate Governance

Our Approach to Corporate Governance


As it seeks to become the worlds number one apparel manufacturer and retailer, Fast Retailing undertakes corporate
governance to ensure growth, proper management and a
responsive and transparent corporate structure. We have
implemented measures to ensure the independence and
robust surveillance powers of the Board.
We employ a system that uses entrusted operating officers, to separate the decision-making and executive functions of management. The majority of directors on the Board

are external, to heighten the Boards independence and its


surveillance ability.
The Group has adopted the corporate auditor governance
model, which assigns responsibility for the oversight of corporate governance to a Board of Auditors. At the same time,
governance committees support the decision-making duties
of the Board of Directors. Separate governance committees
oversee human resources, CSR, disclosure, IT investment,
the Code of Conduct, and business ethics.

Outline of Corporate Governance (Year ended August 31, 2014)


Form of Organization

Corporate auditor governance model

Chairman of the Board

Tadashi Yanai

Number of Directors

6, including 5 external directors

Number of Auditors

5, including 3 statutory auditors

Number of Meetings

13

Director Attendance*1

96.2%

Auditor Attendance*2

98.5%

Sample Agenda

Fiscal year budget, Approval of corporate results, Approval of group officers appointments, GU
operation in Taiwan

Number of Meetings

13

Auditor Attendance*2

98.5%

Sample Agenda

Auditing policy, Auditing planning, Discussion with Executive Board, GU business and future
issues, Key labor issues, Current Production Department Issues, Auditing of UNIQLO Japan and
UNIQLO International stores

Main Meetings Requiring Auditor


Attendance

Board of Directors meetings, Human Resources Committee, CSR Committee, Disclosure


Committee, Code of Conduct Committee, Business Ethics Committee, IT Investment Committee

Election of Independent Directors

3 external directors and 3 statutory auditors elected

Determination of Individual Director


Remuneration

Overall limit approved at the general shareholders meeting. Individual remuneration determined
by the Executive Board to reflect occupational duties, responsibilities, actual performance and
contributions. Fiscal 2014 compensation to the six directors totaled 290 million yen, including 50
million yen to external directors.

Determination of Individual Auditor


Remuneration

Overall limit determined at the general shareholders meeting. Individual compensation decided
through mutual consultation between auditors. Fiscal 2014 compensation to the five auditors
totaled 65 million yen, including 30 million yen to statutory auditors.

Accountant Auditor

Ernst & Young ShinNihon LLC

Board of
Directors
Meetings in
Fiscal 2014

Board of
Auditors
Meetings in
Fiscal 2014

*1 Average attendance of each director

*2 Average attendance of each auditor

Corporate Governance at Fast Retailing (As of December 31, 2014)


General Meeting of Shareholders
Elect/dismiss

Board of Auditors
(Three out of five are statutory)

Elect/dismiss

Audit

Consult/report

Board of Directors
(Five out of six are external)

Accounting Auditors

Elect/dismiss

Human Resources Committee


CSR Committee
Disclosure Committee

Elect/oversee
Audit

Internal Audit Department


Report

20

IT Investment Committee

Entrusted Group Officers

Code of Conduct Committee

Chief Executive Officer

Business Ethics Committee

Fast Retailing Head Office, Yamaguchi

Internal Control
Fast Retailing seeks to consistently improve its corporate
ethics and compliance through a number of internal controls,
ensuring strict adherence to the Groups policies and rules,
including the Groups management principles, the Fast
Retailing Way and the Fast Retailing Group Code of Conduct
(CoC). In conjunction with this, we have internal control

systems for financial reporting and information disclosure.


Our Internal Audit Department, which is entirely separate from
Group business activities, and our Legal Department, which
oversees compliance issues, work to ensure the smooth
operation of this system. These departments regularly conduct risk analyses.

Code of Conduct for Officers and Employees


We heighten awareness of the Fast Retailing Group CoC by
requiring all officers and employees to confirm and sign a
written commitment each year. Our internal reporting system,
or hotline, is accessible by any employee wishing to report a
potential violation of the CoC or to discuss work concerns.
Employees receive confidential advice pertaining to

communication problems with managers, sexual harassment,


working hours and paid vacations, renewal of employment
contracts, etc. In some cases, advice can be sought from
external legal counsel. If necessary, reports received via the
hotline will be referred to the Code of Conduct Committee.

Guidelines to Prevent the Abuse of Superior Bargaining Power


Building equal and amicable relationships with our business
partners is extremely important. The Fast Retailing Group is in
a particularly strong position in terms of bargaining leverage
given that it operates approximately 2,700 stores worldwide
and orders more than 800 million items annually. As a preemptive measure, the Business Ethics Committee established
the Guidelines to Prevent the Abuse of Superior Bargaining

Power, which ensure that our partner factories and suppliers


do not consider themselves under inappropriate pressure.
The Business Ethics Committee sends surveys to the
Groups principal business partners on an annual basis, and
discusses and advises the relevant departments if any issues
arise. The Committee deliberated on 53 specific survey
responses in fiscal 2014.

CoC and Monitoring Workplace Conditions at Partner Factories


UNIQLO works with partner companies to manage product
safety, quality and working conditions, and has instituted a
Code of Conduct for Production Partners. We regularly check
working conditions at partner factories* for any inappropriate
practices, such as child or forced labor, and instigate
improvements. We have also compiled the Environmental

Standards for Materials Factories. These are adopted by


sewing factories and fabric manufacturing plants, which are
now monitored* by specialized external institutions.
* For more information on monitoring activities, see p.58-59

Composition of Committees (As of December 31, 2014)


Internal
Director

Human Resources Committee

External Directors

Yanai

Hambayashi

Chairperson

Full-time Auditors

Hattori Murayama Shintaku

CSR Committee
Disclosure Committee

Business Ethics Committee

Yasumoto Watanabe Kaneko

Officers and
Other
External
Professionals

Tanaka

12

Observer Observer

Shinjo

Statutory Auditors

Nawa

IT Investment Committee Chairperson


Code of Conduct Committee

= Committee Members

7
3

Notes: The head of the CSR Department chairs both the CSR Committee and the Business Ethics Committee.
The Disclosure Committee is chaired by the individual responsible for disclosing information to the Tokyo Stock Exchange.
The head of the General Administration & Employee Satisfaction Department chairs the Code of Conduct Committee.
The required notification pertaining to independent directors has been submitted to the Tokyo Stock Exchange for Toru Hambayashi,
Nobumichi Hattori, Masaaki Shintaku, Takaharu Yasumoto, Akira Watanabe and Keiko Kaneko.

21

Directors

From left: Nobumichi Hattori, Takashi Nawa, Toru Hambayashi, Masaaki Shintaku, Tadashi Yanai, Toru Murayama

22

Takashi Nawa

Masaaki Shintaku

Toru Murayama

External Director

External Director

External Director

Appointed November 2012. Previously a


director of McKinsey & Company, he is
currently professor in the Graduate School
of International Corporate Strategy at
Hitotsubashi University, senior advisor to
the Boston Consulting Group and external
director at both NEC Capital Solutions
Limited and Denso Corporation.

Appointed November 2009. Previously


executive vice president of Oracle Corp.
(U.S.) and chairman of Oracle Corp.
(Japan). Currently, he is an external director at Cookpad Inc. and vice chairman
of the non-profit organization Special
Olympics Nippon.

Appointed November 2007. Previously


representative director, chairman and
president of Accenture Japan Ltd. He is
now a professor in the Faculty of Science
and Engineering of Waseda University,
specializing in management design.

Nobumichi Hattori

Toru Hambayashi

Tadashi Yanai

External Director

External Director

Chairman, President and CEO

Appointed November 2005. Former managing director at Goldman Sachs, currently


an M&A research specialist. He serves as
visiting professor at the Graduate School
of International Corporate Strategy at
Hitotsubashi University and at the Waseda
Graduate School of Finance, Accounting
and Law. External director at Miraca
Holdings Inc.

Appointed November 2005. Former president of Nichimen Corp. and chairman


and Co-CEO of Nissho Iwai-Nichimen
Holdings Corp. (currently Sojitz Corp.).
Currently serving as an external director
at Maeda Corp. and a statutory auditor at
Unitika Ltd.

Entered Fast Retailing Co., Ltd. in August


1972. Appointed president and CEO in
September 1984. Currently also chairman, president and CEO of UNIQLO Co.,
Ltd., chairman of G.U. Co., Ltd., director
of Link Theory Japan Co., Ltd., and external director at SoftBank Corp.

Auditors

From left: Masaaki Shinjo, Keiko Kaneko, Akira Watanabe, Akira Tanaka, Takaharu Yasumoto

Masaaki Shinjo

Akira Watanabe

Takaharu Yasumoto

Full-time Internal Corporate Auditor

Statutory Auditor

Statutory Auditor

Full-time internal corporate auditor since


November 2012. Since joining FR in
February 1994, he has served as general
manager of FR Group Auditing, FR Group
Corporate Transformation, Sales Support
at UNIQLO Co., Ltd. and FR Group
Planning Management, as well as statutory auditor of G.U. Co., Ltd.

Statutory auditor since November 2006.


Currently a partner in the Seiwa Meitetsu
Law Office. Also serves as an external
director for Maeda Corp, MS&AD Insurance
Group Holdings, Inc. and Dunlop Sports
Co. Ltd.

Statutory auditor since November 1993.


President of the Yasumoto CPA Office.
Also serves as statutory auditor for
UNIQLO Co., Ltd., Link Theory Japan Co.,
Ltd., ASKUL Corp. and UBIC, Inc.

Keiko Kaneko

Akira Tanaka

Statutory Auditor

Full-time Internal Corporate Auditor

Statutory auditor since November 2012.


Currently a partner in the Anderson Mori &
Tomotsune law firm and statutory auditor
at The Asahi Shimbun Company and
UNIQLO Co., Ltd.

Full-time internal corporate auditor since


November 2006. Entered McDonalds
Co. (Japan), Ltd. (currently McDonalds
Holdings Company (Japan), Ltd.) in
September 1972 and rose within the
company to become deputy president
and advisor.

23

Messages from Our External Directors


Fast Retailing: A Responsible, Accountable Public Company
Today, Fast Retailing is making the transition from being a my company under founder, CEO
and major shareholder Tadashi Yanai, to being a your company, a more public corporation.
While Mr. Yanai is undeniably an amazing businessman, our task is to evaluate on behalf of
various stakeholders whether Fast Retailing is generating sound results. Furthermore, and this is
still a way off, but at some point we will have to offer advice regarding Mr. Yanais successor.
Toru Hambayashi
External Director

Fast Retailing aspires to become the worlds top apparel retailer, and I intend to use my

own management experience to help realize that aim. Regardless of what happens in the global
economy, we need to maintain profitability at UNIQLO Japan, expand buoyant and profitable
UNIQLO operations in Asia, and nurture a strong operational base. Accelerating UNIQLOs
development in the U.S. and Europe will also be key. Without doubt, FR will face some tough
challenges, and this is why it must continue improving its corporate culture and push on with its
Zenin Keiei philosophy, where everybody is encouraged to think like a business manager.

Making Winning Investments


Mergers and acquisitions are all about the premium the bidder pays. In that sense, M&A start
from a position of loss. If we grasp this concept and fully discuss the potential Group synergies
from any particular merger, then we can conduct M&A with minimum risk and the greatest
chance of success. Given my background managing M&A activities at a leading U.S. financial
institution, I assess and attempt to improve the corporate value of Fast Retailing from a capital
Nobumichi Hattori
External Director

markets perspective.

Fast Retailing is much more adept than it once was at conducting in-depth discussions on

levels of profit and potential growth following a merger or acquisition, as well as on the potential
synergies for the Group and adjustments to its management systems. Fast Retailings high
level of growth is clearly an advantage and has attracted a greater number of potential M&A
opportunities, including even some large-scale candidates. In such an environment, the Board
of Directors has the increasingly important role of resolutely highlighting any downside risks.

Conflict and Challenge Reveal Growth Potential


Companies face conflicts of interest and tradeoffs as they expand and grow, but in resolving
these issues they often discover new sources of further growth. Under the astute leadership of
Mr. Yanai, Fast Retailing has developed new approaches to management. Now, in the manner
of a true global retailer, its management team must strive to resolve conflicts by forming strong
channels of communication across all geographical locations, businesses and operations. To
Toru Murayama
External Director

that end, it is extremely important to instill FRs management principles in employees worldwide, so that they have the appropriate means to act on these principles swiftly.

Fast Retailings success to date has been based on its ability to constantly question estab-

lished convention, develop new product concepts, and suggest new lifestyles. The development of innovative ideas will always generate some friction, but that friction can also generate
fresh energy and momentum. I will help train FRs new managers to keep on generating these
vital sources of power.
24

Advancing Globalization and Zenin Keiei


As someone well versed in the positive and negative aspects of managing a global company, I
can offer objective advice to Fast Retailing, where globalization is not just a concept, but an
essential part of its quest to become the worlds best. FR employees understand that to
become World No.1 you have to globalize, and they are all working towards that goal.

Masaaki Shintaku
External Director

Over the past few years, radical improvements in IT have helped encourage greater mana-

gerial awareness. Thanks to new inventory management systems, all employees can instantly
access data on in-store inventory, and make executive decisions on store operations in a way
they never could before. Fast Retailing has always believed that its employees are its true
source of power, and the new regional employee system will encourage greater autonomy. Mr.
Yanai is a dynamic leader who heeds the advice of external directors. I am eager to keep contributing to Fast Retailings growth as a member of the Board.

Thinking Globally
During my career at a large consulting firm, I advised many Japanese companies about global
expansion. Diversity of opinion and experience is important in any management discussion,
and so I always consider the international perspective and work to include that in the debate.

Fast Retailings comprehensive business model, which spans clothing design, production

and retail, is very successful. However, the company tends to focus narrowly on optimizing
Takashi Nawa
External Director

individual functions, rather than developing strong links across the entire organization. It needs
to take a step back. It also needs to consider how to best combine UNIQLOs business on the
internet and its physical store network. Given its origins as a brick-and-mortar retailer, FR discusses real-world operations confidently, but has yet to fully exploit opportunities in the virtual
world. It is my job to point out any misguided decisions, and offer appropriate, objective advice
on new business areas.

Auditor Message
Helping Fast Retailing Grow and Evolve
In FRs Board meetings, auditors are encouraged to participate on an equal footing with directors, so the discussions are always extremely lively and fruitful. Governance committees complement the functioning of the Board, and auditors attend all committee meetings (either as
committee members or observers) in order to confirm the legality, appropriateness, and, at
times, even the validity of everything we discuss. This lively debate and full participation ensures
Takaharu Yasumoto
Statutory Auditor

healthy corporate governance and strict compliance.


Mr. Yanai is an effective leader, setting challenging targets and nurturing large numbers of

capable managers and employees to achieve rapid growth. Good teamwork and open communication help to keep the company moving in the right direction. Managers must always consider
how to allocate their resources most effectively, from people to physical goods and infrastructure, finances and information. There is no single right answer, but, as a strict auditor, I can offer
advice, proposals and support to help FR grow and develop into an even better company.
25

Business Overview

About Fast Retailing


Fast Retailing owns brands including UNIQLO, GU, Theory, Comptoir des Cotonniers and J Brand. UNIQLO International is
currently driving Group growth by opening approximately 200 new UNIQLO stores each year in various countries outside
Japan. UNIQLO operations in AsiaGreater China (China, Hong Kong and Taiwan), South Korea, and Southeast Asia and
Oceaniahave proved the strongest. We launched our low-priced GU casualwear fashion brand in 2006, and have since built
it into a 100 billion yen business. We are currently positioning GU as a second mainstay for the Group alongside UNIQLO.
We opened our first UNIQLO store in 1984. From there, we built a chain of suburban roadside stores and shopping mall outlets. Our 1998 fleece campaign ignited a UNIQLO boom across Japan and instantly transformed the brand into a household
name. Today, UNIQLO is Japans No.1 apparel brand. As an SPA (Specialty store retailer of Private label Apparel) controlling
the entire clothes-making process from design through manufacture and retail, UNIQLO is able to offer high-quality casualwear
at reasonable prices and unique items made from new superior functional materials such as HEATTECH and Ultra Light Down.
UNIQLO accounts for 6.5%*1 of the Japanese apparel market (menswear: 10.2%, womenswear: 5.0%).
*1 Japans department store, supermarket and apparel retail sales totaled 10.7 trillion in 2010 (Ministry of Economy, Trade and Industry).
*2 See p.65 for changes in accounting standards. For continuity, data in this section is calculated using Japanese Generally Accepted Accounting

Principles (JGAAP).

Fiscal 2014 Performance by


Business Segment (JGAAP*2)

UNIQLO Japan

Operating Income
(billions of yen)

110.6

Contribution to Group Sales

96.8

(billions of yen)
1,500

+ 14.2%

Global Brands
1,200

251.2bln

900

UNIQLO
International

YoY

18.2%

FY

13

14

413.6bln

29.9%

UNIQLO International

600
UNIQLO Japan

715.6bln

300

Operating Income
(billions of yen)

51.7%

34.7

0
FY

10

11

12

13

14

18.3

+ 89.5%
YoY

FY

Global Brands

13

14

Operating Income
(billions of yen)

17.4

16.3

- 6.6%
YoY

FY

26

13

14

Sales and Stores of Fast Retailing Group (JGAAP*2)


(billions of yen)
1,500

1,382.9
bln

Sales

Stores (including franchise stores)

1,200

900

2,753
stores

600

2,449

300

0
FY

11

13

15

22

25

29

62

622 655
433 519 585
276 336 368
90 118 176 229

84

85

86

87

88

89

90

91

92

93

94

95

96

97

98

99

 trong sales of core items (HEATTECH, Ultra


S
Light Down, AIRism, sweatshirts and sweatpants, jeans).
Improved gross profit margin helped generate
higher-than-expected operating income.
 ew global hotspot stores in Ikebukuro (opened
N
in March) and Okachimachi (opened in April)
helped boost urban market share and UNIQLOs
brand image.

 he addition of 187 new stores helped fuel sigT


nificant gains in sales and income. Greater
China: 94, South Korea: 28, Southeast Asia &
Oceania: 41, U.S.: 18, Europe: 6.
 NIQLO Greater China performed especially
U
well. Sales: 208.1 billion (+66.5% YoY), operating income: 24.8 billion (+83.0%).
 uccessful opening of first UNIQLO stores in
S
Germany and Australia in April.

 U sales 107.5 billion (+28.4%), operating


G
income 6.8 billion (-10.8%). Overemphasis on
fashion for younger customers dampened sales
and undermined profit.

03

04

05

06

07

08

09

10

11

12

13

14

 oost sales per store by promoting a store management


B
approach focused on the local community: more regional
employees; adapt product mix and marketing to suit
local needs.
 aintain growth by expanding the average sales floor
M
area per store through scrap and build strategy.
 xpand market share by strengthening development of
E
womens, kids and baby wear.

 pen 200 stores in FY2015. Greater China: 100, South


O
Korea: 30, Southeast Asia & Oceania: 45, U.S.: 20,
Europe: 5.
 oost UNIQLO visibility by opening global flagship stores
B
in major global centers and hotspot beacons for individual regions.
Develop marketing worldwide to promote LifeWear.

Establish a new global system to promote online sales.

 heory reported rising sales but a slight contracT


tion in profit.

 omptoir des Cotonniers achieved higher-thanC


expected gains in sales and income.

J Brand reported an impairment loss due to


continued operational losses.

02

01

Growth Initiatives

FY2014 Overview

00

2,258
2,088
1,828
2,203
2,222
1,958
1,232
1,632

 ring UNIQLO USA swiftly into the black. Develop 100B


store networks on East and West Coasts.

 arget GU revenue of 300 billion, operating profit of 30


T
billion over the medium term. Strengthen low-cost management to boost profit margins.
 pen 50 GU stores annually in Japan. Expand GU in Asia
O
and other global markets.
 chieve stable growth for the Theory brand in Japanese
A
and U.S. markets.
 xpand operations and boost efficiency by harnessing
E
synergies across Group labels.
27

UNIQLO
UNIQLOs Strengths
Business Model
Global Expansion
Asia
United States
Europe
Japan

Professional golfer
Adam Scott

28

Professional tennis player


Novak Djokovic

29

UNIQLOs Strengths

Unique to

UNIQLO
UNIQLO believes great clothes can change the world. Simply put, everyone understands the value
and the appeal of good clothing. By procuring the worlds best fabrics and developing its own
superior functional materials, UNIQLO will continue to offer the world all kinds of amazing clothes.

Seeking the Worlds


Best Materials

UNIQLO is able to offer reasonably priced


garments made with luxury materials,
including cashmere, Supima cotton and
premium down.
You might expect to pay several hundred dollars for a cashmere sweater, but at
UNIQLO you can find mens V-neck cashmere sweaters for $89.90. We can do this
because we negotiate directly with global
materials manufacturers and secure
mass-volume orders at low cost.

Creating New Markets


with New Materials

Another key UNIQLO strength is our ability


to create fresh value for our customers by
developing new functional materials, and
using them in clothes that anyone can
afford.
For example, UNIQLO developed its
innovative HEATTECH items with Toray
Industries, and this highly functional clothing is constantly improving.

The common perception of down garments has been transformed by UNIQLOs amazing Ultra Light Down. We
replaced bulky down packs with a single high-density layer to create quality Premium Down garments of unprecedented warmth. Our down garments are also much lighter than anything else on the market: a womens jacket
weighs just 197g. Our 2014 Fall/Winter Ultra Light Down Parka (pictured right) features a special aluminum printing
on the lining for even greater warmth.

30

UNIQLOs Business Model


UNIQLO was the first company in Japan to establish an SPA (Specialty store retailer of Private label Apparel)*
model encompassing all stages of the businessfrom design and production to final sale. By continuously
refining its SPA model, UNIQLO successfully differentiates itself from other companies by developing unique
products. We quickly make adjustments to production to reflect the latest sales trends and to minimize
store-operation costs such as personnel expenses and rent. This is how we at UNIQLO provide such highquality clothing at such reasonable prices.

Development
and
procurement
of materials

Planning

Proposals

Price
negotiations

R&D
(Designers/Pattern makers)

Proposals

Materials
manufacturer

Sales promotion plans

Designs

Merchandising

Production
volume
guidance

(External)

Order
design sample

Samples

Production departments

Guidance for
adjusting
production

Takumi

Marketing

Quality control/Monitoring
of production schedules

Production

Production
planning

Sales
( promotion
)

Technical guidance

Partner factories
(External)

Warehouse
(External)

Sales

Order
guidance

Inventory control

Place orders

Markdown guidance

Stores and e-commerce business

Feedback

Customer
center

Feedback

Opinions

Customers
* The SPA (Specialty store retailer of Private label Apparel) business model incorporates the entire clothes-making process from procurement of materials, product planning, development and manufacture through distribution and retail to inventory management.
32

33:

[33]

[34]

:34

35:

[35]

Planning
Product concept

Material selection

Research & Design


(Designers/Pattern makers)

Development and
Procurement of Materials

Merchandising

UNIQLOs research and design (R&D)


centers analyze the latest fashions and
lifestyles from around the world as well as
look into new materials.
Concept meetings are held roughly one
year before a products intended launch.
On these occasions, designers meet with
representatives from the merchandising,
marketing, materials development and
production departments to discuss and
finalize concepts for upcoming seasons.
Then UNIQLOs R&D centers prepare
designs and refine samples until each
product is finalized.

UNIQLO can secure stable, high-volume


supplies of top-quality materials at low
cost by negotiating directly with materials
manufacturers, and placing large-volume
orders. The materials used for our core
items are particularly important. Our
in-depth research and experimentation
generates multi-layered improvements
in the functionality, feel, silhouette and
texture of our clothes. For example,
we source denim to specific spinning
standards and dyeing specifications from
Kaihara Corporation. We also develop
materials with synthetic fiber manufacturer
Toray Industries, a strategic partner, to
create HEATTECH.

Merchandisers play a vital role from


product planning through production.
After meeting with the R&D designers,
merchandisers then apply the concepts for
each season to product plans, materials
and designs.
Next, they decide the product lineup
and volume for each season, paying close
attention to a detailed marketing strategy.
One other important task for our merchandisers is to decide when to increase
or reduce production during a season. Any
decisions about adjusting production in
line with demand are made jointly with the
product planning department.

Materials

Design samples

procurement, materials development

Design

Global Quality
Declaration

Ultra Stretch Jeans

(September 2004)
Danpan Warm Pants
In the decade since making our Global Quality
Declaration, UNIQLO has been transformed from a
retailer of low-priced clothes to a retailer of high-value,
high-quality clothing. Our research and development systems are much more sophisticated; we can now procure
the worlds best materials and develop our own unique
functional fabrics.

Leggings Pants

UV Cut Cardigan

Body Shaper
Ultra Stretch Jeans

AIRism
Body Shaper

Ultra Light Down


AIRism

Bra Top
Bra Top

Skinny Jeans
Ultra Light Down Jacket

Supima Cotton

Premium Linen

Premium Down
Premium Down Coat

Extra Fine Merino

HEATTECH
Extra Fine Merino Sweater

Cashmere

HEATTECH

UT (UNIQLO Printed T-shirt)


Cashmere Sweater

Air Tech

UNIQLOs Key
Strategic Materials
and Products

Fleece

Fleece Jacket

Fleece Jacket (Early item)

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

33

2015
35

1502-0007_AR2014 5 2015 2 7 3:09:05 AM Black


Cyan
Magenta
Yellow

33:

[33]

[34]

:34

35:
K

[35]

Production
Set volume and begin production

36

Spinning and dyeing

Knitting and sewing

Quality and
Production Control

UNIQLO Takumi Teams

Expanding Our Production


Network

UNIQLO deploys about 400 staff and


textile takumi (skilled artisans) to offices
in Shanghai, Ho Chi Minh City, Dhaka,
Jakarta and Istanbul. Production managers visit partner factories each week to
resolve outstanding issues. Customer concerns regarding quality are communicated
immediately to production departments,
and then improvements are made.

By offering instruction
on dyeing technology at
UNIQLOs partner factories, I can encourage
workers to embrace a
new production management philosophy and
improve the factories
they work in. Our cultures
may be different, but
our aim is the sameto
make truly great products. I am proud to
be passing on expert
Japanese techniques to the
Dyer Takumi
next generation
Kazuaki Iida
of technicians.

As UNIQLO expands its global reach,


we have formed business relationships
with partner factories in China, Vietnam,
Bangladesh and Indonesia. We have
established production offices in Shanghai,
Ho Chi Minh City, Dhaka, Jakarta and
Istanbul to help ensure our clothes are
made to the highest global standards.

UNIQLO Production Offices

Istanbul
Dhaka

Shanghai

Ho Chi Minh City


Jakarta

Processing and finishing

Product inspection

Shipping to individual countries

The Cut and Sew Manufacturing Process

Spinning

Dyeing

Knitting and sewing

Processing and finishing

Begins with the unraveling of raw


yarn materials. Cotton is blended
from multiple localities to ensure a
high level of quality.

Computer-generated test colors are


adjusted by skilled artisans with an
eye for slight differences in color.

The sewing process begins with


cutting, followed by machine sewing, which requires both precision
and patience.

Great care is taken over the ironing


and packing, with regular quality
and safety inspections.

37

Sales
Products reach the warehouse

38

Shipping to stores

Inventory Control

Marketing

UNIQLO Stores

The Inventory Control department maintains the optimum level of store inventory
by monitoring sales and stock on a weekly
basis, and dispatching necessary inventory
and new products to fulfill orders.
At the end of each season, merchandisers and the Marketing Department help
coordinate the timing of markdowns and
limited-period sales (typically 20-30% off
the regular price) to ensure that inventory
sells out.

Each season, UNIQLO conducts promotional campaigns for core products such
as fleece, Ultra Light Down, AIRism and
HEATTECH. During these campaigns,
UNIQLO advertises these core products
unique qualities and noteworthy features on
TV and in other media. For example, weekly
flyers in the Friday editions of Japans
national newspapers, which are delivered
to most households, promote the apparel
that will be discounted through Monday.

UNIQLO Japan had 852 stores at the


end of August 2014. Since the first store
opened outside Japan in 2001, UNIQLO
International has expanded to 633 stores,
including 374 in Greater China (Mainland
China, Hong Kong and Taiwan), 133 in
South Korea, and 80 in Southeast Asia
and Oceania. We have enjoyed rapid
expansion in Asia and are developing a fullfledged store network in the United States.

Promotional flyer

TV commercial

Roadside UNIQLO store

In-store and e-commerce sales

Sales of Major Global SPA Firms

E-commerce Business
Online sales in Japan totaled 25.5 billion
in fiscal 2014, or 3.6% of total UNIQLO
sales. We also offer online sales in places
including Greater China, South Korea and
the United States.

Customer Center

(trillions of yen)
2.5

FAST RETAILING(UNIQLO)
Inditex (ZARA)
GAP

H&M
Limited Brands

2.0

1.5

The Customer Center receives more than


100,000 comments and requests annually.
Appropriate departments act on them to
improve products, stores and services.

1.0

0.5

0
FY

98 99 00 01 02 03 04

05 06 07 08 09 10 11 12

13

14

Note: Compiled using data from the annual reports converted at August 31, 2014 exchange rates

Customer center

39

UNIQLOs Global Expansion

UNIQLOs Growing
Global Presence
LONDON

MOSCOW

BERLIN

GINZA

MYEONGDONG

SHINJUKU

BEIJING

PARIS

TOKYO

SHANGHAI

TAIPEI

HONG KONG
BANGKOK
KUALA LUMPUR

IKEBUKURO
OKACHIMACHI
KICHIJOJI
OSAKA

MANILA

SHINSAIBASHI

SINGAPORE

JAKARTA

MELBOURNE

UNIQLO
International
Store Network

15
02

(Fiscal year-end)

Paris Opera Store


40

26
03

14

04

05

Berlin Tauentzien Store

30
06

SYDNEY

39
07

UNIQLO SHANGHAI Store

54
08

818

Estimate for
end of August
2015

15

633

UNIQLO Global
Flagship and
Hotspot Stores

14

BOSTON
SAN FRANCISCO

PHILADELPHIA

NY 5th

446

NY SOHO

LOS ANGELES

292
12

13

New York Fifth Avenue Store

181
136
92

11

10

09

Ginza Store

UNIQLO OSAKA Store

Shinsaibashi Store

BICQLO Shinjuku East Exit Store


41

UNIQLOs Expansion in Asia

Becoming No.1
in Greater China

Heilongjiang

5
Jilin

Beijing
Inner Mongolia

Greater China
Store Network

374

Ningxia

Shanxi

stores

+94 YoY

10

Hebei

Shandong

15
Henan

Shaanxi

Jiangsu

Shanghai

14

Tianjin

39

Anhui

25

Hubei

Guangyuan

Chongqing

16

11

Guizhou

Hunan

Jiangxi

Guangdong

49

Zhejiang

21
Fujian

Taiwan

10

(Guangzhou, Shenzhen)

Yunnan

Guangxi

38

Liaoning

Hong Kong

46

22

Fast Retailing Group Executive Vice President


CEO of UNIQLO Greater China
Co-CEO of UNIQLO Southeast Asia

Pan Ning

(August 31, 2014)

100 Stores a Year, 1,000 Stores and Beyond


Sales at UNIQLO Greater China (Mainland China, Hong Kong
and Taiwan) topped 200 billion for the first time in fiscal
2014, rising 66.5% year on year to 208.1 billion. Our commitment to staff training and brand building in the region is
clearly paying off.
Just four short years after the first store was opened in
2010, UNIQLO Taiwan boasts 46 stores. UNIQLOs popularity
is booming there, and we have expanded our store network
beyond major urban centers into regional shopping malls.
In China, we have over 100 stores across the four major
cities of Shanghai, Beijing, Guangzhou and Shenzhen, and
there is potential for further near-term expansion, given these
cities rapidly expanding economies and urban populations.

42

We have also been expanding faster into smaller cities across


China. Many of the customers at these regional stores say
theyve come because they heard about UNIQLO through
word of mouth, or because they learned about UNIQLO on
the internet. For us, this is proof that UNIQLO has become
an established brand in China, and an integral part of peoples lives.
While the purchasing power of consumers in Chinas
regional cities may be lower than in major urban centers,
they offer huge potential for expansion. We will continue to
open roughly 100 stores per year in Greater China, with the
aim of boosting our network beyond 1,000 stores as soon
as possible.

UNIQLO SHANGHAI Store (Global flagship store)

Quality Keeps UNIQLO Out in Front


Consumers in Chinas regional cities tend to prefer familiar
local brands. But UNIQLO has trumped these and other rivals
with its unique LifeWear concept. Chinese consumers now
understand the superior functionality and quality of UNIQLO
products and are embracing HEATTECH, Ultra Light Down
and other items. UNIQLOs influence as a global fashion
brand is also increasingly clear. Our UT printed T-shirts have
always been popular in China, and this year young Chinese
consumers were particularly enthusiastic about our pop-art
T-shirt range designed in collaboration with New Yorks
Museum of Modern Art.
Developing a chain store in China is extremely difficult: it
covers a huge geographical area, with differing regional

cultures and consumer behavior patterns as well as sharp


inequalities in regional economic development. Each individual store has struggled with unique circumstances, but
because all of UNIQLOs stores are directly operated, we can
communicate and react swiftly to any challenge.
As CEO of UNIQLO Greater China, I encourage all
employees to embrace Fast Retailings Japanese qualities:
integrity, heartfelt consideration of customer needs, and a
commitment to superior quality and service. I want to make
UNIQLO Greater China a place where young employees who
share our corporate spirit are inspired to pursue their dreams.
We want to satisfy our customers needs today, tomorrow
and every day after that.

43

UNIQLO in the United States

New Frontiers
on the Horizon

Chestnut Street Store (Pennsylvania)

Smith Haven Mall Store (New York)

Plaza Escuela Store (California)

Serramonte Center Store (California)

Fast Retailing Group Senior Vice President


CEO, UNIQLO USA

Larry Meyer

Broadcasting the UNIQLO Message from NYC


The recent firm sales trends from our three prominent New
York stores (Fifth Avenue, Soho and 34th Street) reflect just
how strongly New Yorkers have embraced the UNIQLO brand
in the eight years since the Soho Store opened in 2006.
In spring 2014, the second floor of the Fifth Avenue Store
was remodeled into SPRZ NY (Surprise New York). It is a
unique, unified space where people can grab a Starbucks
coffee and browse a wide-ranging collection of modern artinspired clothing thats intended to amaze New York and the
world. Developed in collaboration with the Museum of Modern
Art (MoMA), the collection includes T-shirts, sweatshirts and

44

sweatpants, dresses and tote bags, all featuring pop-art


motifs. The space is like a museum, with framed displays of
T-shirts sporting designs from some of the most celebrated
artists of our time, including Andy Warhol and Keith Haring.
New York City is constantly in the spotlight. Its vibrant,
trendsetting, and attracts visitors from all over the world.
I believe New York is the place for UNIQLO to establish a
powerful virtuous cycle: use unique and imaginative products
and projects launched in New York to transmit powerful
brand messages and clothing concepts around the world,
boosting brand awareness for UNIQLO.

UNIQLO SPRZ NY Store

Build U.S. Business by Expanding Real and Virtual Platforms


My key mission is to make UNIQLO the No.1 casualwear
brand in the United States. Expanding e-commerce is vital to
ensure full coverage of this vast nation, but customers must
also be able to actually experience UNIQLO products firsthand. We need to expand our store network and e-commerce
business simultaneously.
Our store opening strategy is designed to carve out concentrated retail positions in major cities. Our first stores
opened in New York and New Jersey, then we moved on to
Connecticut and San Francisco. In 2014, we extended that
store network to Philadelphia, Boston and Los Angeles.
Some stores have proved more successful than others.
However, I believe we can achieve stronger performance

across the board by boosting awareness of the UNIQLO


brand and building a concentrated presence region by region.
Ideally, we want to steadily expand business in the United
States by maximizing the benefits of a physical store network
and an e-commerce business that are growing together.
Customers in the U.S. are still not fully aware of UNIQLOs
unique value. We have to encourage more customers to visit
our stores, and find a way to better convey the superior functionality and quality of UNIQLO products. Resolving these
issues and actively growing the UNIQLO brand in the United
States is really exciting. We feel proud of and supported by a
corporate culture that encourages managerial drive and
entrepreneurial spirit in each and every one of us.

45

UNIQLO in Europe

Introducing Europe
to LifeWear
New Stores in Major European Centers
The first UNIQLO store in Germany, the UNIQLO Tauentzien
global flagship store, opened in Berlin in April 2014. Ultra
Light Down and other products made from UNIQLOs superior functional materials proved very popular, as did our
high-quality cashmere sweaters. We plan to open our first
Belgian store in fall 2015, in Antwerp, which will be followed
by new stores in other major European centers.
UNIQLO Europe outstripped our expectations in fiscal
2014. It reported a profit, thanks to the decision to adjust
product ranges to better suit the climate and lifestyles of individual countries. For instance, we introduced Ultra Light
Down items earlier in Europe than in Japan because summer

in Europe is less humid, and the mornings and evenings are


cooler. We also offered HEATTECH items and long-sleeved
T-shirts year round. UNIQLO is prepared to adjust its LifeWear
ranges to suit local customer needs, and this has helped to
boost the brands popularity.
The Ines de la Fressange collection, launched in Spring/
Summer 2014, proved hugely popular in Europe. Ines is a
fashion icon who symbolizes the chic, refined lifestyle of the
Parisian woman. According to Ines, There is nothing like the
joy of buying clothing of excellent quality that is stylish and
well-suited to you. We believe this collaboration has created
clothes that women everywhere want to wear every day.

Berlin Tauentzien global flagship store

Ines sporting a trench coat from the 2014 Fall/Winter collection

Landmark Le Marais Store Connects France and Japan


In April 2014, we opened a new store in the fashionable Paris
district of Le Marais. Located in a former foundry built in the
mid-19th century, the new store beautifully showcases the
preserved historic site, and has become a local landmark in its
own right. The original red brick chimney forms the centerpiece
of the store, and actual tools used to melt precious metals at
the foundry are on display in the basement. This space,
steeped in French history, is significant as a stage upon which
France and Japan can meet and interact. Visitors can enjoy

46

fashion and appreciate these two cultures coming together.


The UNIQLO Le Marais Store offers select UNIQLO items
such as jeans, UT printed T-shirts, and highly functional
AIRism innerwear. The store also showcases a variety of
products representative of Japanese culture. The clothes in
the store serve to illustrate the history of UNIQLO as a
Japanese brand, the cultural background which nurtured
UNIQLO, and the Japanese technology that allows the countrys highly advanced textile industry to thrive.

The original foundry chimney standing tall


in the center of the UNIQLO Le Marais Store
47

UNIQLO in Japan

Efficiency for
Stable Growth
Locally Managed Community Stores for Optimized Sales and Profit
The opening of the UNIQLO Kichijoji Store in October 2014
generated strong interest as a new community-focused store.
For the opening, we set up in-store displays featuring
Kichijojis vibrant manga subculture, and a special corner
offering fun information about the neighborhood shopping
district. The stores layout and marketing were planned with
meticulous care to create bonds with the local community.
To date, UNIQLO has focused on developing an efficient,
centrally managed national chain. However, under such a
system, individual stores often dont have the authority to

adjust product ranges and services to best meet local needs.


We also felt we could improve communication with our customers. For these reasons, we decided to transform our network into a group of individual local stores, managed by
empowered local employees. This should help stores
strengthen links with their local communities, which will in turn
increase overall sales and profits in the long run.
We have introduced a new regional employee system to
attract talented personnel and empower them to meet the
needs of their local communities.

Illustration by Kichijoji resident Kin Shiotani

Expand Sales Floors


while Maintaining Efficiency

UNIQLO Japan:
Sales Floor Space and Sales per Square Meter

UNIQLO Japan has been actively expanding average


sales floor area for its stores through a scrap and build
strategy of replacing standard 800m2 stores with largescale stores of 1,600m2 or more. UNIQLOs surge in
popularity in 2000 and 2001 led to a significant increase
in sales per square meter. Since then, we have maintained stable, extremely high sales of approximately 1
million per square meter per year. The exact figure in fiscal 2014 was 930,000 per square meter.

(m2)
800,000

(thousands of yen/m2)
2,000

600,000

1,500

400,000

1,000

200,000

500

Average sales floor space (left)


Directly operated store sales per square meter (right)

0
FY

48

0
95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14

UNIQLO Kichijojis displays are a nod


to the areas manga subculture
49

Global Brands
GU
Theory
J Brand
Comptoir des Cotonniers
Princesse tam.tam

50

GU

http://www.gu-global.com/

GU Shinsaibashi flagship store

Fashion Freedom and Japanese Kawaii


The Keys to Asian Expansion
GU (pronounced jee-you) offers fun fashion at fabulously
low prices. Building on UNIQLOs experience as an SPA
apparel manufacturer and retailer, GU has created its own
unique business model for low-priced fashion in Japan. In fiscal 2014, GU revenue topped 100 billion for the first time,
and we are now looking to expand revenue to 300 billion
over the medium term.
The number of GU stores in Japan increased to 275 at
the end of August 2014. We want to grow to 500 stores by
opening approximately 50 new stores each year. Moreover,
GUs ambitious expansion has moved beyond Japan. We
opened our first store outside Japan in Shanghai in

September 2013. This was followed by two stores in Taiwan


that received an enthusiastic reception when they opened in
fall 2014. We plan to open GU stores all over Asia.
GU offers a wide range of low-priced, trendy fashion,
under the concept more freedom with fashion. CEO Osamu
Yunoki says, I am determined to ensure GU balances fashion
and attention to detail. GUs kawaii (cute) Japanese image
helps set it apart from European and U.S. fast fashion brands
in Asia. I want to create stores with lots of fun fashion that
everyone can enjoy. We believe GUs Japanese-style fast
fashion will become increasingly popular in Asia as the brand
expands further.

51

Theory

http://www.link-theory.com/

The flagship Theory Aoyama Store

A Contemporary Brand
Leading Advances in Fashion
Launched in New York in 1997, the Theory fashion brand
appeals to the contemporary woman. Theory is well known
for its silhouette-enhancing designs, which use stretch materials for ultimate comfort and a smooth fit. The brands concept is basic clothes with a subtle, natural sense of fashion.
Theorys CEO, Andrew Rosen, played a pivotal role in the
founding of Theory and has shepherded its subsequent
development. The brand enjoyed instant success when it was
launched in Japan in 1999.
Lisa Kulson, Theorys original head designer and current
creative director, wants to uphold the brands integrity and
aesthetic while pushing it forward. The Theory customer
wants to see a little bit more femininity and sexiness, but in a

52

sophisticated way, she says. Theory has become known as


the go-to place to furnish a career womans wardrobe, and
we want to make clothes that enhance the lifestyles of
fashionable, sophisticated urban women. Indeed, Theorys
2015 Spring/Summer collection offers more color, as well as
fashion-forward, sophisticated silhouettes.
Other Theory brands include HELMUT LANG, and the
Japan-born PLST brand. PLST has proved extremely popular
among elegant, fashion-conscious consumers, and is fast
becoming a second mainstay brand for the Theory business.
At the end of August 2014, Theory boasted a total of 460
stores and sales of approximately 80 billion.

J Brand

http://www.jbrandjeans.com/

J Brand Hankyu Umeda Store

The LA Premium Denim Label


Celebrities Love
J Brand is a Los Angeles-based contemporary fashion brand
that specializes in denim. Founded in 2005, J Brand is recognized for its high-quality denim fabrics, sophisticated product
design, beautiful silhouettes and perfect fit. The premium
denim ranges for women in particular are considered among
the best in the world, appealing to many actresses, models
and other celebrities.
J Brand is sold in more than 2,000 leading department
stores and specialty boutiques in over 20 countries, with a
large presence in the United States. Following the opening of
the first Japanese store in Osakas Hankyu Umeda department store in October 2013, J Brand is now building a fan
base in Japan as well.

J Brands Stocking Jeans, launched in March 2014, use


fabric made from a perfect mix of denim and nylon for maximum stretch and outstanding fit. It is not only the superior
fabrics that set J Brand apart. Its dedication to fine details,
such as the use of the rare metal ruthenium to give buttons a
unique patina, is evident in its products.
J Brand collaborated with Simone Rocha, named an
Emerging Designer by the British Fashion Awards, to create a
capsule collection for the 2014 Fall/Winter season, which
featured attractive denim jackets and pants with modern yet
feminine ruffles. J Brand will continue to push boundaries and
bring new perspectives to the denim industry.

53

Comptoir des Cotonniers

http://www.comptoirdescotonniers.com/
Comptoir des Cotonniers, Rue Pave, Paris

Fashion and Style


Full of French Esprit
The Comptoir des Cotonniers (CDC) womens fashion brand
emerged from boutiques that opened in 1995 in Paris and
Toulouse. CDC, known for its quality fabrics and sharp silhouettes, designs timeless collections full of French esprit. CDC
offers French style and elegance that appeal to the modern
active city woman. The labels popularity as a brand offering
high-quality fashion at affordable prices is only growing.
The 2014 Fall/Winter collection was inspired by the French
New Wave films of the late 1950s, featuring trench coats as
well as oversized cardigans, shoes, bags and accessories
the collection proved extremely popular among trendy

54

women. The light down jackets featured in the Mademoiselle


Plume mini collection also won acclaim for their unconventional French style, light feel, and convenient portability.
CDCs launch of a mobile shopping app for Europe in
spring 2014 captured customer attention, as did the oneclick payment feature and 48-hour delivery service offered as
part of its Fast Shopping campaign.
At the end of August 2014, CDC had a total of 374 stores:
227 in France, 93 in other parts of Europe, 46 in Japan and
the rest of Asia, and 8 in the United States.

Princesse tam.tam

http://www.princessetamtam.com/
Princesse tam.tam Saint Honor Store, Paris

Creative French Elegance


Wins Repeat Customers
Princesse tam.tam (PTT) is a French brand offering corsetry,
homewear, swimwear and sportswear. After winning acclaim
for lingerie that featured original prints and bright colors, the
sisters Loumia and Shama Hiridjee opened their first store in
the Saint Germain area of Paris in 1987.
The brand concept of lingerie made by women for
women resonates strongly with its loyal repeat customers.
Tapping the craft skills of the French corsetry industry, PTT
garments are made from the finest lace, silk and cotton and
crafted to the smallest detail.
In April 2014, PTT opened its online store for Europe, and in

August it expanded the service to Japan. The site is very popular with Japanese customers, as it offers the virtual experience
of shopping in Paris. The 2014 Fall/Winter Rsille Collection,
which combined a bold interpretation of famous Rsille lace
patterns with cool and elegant style, proved very popular.
At the end of August 2014, PTT boasted 152 directly
operated and franchise stores housed in leading department
stores and boutiques in France (such as Galeries Lafayette
and Printemps) and other parts of Europe. PTT products are
also offered in over 1,000 other stores in 48 countries.

55

Corporate Social Responsibility


All-Product Recycling Initiative
Monitoring Working Conditions
Environmental Protection

Making the World a Better Place


through CSR
Our Main CSR Initiatives

56

All-Product
Recycling
Initiative

Social
Business

Employing
People with
Disabilities

Collecting secondhand clothing


for distribution to
refugee camps worldwide

Establishing and operating


a social business
in Bangladesh

Actively hiring people


with disabilities at UNIQLO
and GU worldwide

Monitoring
Working
Conditions

Environmental
Protection

Thoroughly monitoring
working conditions
at partner factories

Conscientiously monitoring
to minimize
our environmental impact

All-Product Recycling Initiative

Warm Clothes and Compassion


for Those in Need
Our All-Product Recycling Initiative collects quality
secondhand clothing donated by UNIQLO and GU
customers and delivers it to people around the world.
By the end of September 2014, we had collected
32.5 million used garments from customers and
donated 14.2 million items to those in need, including
refugees, displaced persons and victims of natural
disaster. We achieved this with the help of our global
partner, the United Nations High Commissioner for
Refugees (UNHCR), as well as NGOs worldwide.
From April through July 2014, we conducted our
Deliver Warmth campaign in Japan, soliciting donations of warm clothes for Syrian refugees who have
fled to Jordan. Participating customers were asked
to write a message of encouragement on a heartshaped card, so that we could deliver expressions of
hope and compassion along with the clothes. The
response was overwhelming, and we were able to
deliver warm clothing and over 10,000 messages
before the harsh winter set in.
Clothes protect people not only from the elements, but also from injury and infection. They help
give children the opportunity to go to school, and
women the courage to participate in their local communities. Fast Retailing is acutely aware of the value
of clothes, and we are determined to provide them to
the people who need them.

32.5

14.2

From 11 countries
and regions

To 53 countries
and regions

Million
Items
Collected
A heartfelt rainbow of messages delivered along with warm clothes,
helping refugees get through the harsh winter.

Million
Items
Donated

(as of September 2014)

57

Monitoring Working Conditions

Responsible Environments and


Procedures at Partner Factories

Fast Retailing has a Code of Conduct for Production Partners


to ensure its clothing is always manufactured under safe and
appropriate working conditions. We employ external institutions to regularly inspect partner factories. These inspections
are designed to detect unlawful child or forced labor, enhance
safety in the workplace and restrict unauthorized overtime
work. We only work with partner factories that meet our strict
standards. At partner factories that need to make improvements, members of our CSR department go there directly to
offer practical advice and guidance. In fiscal 2014, we monitored 332 partner factories.

Enhancing Safety at Factories in Bangladesh


Following the 2012 Ashulia fire and the 2013 Savar building collapse, Fast Retailing signed the Accord on Fire and
Building Safety in Bangladesh in August 2013. This was a
commitment initiated by IndustriALL Global Union, a Genevabased international workers organization. Moreover, Fast
Retailing supplements its workplace monitoring activities
in Bangladesh by conducting independent inspections of
partner factories to check for any problems with fire prevention equipment and building structure.

Monitoring Results
Grade

Description

FY2012

FY2013

FY2014

FR Group (UNIQLO)

FR Group (UNIQLO)

FR Group (UNIQLO)

No violations

9 (8)

11 (10)

One or more minor violations

87 (59)

134 (95)

175 (115)

One or more major violations

69 (51)

97 (45)

72 (32)

One or more severe violations

56 (34)

48 (19)

77 (17)

Highly unethical, serious offense


(immediate review of contract)

8 (7)

4 (1)

7 (3)

Number of factories monitored

229 (159)

294 (170)

1 (1)

332 (168)

We stepped up our monitoring and guidance in fiscal 2014 following an increase in the number of D and E grades. For E-grade partner factories,
we revise our production orders, and ultimately terminate business altogether if the situation does not improve.

58

Environmental Protection

Minimizing Environmental Impact


Across the Whole Supply Chain

Fabric producers use large amounts of energy,


water and chemicals in the dyeing process.

We do frequent checks to ensure appropriate


effluent disposal.

In 2014, Fast Retailing instituted a new basic environmental


strategy that aims to minimize the environmental impact of
processes across the entire supply chain. In addition to our
current monitoring of working conditions at sewing factories,
we also monitor the commitment to environmental protection
at fabric manufacturers, whose processes can have a particularly harmful impact on the environment.
Under its Environmental Guidebook for Fabric Producers,
Fast Retailing conducts independent monitoring in six areas:
1. Environmental Management; 2. Chemicals Management;

We also enforce proper legal management of


effluents.

3. Waste Materials Management and Disposal; 4. Treatment


of Asbestos and PCBs; 5. Measurement and Management of
Effluents (discharged water, etc.); and 6. Worker Health and
Safety. In fiscal 2014, we monitored 62 fabric producers. The
compliance score for Worker Health and Safety was low
because while gloves and other protective equipment had
been distributed, some workers were not wearing them. Our
CSR team works hard to boost compliance ratings by providing feedback to fabric manufacturers and offering advice and
guidance on how to improve factory processes.

Compliance with FR Environmental Guidebook for Fabric Producers (as of August 2014, 62 fabric producers)
Category

Compliance
FY2013 FY2014

Required Improvements

Environmental Management

85%

90%

Appointing Environmental Officers Training on environmental management


Environmental management planning

Chemicals Management

29%

35%

Creating detailed lists of chemicals used


Safe storage of chemicals (e.g. installing containers to prevent leakage, labeling,
appointing Chemicals Management Officers, compiling and sharing of safety information)

Waste Materials Management


& Disposal

30%

34%

Delivering waste materials to certified contractors


Separate treatment (e.g. of chemical and other waste), labeling
Safe storage of waste materials

Asbestos & PCBs

100%

97%

Appropriate confirmation and management of asbestos and PCBs

Measurement & Management of


Effluents (Discharged Water, etc.)

74%

74%

Obtaining emissions permits and other licenses from the authorities


Measuring effluents from facilities and complying with legal standards

Worker Health & Safety

36%

27%

Wearing protective clothing (masks, earplugs, gloves, etc.)


Ensuring existence of emergency exits and fire safety equipment
Conducting health checks for occupational diseases
59

Sponsored by UNIQLO

Global Brand Ambassadors


Take the World by Storm
2014 was a stellar year for the three professional tennis players who serve as UNIQLO Global Brand
Ambassadors. Kei Nishikori became the first Asian
man to advance to the finals of the U.S. Open. Novak
Djokovic ended 2014 as the worlds No.1 professional
mens tennis player, having won his third straight victory at the ATP World Tour Finals. World champion
wheelchair tennis pro Shingo Kunieda won the calendar Grand Slam with his victory at the 2014 U.S. Open
USTA Wheelchair Championships in September.
In June 2014, Fast Retailing signed a contract
with the International Tennis Federation (ITF) to
become title sponsor of the Wheelchair Tennis Tour.
The UNIQLO Wheelchair Tennis Tour will cover 160
tournaments annually, hosted by the ITF, in over 40
countries over the next three years.
As these three players impress fans the world
over, UNIQLO will continue to support them by
designing the highest quality tennis wear and sponsoring sporting events worldwide.

Shingo Kunieda (center), at the press conference to announce


the signing of the FR-ITF sponsorship agreement, with Kei
Nishikori (left) and Novak Djokovic (right)

60

Kei Nishikori

Financial
Information
Financial Summary
Fiscal 2014 Financial Highlights
Managements Discussion
and Analysis

For complete details, please see the volume


Fast Retailing Co., Ltd. Consolidated
Financial Statements for the year ended
Shingo Kunieda

August 31, 2014.

Novak Djokovic
61

Financial Summary
FAST RETAILING CO., LTD. and consolidated subsidiaries
Fiscal years ended August 31
JGAAP

2009

2010

2011

2012

685,043

814,811

820,349

928,669

108,639

132,378

116,365

126,450

112,621

152,141

141,716

150,687

95,487

116,867

93,881

123,390

49,797

61,681

54,354

71,654

59,214

88,623

57,158

127,643

(34,273)

(23,389)

(26,643)

(35,313)

For the year


Net sales/Revenue
Operating income/Operating profit
EBITDA*1
Income before income taxes and minority interests/
Profit before income taxes
Net income/Profit attributable to owners of the parent
Net cash provided by operating activities/
Net cash from operating activities
Net cash used in investing activities
Free cash flow*2
Net cash used in financing activities
Cash and cash equivalents*3
Depreciation and amortization
Capital expenditures

24,941

65,234

30,515

92,330

(16,847)

(28,897)

(26,156)

(29,056)

169,574

200,462

202,104

266,020

9,765

12,229

18,755

18,573

22,601

28,018

33,993

40,184

463,285

507,287

533,777

595,102

261,413

287,987

319,911

394,892

35,400

28,834

28,263

23,194

15.9%

16.2%

14.2%

13.6%

19.1

22.6

18.1

20.4

56.0

56.3

59.0

65.0

At year-end
Total assets
Total net assets/Total equity
Interest-bearing debt

Reference indices
Operating income margin/Operating profit margin (%)
ROE/Ratio of profit to equity attributable to
owners of the parent (%)
Equity ratio/Ratio of equity attributable to
owners of the parent to total assets (%)
Debt-equity ratio (%)
Dividend payout ratio (%)

13.6

10.1

9.0

6.0

32.7

38.0

33.7

37.0

488.96

605.99

533.93

703.62

2,550.86

2,804.34

3,091.17

3,797.04

160.00

230.00

180.00

260.00

106,073,656

106,073,656

106,073,656

106,073,656

1,182.7

1,228.3

1,535.9

1,938.0

Per share data


Net income/Profit attributable to owners of the parent
(EPS) (yen, dollar)
Net assets/Equity attributable to owners of the parent
(yen, dollar)
Cash dividends (yen, dollar)

Other data (at fiscal year-end)


Number of shares outstanding
Market capitalization ( billion, $ million)*4
Number of subsidiaries
Total number of stores
Directly-operated stores in Japan
Directly-operated stores overseas
Franchise stores
Commercial complexes
Total sales floor space (m2)*5
Number of full-time employees

96

90

98

91

2,258

2,203

2,088

2,222

[1,454]

[1,370]

[1,213]

[1,250]

[397]

[474]

[491]

[589]

[407]

[359]

[384]

[383]

740,489m2

847,523m2

938,896m2

1,170,353m2

11,037

11,596

14,612

18,854

*1 EBITDA

(JGAAP) = Operating income + Depreciation and amortization + Amortization of goodwill
EBITDA (IFRS) = Operating profit + Depreciation and amortization
*2 Free

cash flow (JGAAP) = Net cash provided by operating activities + Net cash used in investing activities
Free cash flow (IFRS) = Net cash from operating activities + Net cash used in investing activities

62

Millions of yen (except per


share data and other data)

Thousands of
U.S. dollars*4

Millions of yen (except per


share data and other data)

JGAAP

Thousands of
U.S. dollars*4

IFRS

2014

YoY

2014

2014

YoY

2014

1,143,003

1,382,907

+21.0%

$13,330,513

132,920

148,646

+11.8

1,432,875

1,142,971

1,382,935

+21.0%

$13,330,782

134,101

130,402

(2.8)

1,257,017

161,908

185,434

+14.5

1,787,505

157,708

161,210

+2.2

1,553,993

141,525

140,115

(1.0)

1,350,645

155,732

135,470

(13.0)

1,305,869

90,377

78,118

(13.6)

753,019

104,595

74,546

(28.7)

718,593

99,439

111,399

+12.0

1,073,831

99,474

110,595

+11.2

1,066,083

(63,901)

(63,574)

(0.5)

(612,824)

(62,584)

(56,323)

(10.0)

(542,931)

2013

2013

35,538

47,825

+34.6

461,007

36,890

54,272

+47.1

523,152

(23,945)

(38,014)

+58.8

(366,437)

(24,226)

(44,060)

+81.9

(424,724)

295,622

313,746

+6.1

3,024,357

296,708

314,049

+5.8

3,027,275

23,691

30,828

+30.1

297,170

23,607

30,808

+30.5

296,975

39,681

58,343

+47.0

562,404

39,681

58,814

+48.2

566,945

885,800

977,609

$9,423,654

901,208

992,307

579,591

626,581

+8.1

6,039,923

589,726

636,041

+7.9

6,131,113

37,259

37,561

+0.8

362,075

37,259

37,561

+0.8

362,075

11.6%

10.7%

(0.9)pts.

10.7%

11.7%

9.4%

19.1

13.4

(5.7)

13.4

21.7

12.5

(9.2)

12.5

63.2

62.1

(1.1)

62.1

63.3

62.3

(1.0)

62.3

+10.4%

+10.1%

$9,565,329

9.4%

(2.3)pts.

6.7

6.2

(0.5)

6.0

6.5

6.1

(0.4)

6.1

32.7

39.1

+6.4

39.1

28.2

41.0

+12.8

41.0

887.12

766.57

5,489.86

5,958.54

290.00

300.00

106,073,656

106,073,656

3,383.7

3,452.6

$7.38

1,026.68

731.51

+8.5

57.43

5,598.12

6,067.40

+8.4

58.48

+3.4

2.89

290.00

300.00

+3.4

2.89

(13.6)%

2.0%

106,073,656
$33,282

106,073,656 106,073,656
3,383.7

3,452.6

(28.7)%

2.0%

$7.05

106,073,656
$33,282

98

111

13

111

102

112

10

112

2,449

2,753

304

2,753

2,449

2,753

304

2,753

[1,331]

[1,406]

75

[1,406]

[1,331]

[1,406]

75

[1,406]

[743]

[1,072]

329

[1,072]

[743]

[1,072]

329

[1,072]

[375]

[275]

(100)

[275]

[375]

[275]

(100)

[275]

1,387,367m2

1,835,095m2

23,982

30,448

447,728m2
6,466

1,835,095m2

1,387,367m2

1,835,095m2

30,448

23,982

30,448

447,728m2

1,835,095m2

6,466

30,448

*3 Cash

and cash equivalents (JGAAP) include cash, time deposits with maturities of generally three months or less and marketable securities.
Cash and cash equivalents (IFRS) include cash, bank deposits with maturity over three months and marketable securities.
*4 Calculations are based on the closing share price of 32,550 at the end of August 2014 and an exchange rate of 103.74 to U.S.$1.
*5 Total sales floor space includes only directly-operated stores.

63

Fiscal 2014 Financial Highlights

Fiscal 2014: Group Overview JGAAP


Operating income for the Fast Retailing Group rose thanks to strong gains in sales and income at UNIQLO Japan and UNIQLO
International. UNIQLO Greater China and South Korea strongly contributed to profits at UNIQLO International. However, impairment losses at J Brand knocked down consolidated net income. The annual dividend per share increased 10 to 300.

1.38trillion

Net sales
Operating
income

148.6billion

+21.0%
+11.8%

UNIQLO Internationals
contribution to sales

UNIQLO International surges ahead with strong


performance from Greater China, reports strong
gains in sales and income.

29.9% +7.9pt

UNIQLO Internationals contribution to Group


sales rises to 29.9% on the back of aggressive
new store openings.

Net sales (left) Operating income (right)


(trln yen)
1.50

1.38
trillion

1.25

148.6
billion

0.75

Global Brands

251.2 billion
18.2%

200

UNIQLO Japan
UNIQLO
International

150

0.50

100

0.25

50

413.6 billion
29.9%

766.57

-13.6%

The reporting of impairment losses at J Brand


knocks EPS down 13.6% year on year.

(yen)
900

JGAAP

Return on equity*

12.5% -9.2pt

J Brand impairment losses decreased net income,


shaving ROE to 12.5%.

(%)

766.57

24

750

20

600

16

450

12

300

150

0
FY

715.6 billion
51.7%

0
04 05 06 07 08 09 10 11 12 13 14
JGAAP

Earnings
per share

64

0.2%

250

1.00

FY

Other 2.4 billion

(bln yen)
300

04

05

06

07

08

09 10
JGAAP

11

12

13

14

0
FY

12.5
%

04

05

06

07

08 09
JGAAP

10

11

12

13 14
IFRS

* Ratio of profit to equity attributable to owners of the parent (under IFRS)

Adoption of International Financial Reporting Standards


Approximately one third of Fast Retailing Group revenue is generated outside Japan. Operations are becoming increasingly global, and
the company has listed Hong Kong Depositary Receipts on the Hong Kong Stock Exchange. For these reasons, Fast Retailing decided to
switch from Japanese Generally Accepted Accounting Principles (JGAAP) to International Financial Reporting Standards (IFRS), starting
from the year ended August 31, 2014. To ensure continuity with previous financial reporting, the income statement and data for individual
business segments in this annual report are calculated using JGAAP, while the balance sheet and cash flow data are calculated using
IFRS. For IFRS data, please see Fast Retailing Co., Ltd. Consolidated Financial Statements for the year ended August 31, 2014.

62.3%

Equity
capital ratio*

-0.9pt

Market
capitalization

Despite the 0.9 point year-on-year contraction,


our equity capital ratio remained high at 62.3%.
Equity capital (left) Equity capital ratio (right)

618.3
billion

(bln yen)
600

(%)

(trln yen)
3.6

500

75

3.0

400

70

2.4

300

65

1.8

60

1.2

55

0.6

50

0
FY

62.3
%

100
0
FY

04

05

06

07

08 09
JGAAP

10

11

12

+2.0%

Due to increase in share price from 31,900 on


August 31, 2013 to 32,550 on August 31, 2014.

80

200

3.45trillion

13 14
IFRS

3.45
trillion

04

05

06

07

08

09

10

11

12

13

14

* Ratio of equity attributable to owners of the parent to total assets (under IFRS)

Cash and
equivalents

314.0billion

+5.8%

A large free cash flow boosted cash, cash equivalents and marketable securities to 314.0 billion.

+10

Annual dividend per share: 300 (+10 YoY).


Dividend payout ratio: 39.1%.

Free cash flow (left) Cash and equivalents (right)

Dividend per share (left) Dividend payout ratio (right)

314.0 (bln yen)


350

(bln yen)
100

300

Dividend per share

billion

300

(yen)
300

(%)

45

280

250

210

200

40

140

150

20

70

100

25

50

20

-70

0
FY

80

54.2

60

-20
FY

billion

04

05

06

07

08 09
JGAAP

10

11

12

13 14
IFRS

40

39.1
%

35
30

15
04

05

06

07

08

09 10
JGAAP

11

12

13

14

65

Managements Discussion and Analysis

Highlights of Group Performance in Fiscal 2014 (Year to August 31, 2014)

JGAAP

Strong increases in sales and income at UNIQLO Japan and UNIQLO International boosted
consolidated sales to 1.38 trillion (+21.0% YoY) and operating income to 148.6 billion (+11.8% YoY)
Net income dropped 13.6% YoY to 78.1 billion following 12.7 billion impairment loss at J Brand
Annual dividend per share: 300 (up 10 YoY), dividend payout ratio 39.1%

flagship and hotspot stores in major cities. We also looked to


expand the GU and Theory brands.

Operating Environment and


Management Strategy JGAAP

Overall, conditions in the Japanese retail industry remained


severe in fiscal 2014, with the deterioration in consumer confidence following the April 1 sales-tax increase undermining any
positive impact from the gradual improvement in the broader
economy. We faced some operational challenges, as rising raw
materials prices and a weaker yen boosted the cost of apparel
manufacture, and Japanese personnel costs increased.
Despite that, Fast Retailing achieved increases in net
sales and income in fiscal 2014, with consolidated sales
reaching 1.38 trillion (+21.0% YoY) and operating income
148.6 billion (+11.8% YoY). UNIQLO Japan performed well
on the back of firm sales and improved gross margins.
UNIQLO Internationals aggressive store expansion strategy
generated significant increases in both sales and income,
with especially strong profit contributions from UNIQLO
Greater China and South Korea. Income at Global Brands
decreased on the back of lackluster performances from our
low-priced GU casualwear brand and Theory fashion label.
Consolidated ordinary income rose by just 5.3% to 156.8
billion, as foreign exchange gains on our foreign currency
assets decreased. Net income decreased by 13.6% to 78.1
billion, following a 12.7 billion impairment loss at our J Brand
premium denim operation.
Fast Retailing pursued its vision of becoming the worlds
No.1 apparel manufacturer and retailer through corporate
globalization, Group-wide cooperation and a renewed entrepreneurial spirit. We expanded UNIQLOs international operations and strengthened our operational base by targeting 200
new store openings annually, and opening more global

Number of Stores by Business Segment


2014

FY

2013

Unit: Stores

End Aug.

Open

Close

End Aug.

UNIQLO Japan:
Directly operated
Large-scale
Standard
Franchise
UNIQLO International:
China
Hong Kong
Taiwan
South Korea
Singapore
Malaysia
Thailand
The Philippines
Indonesia
Australia
U.S.
U.K.
France
Russia
Germany
Global Brands:
GU
Theory*
Comptoir des Cotonniers*
Princesse tam.tam*
J Brand
Total

852
831
199
632
21
633
306
22
46
133
18
21
20
16
4
1
25
10
6
4
1
1,268
276
460
374
152
6
2,753

54
51
26
25
3
193
83
5
9
31
6
11
10
10
3
1
18
0
3
2
1
152
77
58
8
3
6
399

55
54
4
50
1
6
2
1
0
3
0
0
0
0
0
0
0
0
0
0
0
34
15
9
9
1
0
95

853
834
177
657
19
446
225
18
37
105
12
10
10
6
1
0
7
10
3
2
0
1,150
214
411
375
150
0
2,449

* Including franchise stores


Note: This table does not include mina or Grameen UNIQLO

Performance by Business Segment JGAAP


2014

FY

UNIQLO Japan
Net sales
Operating income
UNIQLO International
Net sales
Operating income
Global Brands*
Net sales
Operating income

2013

Billions of yen

YoY change
Billions of yen

% change

Billions of yen

YoY change
Billions of yen

% change

715.6
110.6

32.3
13.8

+4.7
+14.2

683.3
96.8

63.2
-5.4

+10.2
-5.4

413.6
34.7

162.4
16.4

+64.7
+89.5

251.1
18.3

98.0
7.3

+64.0
+66.8

251.2
16.3

44.9
-1.1

+21.8
-6.6

206.2
17.4

53.2
2.9

+34.8
+20.1

* Global Brands includes GU, Theory, Comptoir des Cotonniers, Princesse tam.tam and J Brand operations.
Note: Consolidated sales also include items reported by the holding company, Fast Retailing Co., Ltd., such as real estate leasing. Consolidated operating
income includes FR operating income and goodwill amortization.

66

Net Sales JGAAP

Consolidated net sales rose 21.0% year on year to 1.38 trillion. The 239.9 billion increase in sales breaks down into
162.4 billion from UNIQLO International, 32.3 billion from
UNIQLO Japan, and 44.9 billion from Global Brands.
UNIQLO Internationals sales network expanded by 187
stores, from 446 in fiscal 2013 to 633 in fiscal 2014, and
operations in Greater China, South Korea and Europe generated further same-store sales growth. Same-store sales also
increased at UNIQLO Japan by 1.9%, thanks to consistently
strong sales of core ranges such as HEATTECH, jeans, Ultra
Light Down and AIRism.

Operating income increased 11.8% year on year to 148.6


billion. The operating income margin decreased 0.9 point
to 10.7%.

Non-Operating Income/Loss and


Extraordinary Income/Loss JGAAP

The non-operating balance decreased by 7.8 billion to 8.1


billion in fiscal 2014. This was due to a 7.3 billion contraction
in foreign exchange gains to 8.1 billion. The Group reported
an extraordinary loss of 19.1 billion, including impairment
losses of 4.6 billion at UNIQLO Japan and other Group
stores and 12.7 billion at J Brand.

Gross Profit Margin JGAAP

Gross profit rose 24.4% year on year to 701.8 billion while


the gross profit to net sales ratio (gross profit margin)
improved 1.5 points to 50.8%. This was due mainly to the
3.0-point improvement in the gross profit margin at UNIQLO
Japan. UNIQLO Japans gross profit margin in the second
half of fiscal 2014 has improved by an even more impressive
5.9 points on strong sales of Spring/Summer core items and
new skirts and blouses.

Operating Income JGAAP

Selling, General and Administrative


Expenses (SG&A) JGAAP

Corporate income taxes, resident taxes, enterprise taxes and


deferred income taxes totaled 57.2 billion in fiscal 2014. Our
effective corporate tax rate after applying tax effect accounting was 40.8%, 2.8 points higher than Japans statutory tax
rate of 38.0%, mainly because a portion of the J Brand
impairment loss did not qualify for tax effect accounting.

SG&A expenses amounted to 553.1 billion for fiscal 2014.


The SG&A to net sales ratio increased 2.3 points year on
year to 40.0%, fueled largely by a 1.7-point increase in the
SG&A ratio at UNIQLO Japan, which reported increased
costs for distribution and warehousing, as well as for parttime and contract in-store staff.

Income Taxes and Other Taxes JGAAP

Net Income and Dividend JGAAP

Net income decreased 13.6% year on year to 78.1 billion


due to the reporting of impairment losses at J Brand. Net
earnings per share fell 120.55 to 766.57. However, the
annual dividend rose 10 to 300 per share, resulting in a
dividend payout ratio of 39.1%. ROE contracted 5.7 points
to 13.4%.

Breakdown of SG&A Expenses JGAAP


2014

FY

Personnel
Advertising and promotion
Rent
Depreciation
Others
Total

2013

2012

Millions of
yen

% to sales

% change

Millions of
yen

% to sales

% change

Millions of
yen

% to sales

% change

184,480

13.3

+32.0

139,746

12.2

+24.5

112,238

12.1

+10.6
+21.8

60,119

4.3

+14.5

52,519

4.6

+20.2

43,694

4.7

140,149

10.1

+24.0

113,068

9.9

+21.6

93,010

10.0

+13.3

30,828

2.2

+30.1

23,691

2.1

+27.6

18,573

2.0

+26.3

137,609

10.0

+34.8

102,065

8.9

+25.2

81,501

8.8

+8.2

553,187

40.0

+28.3

431,091

37.7

+23.5

349,016

37.6

+12.8

67

Results by Business Segment JGAAP

UNIQLO Japan
UNIQLO Japan reported increases in net sales and operating
income in fiscal 2014. Net sales rose 4.7% year on year to
715.6 billion and operating income increased 14.2% to
110.6 billion. Many retailers experienced a rush prior to the
April rise in the sales tax rate, followed by a lull. However, we
enjoyed firm sales throughout the year, in large part thanks to
core ranges such as HEATTECH, Ultra Light Down and
AIRism, and we had a very strong performance from our new
range of womens items, which includes skirts and blouses.
As a result, same-store sales rose 1.9%, and the gross profit
margin improved by 3.0 points to 49.5%. The gross profit
margin improved by an especially impressive 5.9 points in the
second half (March to August) of fiscal 2014. Meanwhile, the
SG&A ratio rose 1.7 points to 34.1%, on the back of higher
costs for part-time and contract in-store personnel and rising
distribution costs. UNIQLO Japans decision to increase the
number of basic items on offer year round also boosted distribution and warehousing costs.
In fiscal 2014, we opened 51 stores and closed 54 stores,
resulting in a total of 831 stores (excluding 21 franchise
stores). We successfully increased the average size of
UNIQLO Japan stores through our scrap and build policy of
replacing small stores with large-scale stores of 1,600m2 or
more. As a result, the number of large-scale outlets increased
by 22 to 199 stores, and the average shop floor space for
directly run stores expanded by 4.4% year on year to 882m2.

UNIQLO International
UNIQLO International reported significant growth, with net
sales rising 64.7% year on year to 413.6 billion and operating income increasing by an impressive 89.5% to 34.7 billion. UNIQLO operations in Greater China (Mainland China,
Hong Kong and Taiwan) and South Korea performed especially well. UNIQLO Southeast Asia and Oceania reported
increases in net sales and operating income, while improved
profitability nudged UNIQLO Europe into the black.
Meanwhile, losses at UNIQLO USA held close to the previous
years level.
In fiscal 2014, UNIQLO International added a net total of
187 stores (opened 193 and closed 6) for a final total of 633
stores. That represents a net increase of 94 stores in Greater
China, 28 in South Korea, 41 in Southeast Asia and Oceania
(Singapore, Malaysia, Thailand, the Philippines, Indonesia,
Australia), 6 in Europe (United Kingdom, France, Russia,
Germany), and 18 in the United States. Our first UNIQLO
stores in Germany (Berlin) and Australia (Melbourne), opened
in April 2014, have both been successful.

68

UNIQLO Greater China reported considerable growth,


with net sales rising by 66.5% to 208.1 billion and operating
income increasing by 83.0% to 24.8 billion. Continued
growth in same-store sales generated significant increases at
UNIQLO South Korea. Southeast Asia and Oceania reported
increases in net sales and operating income. The new
Australian operation outstripped our sales expectations.
UNIQLO Europes decision to review its product mixes
helped drive double-digit growth in same-store sales and
boost profitability. Indeed, UNIQLO Europe reported an overall profit, even after incorporating losses from the opening of
our first German store in April. This Berlin global flagship store
is generating favorable sales and boosting UNIQLOs brand
presence in Europe.
UNIQLO USA performed well in the first half of fiscal 2014
but was unable to reduce its operating loss for the full year
following a cool summer and increased costs relating to new
store openings. We expanded our reach into Philadelphia,
Boston, Stamford and Los Angeles, opening 18 new stores
to boost the total network to 25.

Global Brands
Global Brands reported a rise in net sales and a fall in operating income. Net sales rose by 21.8% to 251.2 billion while
operating income dropped 6.6% to 16.3 billion. The addition
of new stores boosted sales for each individual brand, but
profits fell at GU, Theory and Princesse tam.tam. We reported
a 12.7 billion impairment loss due to continued losses at
J Brand premium denim.
Our low-priced GU casualwear brand reported a 28.4%
increase in net sales to 107.5 billion but a 10.8% reduction in
operating income to 6.8 billion. Net sales and operating
income rose in the first half of fiscal 2014, however an overemphasis on youth fashion dampened sales in the second
half of fiscal 2014, leading to greater discounting and a fall in
full-year profits. GU increased its network by 62 stores to 276.
Our Theory fashion label reported a slight fall in profits. As
for our France-based brands, Comptoir des Cotonniers
reported increases in net sales and operating income as
expected, while the cool summer dampened swimwear sales
at Princesse tam.tam, knocking profits down.

10 Balance Sheet

11 Cash Flow Information

IFRS

Total assets rose 91.0 billion year on year to 992.3 billion.


Current assets increased 79.5 billion to 717.0 billion,
mainly due to a 55.7 billion increase in inventories to 223.2
billion. Inventories rose by 15.5 billion at UNIQLO Japan,
33.6 billion at UNIQLO International and 5.1 billion at Global
Brands. At UNIQLO Japan, higher stocks of basic garments
to be sold year round boosted inventories. At UNIQLO
International, the net addition of 187 new stores boosted
inventories, while at Global Brands, the targeted expansion of
the GU and Theory brands was largely responsible for the
rise. In addition, cash and cash equivalents increased by
17.3 billion to 314.0 billion.
Non-current assets increased by 11.6 billion to 275.2
billion. This increase was largely due to a 23.0 billion
increase in property, plant and equipment related to the addition of 187 new stores at UNIQLO International and 118
stores at Global Brands. Current liabilities increased by 55.6
billion to 273.1 billion on the back of a 31.7 billion increase
in trade and other payables. Non-current liabilities decreased
by 10.8 billion to 83.0 billion following a 12.3 billion fall in
deferred tax liabilities to 37.3 billion.
Total equity increased by 46.3 billion to 636.0 billion,
including a 79.3 billion increase in net income and a 31.2
billion decrease in dividend payments out of retained earnings. The ratio of equity attributable to owners of the parent
contracted 1.0 point to 62.3%. This was due to the fact that,
while total assets increased by 91.0 billion year on year,
equity attributable to the owners of the parent only increased
by 47.9 billion.

Consolidated Subsidiaries (at end of August 31, 2014)


Company name

Holding Companies
FAST RETAILING CO., LTD.
FAST RETAILING (SINGAPORE) PTE. LTD.
FAST RETAILING FRANCE S.A.S.
Fast Retailing USA, Inc.
UNIQLO Business
UNIQLO CO., LTD.
UNIQLO EUROPE LIMITED
FAST RETAILING (CHINA) TRADING CO., LTD.
FRL Korea Co., Ltd.
LLC UNIQLO (RUS)
UNIQLO TRADING CO., LTD.
UNIQLO (THAILAND) COMPANY LIMITED
PT. FAST RETAILING INDONESIA
UNIQLO AUSTRALIA PTY LTD
FAST RETAILING (SHANGHAI) TRADING CO., LTD.
Global Brands
J Brand, Inc.
J BRAND Japan Co., Ltd.
G.U. CO., LTD.
LINK THEORY JAPAN CO., LTD.
COMPTOIR DES COTONNNIERS JAPAN CO., LTD.

Share ownership

100.0%
100.0%
100.0%
100.0%
100.0%
100.0%
51.0%
100.0%
100.0%
75.0%
75.0%
100.0%
100.0%
100.0%
100.0%
100.0%
100.0%
100.0%

IFRS

In fiscal 2014, net cash from operating activities totaled


110.5 billion, net cash used in investing activities totaled
56.3 billion and net cash used in financing activities totaled
44.0 billion. As a result, total free cash flow from both operating and investing activities totaled 54.2 billion, and the
balance of cash and cash equivalents increased by 17.3 billion to 314.0 billion at the end of fiscal 2014.
The Group seeks to ensure consistent, steady growth by
effectively using retained earnings and free cash flow both for
mergers and acquisitions (M&A) that facilitate the expansion
of the Group, and also for investments and loans that
strengthen our operational base.
Net Cash from Operating Activities: 110.5 Billion
Net inflows included 135.4 billion in profit before income
taxes and 30.8 billion in depreciation and amortization.
Working capital outflows, calculated from trade receivables,
inventories and trade payables, increased to 42.6 billion.
Because of the weekly schedule of bank closures at the end of
the fiscal year, accounts payable increased by only 10.4 billion in fiscal 2014, compared to an increase of 46.9 billion in
fiscal 2013. Net income taxes paid amounted to 55.5 billion.
Net Cash Used in Investing Activities: 56.3 Billion
This includes 41.4 billion in acquisitions of property, plant
and equipment, which helped to expand UNIQLO International
and Global Brands store networks, and 7.5 billion for the
acquisition of intangible assets such as systems investment.
Consolidated capital expenditure totaled 58.8 billion
(UNIQLO Japan: 10.3 billion, UNIQLO International: 31.4
billion, Global Brands: 7.7 billion, Fast Retailing systems
investment, etc.: 8.7 billion).
Net Cash Used in Financing Activities: 44.0 Billion
This includes 31.2 billion in cash dividend payments, 3.8
billion for the repayment of long-term debt, and 6.0 billion to
acquire non-controlling interests.

12 Dividend Policy
Returning a portion of our profits to shareholders is a top priority. Our policy is to pay an appropriate dividend, closely
linked to performance, after considering the funds required to
expand Group operations, increase profits and maintain
financial soundness. The Group paid an annual dividend of
300 per share in fiscal 2014. This translates into an annual
dividend payout ratio of 39.1% under JGAAP.

69

13 Major Differences between JGAAP and IFRS Calculations for Operating Income
Under JGAAP, operating income was 148.6 billion in fiscal
2014, a year-on-year increase, while under IFRS, that figure
was 130.4 billion, a year-on-year decrease. This 18.2 billion discrepancy can be explained by four main factors:
The 12.7 billion impairment loss at J Brand and the 4.6
billion impairment loss on stores reported as a special loss
under JGAAP are treated as other expenses under IFRS
and subtracted directly from operating income.
Amortization amounting to 6.6 billion in J Brand intangible
assets and goodwill amortization recorded in previous fiscal years under JGAAP is reported as an additional impairment loss under IFRS and subtracted directly from
operating income.

3.9 billion in foreign exchange gains, reported as non-operating income under JGAAP, is recorded as other income
under IFRS and added directly to operating income.
5.9 billion in goodwill amortization recorded under JGAAP
is not recorded under IFRS, increasing operating income
accordingly.

Fiscal 2014 Group Performance (JGAAP vs IFRS)


IFRS
(billions of yen)

2014

JGAAP

% change

2014

+21.0

1,382.9

+21.0

+23.8

701.8

+24.4

+28.9

553.1

+28.3

-2.8

148.6

+11.8

-28.7

78.1

-13.6

1,382.9
Revenue
699.7
Gross profit
Selling, general and
549.1
administrative expenses
130.4
Operating income
Income attributable to
74.5
owners of the parent

% change

Major Differences in Group Operating Income (JGAAP vs IFRS)


SG&A expenses
(billions of yen)

Other income/expenses

+3.9

+5.9

148.6
-2.0
Cost of sales

Stop amortization
of goodwill

-1.9
Other

Foreign exchange
gain

130.4
-23.9

Difference resulting from


changes in treatment of
forward foreign exchange
contracts under JGAAP
and IFRS

-0.2

Equivalent to a portion of foreign


Impairment
exchange gains recorded as
loss
non-operating income under JGAAP

Other

Breakdown of impairment loss


Impairment on stores: 4.6 billion
Impairment on J Brand operation: 12.7 billion
Additional impairment under IFRS: 6.6 billion
(Corresponds to the J Brand goodwill and intangible assets
already amortized under JGAAP.)

FY2014
JGAAP

14 Outlook for Fiscal Year 2015 (as of January 8, 2015)


We forecast rises in revenue and profit, with revenue reaching
1.60 trillion (+15.7% YoY), operating profit 180.0 billion
(+38.0% YoY) and net income attributable to owners of the
parent reaching 100.0 billion (+34.1% YoY). We forecast net
earnings per share (EPS) of 981.18, and an annual dividend
per share of 320 (160 interim and year-end dividends).
All three business segments are expected to generate
increases in revenue and profit. At UNIQLO Japan, we expect
same-store sales growth of 3.5%. We plan to open 37 stores
and close 54 stores, reducing the total number of directly
operated stores by 17 stores to 814. Having said that, 9 of
the 54 stores earmarked for closure will become employee
franchise stores, boosting the number of franchise outlets to
30. Including these franchise stores would make a total of
844 UNIQLO Japan stores.
UNIQLO International is expected to expand to 818 stores,
with 100 new stores scheduled to open in Greater China, 30
in South Korea, 45 in Southeast Asia and Oceania, 20 in the
70

FY2014
IFRS

IFRS

United States and 5 in Europe. We expect Global Brands to


expand to 1,353 stores, including 50 additional stores for GU,
45 for Theory and 5 for Comptoir des Cotonniers. Overall, the
Fast Retailing Group store network should expand by 262
stores, for a total of 3,015 in fiscal 2015.

Store Openings by Segment


2015

FY
Unit: Stores

Open

Close

UNIQLO Japan
Directly operated
Large-scale
Standard
Franchise
UNIQLO International
Global Brands*
Total

47
37
16
21
10
200
100
347

55
54
5
49
1
15
15
85

* Including franchise stores


Note: Excluding mina and Grameen UNIQLO

2014
Net
-8
-17

11
-28

9
185
85
262

End
Aug.

End
Aug.

844
814
210
604
30
818
1,353
3,015

852
831
199
632
21
633
1,268
2,753

15 Risk Factors
Fast Retailing management regards the following to be the
principal risk factors associated with the operations of Fast
Retailing and other members of the Group, taking into
account the potential of these factors to materially impact the
decisions of investors. Management engages in rigorous risk
avoidance and risk management, and strives to respond
appropriately to adverse circumstances.
Fast Retailing judges and anticipates future risks based
on its latest financial report (November 25, 2014) and other
available information.
(1) Specific risks associated with the implementation of
corporate strategy
(a) Corporate acquisition risk
The Group engages in M&A activities as a strategy for the
expansion of operations. The Group seeks to maximize its
corporate value by optimizing its business portfolio through
the pursuit of synergies with other companies or industries.
However, cases where the Group is unable to realize the
expected profit or benefits from M&A activities could potentially have an adverse impact on business results.
(b) Management personnel risk
Members of the Groups management team, led by
Chairman, President and CEO Tadashi Yanai, play a major
role in their respective areas of responsibility. Any member of
the management becoming unable to fulfill his or her duties
could have an adverse impact on business results.
(c) Competitive risk
In each of its businesses, the Groups customers are always
highly discriminating about merchandise, services and prices.
The Group engages in intense competition with other companies in the same industry, both in Japan and in other markets.
Should the relative competitive strength of the Group deteriorate, this could have an adverse impact on business results.

(e) Risk of operations outside Japan


The Group is developing its business activities through M&A
and actively expanding its operations in markets outside
Japan. As the Group opens multiple stores in countries
around the world, the ratio of non-Japan sales to overall net
sales is expected to rise. In conjunction with this, we recognize several factors that could have an adverse impact on the
Groups business results, including changes in market needs
and product trends, economic fluctuations, political and
social turbulence, changes in legal regulations or other conditions in markets outside Japan, or difficulties in employing
and training appropriate management and local employees.
(f) Foreign currency risk
For most products imported for the UNIQLO business, which
is the Groups core business, transactions are conducted in
U.S. dollars. The Group has concluded forward foreign
exchange contracts to cover imports for approximately the
next three years. By locking in the foreign exchange rate for
its imports, the Group endeavors to stabilize its procurement
costs. However, any major movements in exchange rates
that persist for prolonged periods could have an adverse
impact on the Groups business results.
(2) General business risks
The Group recognizes the following risks associated with the
management and conduct of its operations: (1) product liabilities, (2) leakage of comprehensive corporate and/or personal
information, (3) weather conditions, (4) natural disasters, (5)
disputes and/or lawsuits, and (6) changes in economic conditions and/or consumption trends.

(d) Risk of reliance on certain regions for production


Most items sold through the Groups core UNIQLO business
operations are imports manufactured in China and other
countries in Asia. For this reason, a major change in the political, economic and/or legal environment, or a natural disaster
in any of these countries could have an impact on the Groups
ability to supply products. Furthermore, any major rise in the
cost of raw materials could have an adverse impact on business results.

71

History

1949.3

1998.11

2003.10

2005.10

Mens Shop Ogori Shoji is


founded in Ube City,
Yamaguchi Prefecture, Japan.

First urban UNIQLO store


opens in the fashionable
Harajuku district of Tokyo.

UNIQLO cashmere campaign


generates high level of
consumer interest.

Large-scale UNIQLO store


opens in Ginza, Tokyo.

2004.1

2005.11

Fast Retailing invests in Link


International Co., Ltd. (now LINK
THEORY JAPAN CO., LTD.),
developer of Theory brand
apparel.

Holding company structure is


adopted at Fast Retailing.

1963.5
Ogori Shoji Co., Ltd. is
established with capital of
6 million yen.

1984.6
The first UNIQLO store opens
in Hiroshima (closes in August
1991).

1999.2
Company stock is listed on
the First Section of
the Tokyo Stock Exchange.

1985.6
First UNIQLO roadside store
opens.

1999.4

Princesse tam.tam is acquired.

Shanghai office is established


to further enhance production
management.

2006.4

2000.10
E-commerce business launches.

Company name is changed to


FAST RETAILING CO., LTD.

2001.9
First UNIQLO overseas store
opens in London.

2004.10
First large-scale UNIQLO store
opens in Shinsaibashi, Osaka
(closes in 2010).

2004.12
UNIQLO Design Studio,
New York, Inc. is established.

2004.12
UNIQLO launches joint venture
with Lotte Shopping Co., Ltd.
of South Korea.

1994.7
Company stock is listed on
the Hiroshima Stock Exchange.

2002.4
UNIQLO Design Studio (current
R&D Center) is established.

2005.5
2005.9

1998.10

First UNIQLO South Korea store


opens in Seoul.

2002.9
First UNIQLO China store opens
in Shanghai.

2002.11
SKIP brand food business starts
(exits the business in April 2004).

72

Strategic business partnership is


established between UNIQLO
and Toray Industries, Inc.

2006.9
UNIQLO All-Product Recycling
Initiative commences.

Footwear retail chain Onezone


Corp. becomes a subsidiary
(comes under UNIQLO Co., Ltd.
in April 2010).

Comptoir des Cotonniers is


acquired.

1,900-yen fleece campaign


succeeds in attracting large
public attention.

2006.6

2005.3

1998.2
Head office is constructed in
Yamaguchi Prefecture, Japan.

Fast Retailing invests in


womens apparel company
Cabin Co., Ltd.

2000.4
Headquarter functions move to
Tokyo.

1991.9

2006.2

2005.9
First UNIQLO U.S. store opens
in New Jersey (closes in 2006).

2005.9
First UNIQLO Hong Kong store
opens in the Tsim Sha Tsui
shopping district.

2006.10
First GU store opens in
Chiba Prefecture, Japan.

2006.11
First UNIQLO global flagship
store opens in Soho,
New York City.

2007.11

2010.10

2012.3

2013.9

Global flagship store, UNIQLO


311 Oxford Street Store,
opens in London.

Global flagship store,


UNIQLO Shinsaibashi Store,
opens in Osaka.

GU flagship store opens


in Ginza, Tokyo.

Global flagship store,


UNIQLO SHANGHAI Store,
opens in China.

2012.5
UNIQLO appoints tennis player
Novak Djokovich
as Global Brand Ambassador.

2007.12
First UNIQLO France store
opens in Paris.

2009.3
LINK THEORY JAPAN CO., Ltd.
becomes a subsidiary.

2010.10
2010.10
First UNIQLO Taiwan store
opens in Taipei.

2010.11
First UNIQLO Malaysia store
opens in Kuala Lumpur.

2009.4

2011.2

First UNIQLO Singapore store


opens.

Global Partnership Agreement


with UNHCR is established,
reinforcing All-Product Recycling
Initiative.

2009.10
Global flagship store,
Paris Opera Store, opens.

2012.6

First UNIQLO Thailand store


opens in Bangkok.

Global flagship store, UNIQLO


Mingyao Department Store,
opens in Taipei.

Fast Retailing Hong Kong


Depository Receipts (HDR) are
listed on the Hong Kong Stock
Exchange.

First UNIQLO Philippines store


opens in Manila.

2012.9
Global hotspot store, BICQLO
Shinjuku East Exit Store,
opens in Tokyo.

2014.3
Global hotspot store, UNIQLO
Ikebukuro Sunshine 60 Street
Store, opens in Tokyo.

2014.4

2011.9
2011.9

2010.4

2014.3

First GU flagship store opens


in Shinsaibashi, Osaka.

First UNIQLO Australia store


opens in Melbourne.

2012.12
U.S.-based premium denim
company J Brand Holdings,
LLC is acquired.

2011.10

2013.3

Global flagship store, UNIQLO


New York Fifth Avenue Store,
opens in New York City.

UNIQLO appoints pro golfer


Adam Scott as Global Brand
Ambassador.

2014.4
First UNIQLO Germany store,
Tauentzien global flagship store,
opens in Berlin.

First UNIQLO Russia store


opens in Moscow.

2014.4

2010.5
Global flagship store, UNIQLO
West Nanjing Road Store,
opens in Shanghai.

2011.11
Global flagship store, UNIQLO
Myeongdong Central Store,
opens in Seoul.

2012.3
Global flagship store,
UNIQLO Ginza opens, in Tokyo.

2010.7
Joint venture between UNIQLO
and Grameen Bank is agreed,
with the aim to pursue a social
business in Bangladesh.

Global hotspot store,


UNIQLO Okachimachi Store,
opens in Tokyo.

2013.4
Global flagship store,
UNIQLO Lee Theatre Store,
opens in Hong Kong.

2013.6

2014.10
Global hotspot store, UNIQLO
Kichijoji Store, opens in Tokyo.

2014.10
Global flagship store, UNIQLO
OSAKA, opens in Osaka.

First UNIQLO Indonesia store


opens in Jakarta.

2013.9
First GU overseas store opens
in Shanghai.

73

Investor Information

(As of August 31, 2014)

Principal Shareholders

Stock Exchange Listing


Tokyo Stock Exchange (First Section),
Securities Code: 9983

Number of
shares

Hong Kong Stock Exchange (Main Board),


Securities Code: 6288

Tadashi Yanai

Stock Information
Number of shares authorized

300,000,000

Number of issued and outstanding shares


(including treasury stock)

106,073,656

Number of shareholders
(including holders of treasury stock)

9,339

Distribution of Share Ownership


Individuals
Financial institutions
Foreign Shareholders
Securities companies
Corporations

38.56%
23.26%
21.57%
8.58%
8.03%

Percentage of
total shares in
issue (%)

22,987,284

21.67

The Master Trust Bank of Japan, Ltd. 11,500,400

10.84

Japan Trustee Services Bank, Ltd.

8,693,900

8.20

TTY Management B.V.

5,310,000

5.01

Kazumi Yanai

4,781,808

4.51

Koji Yanai

4,780,600

4.51

Fight & Step Co., Ltd.

4,750,000

4.48

Fast Retailing Co., Ltd.

4,155,045

3.92

BNP Paribas Securities (Japan) Limited 3,642,813

3.43

Mastermind Co., Ltd.

3.40

3,610,000

Stock Price and Trading Volume


Stock price (yen)
50,000
45,350

40,000
30,000
20,000
15,810

10,000

Trading Volume (thousands of shares)


40,000
20,000
0
9 10
2012

11

12

1
2
2013

10

11

12

1
2
2014

10

11

Information Available in the Investor Relations (IR) Section of Our Website


You can access materials and videos of our latest business
results, meetings and press conferences.
Monthly
You can view monthly sales for
Retail Data:
UNIQLO Japan.
IR Library: You can access the latest IR publications,
including the Annual Report, Fact Book,
Business Review and CSR Report.
IR Calendar: You can access the schedule for monthly
announcements, business results meetings
and other events.
IR News:

You can access the latest IR news and releases.

CEO Message: You can access the latest messages from


the chairman of Fast Retailing.

74

http://www.fastretailing.com/eng/ir/

Corporate Information

Corporate Data

Board of Directors

Main Group Companies

(As of December 31, 2014)

(As of December 31, 2014)

(As of December 31, 2014)

FAST RETAILING CO., LTD.


Head Office
717-1 Sayama
Yamaguchi City, Yamaguchi
754-0894 Japan

Tadashi Yanai
Chairman, President & CEO

UNIQLO CO., LTD.


LINK THEORY JAPAN CO., LTD.
COMPTOIR DES COTONNIERS
JAPAN CO., LTD.
G.U. CO., LTD.

Tokyo Office
Midtown Tower
9-7-1 Akasaka
Minato-ku, Tokyo
107-6231 Japan
Established
May 1, 1963
Paid-in Capital
10,274 million
Line of Business
Control and management of overall
Group activities as owner and
holding company

Toru Hambayashi*
Nobumichi Hattori*
Toru Murayama*
Masaaki Shintaku*
Takashi Nawa*

FAST RETAILING (CHINA) TRADING CO., LTD.


UNIQLO HONG KONG, LIMITED
UNIQLO TAIWAN LTD.

Board of Auditors
(As of December 31, 2014)

FRL Korea Co., Ltd.

Akira Tanaka
Masaaki Shinjo
Takaharu Yasumoto**
Akira Watanabe**
Keiko Kaneko**

UNIQLO (SINGAPORE) PTE. LTD.


UNIQLO (MALAYSIA) SDN. BHD.
UNIQLO (THAILAND) COMPANY LIMITED
FAST RETAILING PHILIPPINES, INC.

Notes:
* External Director
** Statutory Auditor

PT. FAST RETAILING INDONESIA


UNIQLO EUROPE LIMITED

Number of Full-time Employees


(Consolidated)
30,448 (As of August 31, 2014)

Fast Retailing USA, Inc.


J Brand, Inc.

Fiscal Year Ends


August 31

FAST RETAILING FRANCE S.A.S.

Annual Shareholders Meeting


Late November

UNIQLO AUSTRALIA PTY LTD

Transfer Agent
The Mitsubishi UFJ Trust and
Banking Corporation
1-4-5 Marunouchi
Chiyoda-ku, Tokyo
100-8212, Japan
Telephone: 0120-232-711
(From Japan)

LLC UNIQLO (RUS)

Number of Shares per Trading Unit


100 shares (Tokyo Stock Exchange)
300 HDR (Hong Kong Stock Exchange)

Additional copies of this annual report and


other information may be obtained by contacting
http://www.fastretailing.com/eng/
Investor Relations
Corporate Management & Control
FAST RETAILING CO., LTD.
Midtown Tower
9-7-1 Akasaka, Minato-ku, Tokyo
107-6231 Japan
Telephone: +81-3-6862-9983
Facsimile: +81-3-6865-0076

Forward-looking Statements
Statements in this annual report with respect to the Companys
plans, strategies, forecasts and other statements that are not
historical facts are forward-looking statements that are based on
managements judgment in light of currently available information.
Factors that could cause actual results to differ materially from our
earnings forecasts include, without limitation, global economic
conditions, our response to market demand for and competitive
pricing pressure on products and services and currency exchange
rate fluctuations.

This report is printed with Non VOC ink for waterless printing that does not contain volatile organic
compounds on paper certified by the Forest Stewardship Council (FSC), an international labeling
scheme that provides a credible guarantee that the raw materials used in the product come from an
environmentally managed forest.

75

FAST RETAILING CO., LTD.

www.fastretailing.com

UNIQLO Le Marais Store, Paris

Fast Retailing Co., Ltd.


Consolidated Financial Statements
for the year ended August 31, 2014

Consolidated Statement of Financial Position


FAST RETAILING CO., LTD. and consolidated subsidiaries
August 31, 2013 and 2014

Thousands of
U.S. dollars

Millions of yen

ASSETS

2013

2014

2014

296,708

314,049

$3,027,275

Trade and other receivables

37,933

47,428

457,184

Other current financial assets

2,461

9,119

87,911

Inventories

167,521

223,223

2,151,755

Derivative financial assets

113,641

99,125

955,515

Current assets
Cash and cash equivalents

Income taxes receivable


Others
Total current assets

8,980

11,951

115,207

10,291

12,139

117,015

637,537

717,037

6,911,866

Non-current assets
Property, plant and equipment

91,385

114,398

1,102,739

Goodwill

37,016

26,715

257,526

Other intangible assets

52,838

46,968

452,755

Non-current financial assets

63,608

71,293

687,234

Deferred tax assets

15,467

11,257

108,514

3,353

4,636

44,692

Others
Total non-current assets
Total assets

263,670

275,270

2,653,462

901,208

992,307

$9,565,329

153,364

185,119

$1,784,452

Liabilities and equity


LIABILITIES
Current liabilities
Trade and other payables
Derivative financial liabilities

1,012

9,763

9,450

12,696

122,390

Income taxes payable

26,760

32,750

315,697

Provisions

11,420

16,154

155,722

Other current financial liabilities

Others
Total current liabilities

16,583

25,462

245,443

217,578

273,196

2,633,471

30,077

27,604

266,088

Non-current liabilities
Non-current financial liabilities
Provisions
Deferred tax liabilities
Others
Total non-current liabilities
Total liabilities

5,818

7,694

74,171

49,752

37,387

360,395

8,253

10,383

100,089

93,902

83,069

800,744

311,481

356,265

3,434,215

10,273

10,273

99,035

EQUITY
Capital stock
Capital surplus

6,859

9,803

94,505

481,746

525,722

5,067,692

Treasury stock, at cost

(15,851)

(15,790)

(152,209)

Other components of equity

87,399

88,371

851,851

570,428

618,381

5,960,875

19,298

17,660

170,238

589,726

636,041

6,131,113

901,208

992,307

$9,565,329

Retained earnings

Equity attributable to owners of the parent


Non-controlling interests
Total equity
Total liabilities and equity
See accompanying notes to consolidated financial statements.

Consolidated Statement of Profit or Loss


FAST RETAILING CO., LTD. and consolidated subsidiaries
For the years ended August 31, 2013 and 2014

Thousands of
U.S. dollars

Millions of yen

2013

Revenue

2014

2014

1,142,971 1,382,935

$13,330,782

Cost of sales

(577,826)

(683,161)

(6,585,327)

Gross profit

565,145

699,773

6,745,454

Selling, general and administrative expenses

(426,177)

(549,195)

(5,293,961)

Other income

4,050

7,025

67,720

Other expenses

(8,916)

(27,200)

(262,196)

Operating profit

134,101

130,402

1,257,017

Finance income

22,269

6,001

57,854

Finance costs
Profit before income taxes
Income taxes
Profit for the year

(638)

(933)

(9,003)

155,732

135,470

1,305,869

(48,257)

(56,133)

(541,093)

107,474 79,337

$ 764,775

Attributable to:
Owners of the parent

104,595

74,546

718,593

2,879

4,790

46,181

107,474 79,337

$ 764,775

Non-controlling interests
Profit for the year
Earnings per share
Basic (yen, dollar)
Diluted (yen, dollar)

1,026.68

731.51

7.05

1,025.75 730.81

$ 7.04

See accompanying notes to consolidated financial statements.

Consolidated Statement of Comprehensive Income


FAST RETAILING CO., LTD. and consolidated subsidiaries
For the years ended August 31, 2013 and 2014

Thousands of
U.S. dollars

Millions of yen

Profit for the year

2013

2014

107,474

79,337

$764,775

2014

Other comprehensive income


Other comprehensive income that will not be reclassified to profit or loss
Other comprehensive income to be reclassified to profit or loss in subsequent periods
Net gain/(loss) on revaluation of available-for-sale investments
Exchange differences on translation of foreign operations
Cash flow hedges
Other comprehensive income, net of taxes
Total comprehensive income for the year

207

66

641

19,462

8,402

80,994

84,405

(5,773)

(55,655)

104,075

2,695

$25,980

211,550

82,033

$790,755

205,660

75,517

727,954

5,890

6,515

62,801

211,550

82,033

$790,755

Attributable to:
Owners of the parent
Non-controlling interests
Total comprehensive income for the year
See accompanying notes to consolidated financial statements.

Consolidated Statement of Changes in Equity


FAST RETAILING CO., LTD. and consolidated subsidiaries
For the years ended August 31, 2013 and 2014

Millions of yen
Other components of equity

Capital
stock

As at 1 September 2012
Net changes during the year
Comprehensive income
Profit for the year
Other comprehensive income
Total comprehensive income
Transactions with the owners
Acquisition of treasury stock
Disposal of treasury stock
Dividends
Share-based payments
Acquisition of a subsidiary
Others
Total transactions with the owners
Total net changes during the year
As at 31 August 2013
Net changes during the year
Comprehensive income
Profit for the year
Other comprehensive income
Total comprehensive income
Transactions with the owners
Acquisition of treasury stock
Disposal of treasury stock
Dividends
Share-based payments
Acquisition of non-controlling interests
Others
Total transactions with the owners
Total net changes during the year
As at 31 August 2014

Capital
surplus

10,273

6,296

10,273

421

140

562
562
6,859

10,273

471

746
1,726

2,944
2,944
9,803

Retained
earnings

Treasury
stock, at
cost

404,554 (16,003)

104,595

104,595

Foreign
Available - currency Cash-flow
for - sale translation
hedge
reserve
reserve
reserve

524

Total

(14,189) (13,665)

Equity
attributable to
owners of Non-controlling
the parent
interests
Total equity

391,456

7,392

398,849

207
207

16,452
16,452

84,405
84,405

101,065
101,065

104,595
101,065
205,660

2,879
3,010
5,890

107,474
104,075
211,550

(9)

161
(27,504)

101

(27,403)
152
77,191
152
481,746 (15,851)

207
731

16,452
16,452

84,405
70,215

101,065
87,399

(9)
583
(27,504)
140

101
(26,688)
178,972
570,428

(891)

6,666
239
6,015
11,905
19,298

(9)
583
(28,396)
140
6,666
341
(20,672)
190,877
589,726

66
66

6,583
6,583

(5,679)
(5,679)

971
971

74,546
971
75,517

4,790
1,724
6,515

79,337
2,695
82,033

(25)

86
(30,571)

(30,571)
60
43,975
60
525,722 (15,790)

66
798

6,583
23,035

(5,679)
64,536

971
88,371

(25)
558
(30,571)
746
1,726

(27,565)
47,952
618,381

(633)

(7,813)
293
(8,152)
(1,637)
17,660

(25)
558
(31,204)
746
(6,086)
293
(35,718)
46,314
636,041

74,546

74,546

Thousands of U.S. dollars


Other components of equity

Capital
stock

As at 31 August 2013
Net changes during the year
Comprehensive income
Profit for the year
Other comprehensive income
Total comprehensive income
Transactions with the owners
Acquisition of treasury stock
Disposal of treasury stock
Dividends
Share-based payments
Acquisition of non-controlling interests
Others
Total transactions with the owners
Total net changes during the year
As at 31 August 2014

Capital
surplus

Retained
earnings

Foreign
Available - currency Cash-flow
for - sale translation
hedge
reserve
reserve
reserve

Total

Equity
attributable to
owners of Non-controlling
the parent
interests
Total equity

$99,035 $66,119 $4,643,788 $(152,796) $7,055 $158,591 $676,843 $842,490 $5,498,637

718,593

718,593

641
641

63,462
63,462

(54,743)
(54,743)

9,360
9,360

718,593
9,360
727,954

$186,025 $5,684,662

46,181
16,619
62,801

764,775
25,980
790,755

(247)

(247)

(247)

4,547

835

5,383

5,383

(294,689)

(294,689)
(6,102)
(300,791)

7,199

7,199

7,199
16,638

16,638
(75,313)
(58,675)

2,827
2,827
28,385 (294,689)
587

(265,716)
(78,588)
(344,305)
28,385
423,904
587
641
63,462 (54,743)
9,360
462,237
(15,787)
446,450
$99,035 $94,505 $5,067,692 $(152,209) $7,697 $222,054 $622,099 $851,851 $5,960,875 $170,238 $6,131,113

See accompanying notes to consolidated financial statements.

Treasury
stock, at
cost

Consolidated Statement of Cash Flows


FAST RETAILING CO., LTD. and consolidated subsidiaries
For the years ended August 31, 2013 and 2014

Millions of yen

Thousands of
U.S. dollars

2013

2014

2014

155,732
23,607
5,068
(258)
2,298
(601)
638
(21,667)
519
(11,070)
(51,426)
46,911
(4,326)
11,395
(1,878)
154,940
598
(642)
(65,795)
10,375
99,474

135,470
30,808
23,960
(24)
2,703
(897)
933
(5,104)
391
(7,489)
(45,627)
10,420
(6,552)
25,958
1,265
166,216
896
(938)
(65,534)
9,954
110,595

$1,305,869
296,975
230,969
(238)
26,056
(8,648)
9,003
(49,206)
3,773
(72,196)
(439,827)
100,444
(63,162)
250,226
12,201
1,602,240
8,644
(9,041)
(631,717)
95,957
1,066,083

Net cash used in investing activities:


Decrease/(increase) in bank deposits with maturity over 3 months
Purchases of property, plant and equipment
Proceeds from sales of property, plant and equipment
Purchases of intangible assets
Proceeds from sales of intangible assets
Payments for lease and guarantee deposits
Proceeds from collection of lease and guarantee deposits
Increase in construction assistance fund receivables
Decrease in construction assistance fund receivables
Increase in guarantee deposits received
Decrease in guarantee deposits received
Acquisition of a subsidiary, net of cash acquired
Others, net
Net cash used in investing activities

(27,668)
280
(4,070)
0
(5,205)
2,126
(2,736)
1,706
85
(330)
(26,771)
0
(62,584)

(2,156)
(41,414)
1,399
(7,525)

(6,982)
841
(2,892)
1,895
180
(295)

626
(56,323)

(20,787)
(399,214)
13,494
(72,542)

(67,311)
8,107
(27,877)
18,268
1,741
(2,847)

6,036
(542,931)

Net cash used in financing activities:


Net increase/(decrease) in short-term loans payable
Additions to long-term loans payable
Repayment of long-term loans payable
Cash dividends paid
Cash dividends paid to non-controlling interests
Repayments of lease obligations
Acquisition of non-controlling interests
Others, net
Net cash used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year

(1,722)
16,640
(7,474)
(27,507)
(891)
(3,298)

28
(24,226)
18,020
30,684
266,023
296,708

862

(3,826)
(30,574)
(633)
(3,656)
(6,026)
(205)
(44,060)
7,129
17,340
296,708
314,049

8,310

(36,888)
(294,723)
(6,102)
(35,248)
(58,088)
(1,983)
(424,724)
68,729
167,157
2,860,118
$3,027,275

Net cash from operating activities:


Profit before income taxes
Depreciation and amortization
Impairment losses
Increase/(decrease) in allowance for doubtful accounts
Increase/(decrease) in other provisions
Interest and dividend income
Interest expenses
Foreign exchange losses/(gains)
Losses on retirement of property, plant and equipment
Decrease/(increase) in trade and other receivables
Decrease/(increase) in inventories
Increase/(decrease) in trade and other payables
Decrease/(increase) in other assets
Increase/(decrease) in other liabilities
Others, net
Subtotal
Interest and dividend income received
Interest paid
Income taxes paid
Income taxes refund
Net cash from operating activities

See accompanying notes to consolidated financial statements.

Notes to the Consolidated Financial Statements


FAST RETAILING CO., LTD. and consolidated subsidiaries

Reporting Entity

Companys functional currency. All values are rounded down


to the nearest million yen, except when otherwise indicated.

FAST RETAILING CO., LTD. (the Company) is a company


incorporated in Japan. The locations of the registered head-

(5) Use of Estimates and Judgments

quarters and principal offices of the Company are disclosed at

The preparation of the consolidated financial statements in

the Groups website (http://www.fastretailing.com/eng/).

accordance with IFRS requires management to make judg-

The principal activities of the Company and its consolidated

ments, estimates and assumptions that affect the application

subsidiaries (the Group) are the UNIQLO business (casual wear

of accounting policies and the reported amounts of assets and

retail business operating under the UNIQLO brand in Japan

liabilities, income and expenses. Actual results may differ from

and overseas) and Theory business, GU business (apparel

these estimates.

designing and retail business in Japan and overseas), etc.

The estimates and underlying assumptions are reviewed on


an ongoing basis. The effects of the review of accounting estimates are recognized in the accounting period in which the

Basis of Preparation

(1) Compliance with IFRS and First-Time Adoption


The consolidated financial statements of the Group have been
prepared in compliance with International Financial Reporting
Standards (IFRS) issued by the International Accounting
Standards Board (IASB).

The Group adopted Article 93 of the Rules Governing Term,

Form and Preparation of Consolidated Financial Statements,


because the Group meets the all criteria of a specified company defined under Article 1-2 of the said rules.
The Group adopted IFRS issued by IASB for the first time in
the year ended 31 August 2014, and the date of the transition
to IFRS (Transition Date) is 1 September 2012. The effect of
the transition to IFRS on the Groups financial position, results
of operations, and cash flows on the Transition Date and in the
comparative period are presented in 34. First-time adoption of
IFRS. The Groups accounting policies conform with IFRS that
are effective for year ended 31 August 2014, excluding the standards which have not been early adopted and exemptions permitted under IFRS 1 First-time Adoption of International Financial
Reporting Standards (IFRS 1). The exemptions that have been
adopted are presented in 3. Significant Accounting Policies.
(2) Approval of the Consolidated Financial Statements
The consolidated financial statements were approved on 25

estimates were reviewed and in future accounting periods.


Information about important estimation and judgments that
have significant effects on the amounts recognized in the consolidated financial statements is as follows:
Useful lives of non-current assets (Notes 12, 13)
Recoverable amounts from cash-generating units for impairment test (Note 14)
Recoverability of deferred tax assets (Note 17)
Valuation of inventories (Note 9)
Recoverability of trade and other receivables (Notes 8, 28)
Accounting treatment and valuation of provisions (Note 19)
Fair value measurement of financial instruments (Note 28)
Fair value unit price for share-based payments (Note 27)
Probability of outflow of future economic benefits from contingent liabilities (Note 32)
(6) Basis of Financial Statement Translation
The accompanying consolidated financial statements are
expressed in yen, and solely for the convenience of the reader,
have been translated into United States (U.S.) dollars at the
rate of 103.74=$1, the approximate exchange rate prevailing
on the Tokyo Foreign Exchange Market at the end of August
2014. This translation should not be construed as a representation that any amounts shown could be converted into U.S.
dollars at that or any other rate.

November 2014 by Tadashi Yanai, Chairman, President and CEO,


and Takeshi Okazaki, Group Senior Vice President and CFO.

Significant Accounting Policies

(3) Basis of Measurement

(1) Basis of Consolidation

The consolidated financial statements have been prepared on

Subsidiaries refers to enterprises that are controlled by the

an historical cost basis, except for certain assets, liabilities, and

Company (including businesses established by the Company).

financial instruments which are measured at fair value as indi-

The Group controls enterprises where it is exposed to vari-

cated in 3. Significant Accounting Policies.

able returns arising from its involvement in those enterprises

(4) Functional Currency and Presentation Currency


The presentation currency for the Groups consolidated
financial statements is the Japanese yen, which is also the

or when the Group has rights to variable returns in those


enterprises and is able to have an impact on the said variable
returns through its power over those enterprises. A subsidiarys financial statements are incorporated into the Companys

consolidated financial statements from the date on which con-

For each business combination, the Group elects whether

trol begins until the date control ends.

to measure the non-controlling interests in the acquiree at fair

The subsidiaries adopted consistent accounting policies as

value or at the proportionate share of the acquirees identifiable

the Company in the preparation of their financial statements.

net assets.

All intra-group balances, transactions within the Group as

If the initial accounting for a business combination is incom-

well as unrealized profit and loss resulting from transactions

plete by the reporting date of the fiscal year in which the

within the Group are eliminated at the time of preparation of the

business combination occurs, the items for which the acqui-

consolidated financial statements.

sition accounting is incomplete are reported using provi-

The reporting date for FAST RETAILING (CHINA) TRADING

sional amounts. Those amounts provisionally recognized on

CO., LTD., Theory Shanghai International Trading Co., Ltd.,

the acquisition date are retrospectively adjusted to reflect new

UNIQLO TRADING CO., LTD., Fast Retailing (Shanghai)

information if the acquisitions took place during a period (mea-

Business Management Consulting Co., Ltd., FAST RETAILING

surement period) when it is believed that, had facts and cir-

(SHANGHAI) TRADING CO., LTD., GU (Shanghai) Trading Co.,

cumstances that existed at the acquisition date been known at

Ltd., Comptoir des Cotonniers (Shanghai) Trading Co., Ltd.,

that time, they would have affected the amounts recognized on

PRINCESSE TAM.TAM (SHANGHAI) TRADING CO., LTD. and

that date. Additional assets and liabilities are recognized if new

LLC UNIQLO (RUS) is 31 December. The management accounts

information results in the recognition of additional assets or lia-

of these subsidiaries are used for the Groups consolidation pur-

bilities. The measurement period should be within one year.

pose. The financial statements of other subsidiaries are prepared

The Group has elected to adopt the exemption in IFRS

using the same reporting period as the parent company.

1 and has not retrospectively applied IFRS 3 Business

A change in the ownership interest of a subsidiary, without

Combinations to business combinations that occurred before

a loss of control, is accounted for as an equity transaction. Any

1 September 2012. In other words, the carrying amount of

difference between the adjustment to the non-controlling inter-

goodwill as of the Transition Date, in accordance with the pre-

est and the fair value of the consideration received is recog-

vious accounting standards (JGAAP), is stated as the carrying

nized directly in equity as interests attributable to owners of the

amount of goodwill in the opening IFRS consolidated state-

parent.

ment of financial position.

Profit or loss and each component of other comprehensive


income are attributed to the owners of the parent and to the

(3) Foreign Currencies

non-controlling interests, even if this results in the non-con-

(i) Transactions and balances

trolling interests having a deficit balance.

Transactions in foreign currencies are initially recorded by the

The number of consolidated subsidiaries as at 31 August

Groups entities at their respective functional currency spot

2014 is 112.

rates at the date the transaction first qualifies for recognition.


Monetary assets and liabilities denominated in foreign cur-

(2) Business Combination

rencies are translated at the functional currency spot rates at

Business combinations are accounted for using the acquisition

each reporting date. Differences arising on settlement or trans-

method. The cost of an acquisition is measured as the aggrega-

lation of monetary items are recognized in profit or loss.

tion of the fair value at the acquisition date of the assets trans-

Non-monetary items that are measured in terms of histori-

ferred, liabilities assumed and equity instruments issued by the

cal cost in a foreign currency are translated using the exchange

Company in exchange for control of the acquired company.

rates at the dates of the initial transactions. Non-monetary

If the cost of an acquisition exceeds the fair value of the

items measured at fair value in a foreign currency are trans-

identifiable assets and liabilities, it is recorded as goodwill on

lated using the exchange rates at the date when the fair value is

the consolidated statement of financial position. If it is below

determined. The gain or loss arising on translation of non-mon-

the fair value, this is immediately recorded as income on the

etary items measured at fair value is treated in line with the rec-

consolidated statement of profit or loss.

ognition of gain or loss on change in fair value of the item (i.e.,

Acquisition-related costs are expensed as incurred. Additional

translation differences on items whose fair value gain or loss

acquisitions of non-controlling interests are accounted for as

is recognized in other comprehensive income or profit or loss

equity transactions, and no goodwill is recognized.

are also recognized in other comprehensive income or profit or

Contingent liabilities of acquired companies are recognized

loss, respectively).

in a business combination only if they are present obligations,

(ii) Foreign operations

were incurred as a result of a past event, and their fair value can

On consolidation, the assets and liabilities of foreign opera-

be reliably measured.

tions are translated into Japanese yen at the rate of exchange

prevailing at each reporting date and their income statements

components of equity. The balances of cash flow hedges are

are translated at average exchange rates during the period.

subtracted from other comprehensive income on the consoli-

The exchange differences arising on translation for consol-

dated statement of comprehensive income for the same period

idation are recognized in other comprehensive income. On

when the hedged cash flows would affect profit or loss, and

disposal of a foreign operation, the component of other com-

reclassified as profit or loss in the same line items as the hedg-

prehensive income relating to that particular foreign oper-

ing instruments. The gain or loss relating to the ineffective por-

ation is recognized in profit or loss. The Group has adopted

tion of changes in the fair value of the derivatives is recognized

the exemption in IFRS 1 and has reclassified the cumulative

immediately in profit or loss. When a hedged item gives rise to

translation differences in existence as of the Transition Date to

the recognition of a non-financial asset or non- financial liabil-

retained earnings.

ity, the amount recognized as other comprehensive income is


treated as an adjustment to the initial carrying amount of the

(4) Financial Instruments

non-financial asset or liability.

Derivative financial instruments and hedge accounting

If the forecast transaction or firm commitment is no longer

The Group uses derivative financial instruments, such as for-

expected to occur, cumulative profit or loss amounts previously

ward currency contracts, to hedge its foreign currency risks.

recognized in equity through other comprehensive income

Such derivative financial instruments are initially recognized at

are reclassified as profits or losses. If the hedging instrument

fair value on the date on which a derivative contract is entered

expires or is sold, is terminated or exercised without replace-

into and are subsequently re-measured at fair value. Derivatives

ment or rollover, or if its designation as a hedge is revoked, the

are carried as financial assets when the fair value is positive and

amounts previously recognized in equity through other com-

as financial liabilities when the fair value is negative.

prehensive income are recorded as equity until the forecast

Any gains or losses arising from changes in the fair value

transaction occurs or firm commitment is met.

of derivatives are taken directly to profit or loss, except for the


effective portion of cash flow hedges, which is recognized in

Non-derivative financial instruments

other comprehensive income and later reclassified to profit or

(i) Initial recognition and measurement

loss when the hedge item affects profit or loss.

All purchases and sales of financial assets that take place

At the inception of a hedge relationship, the Group formally

through ordinary methods (purchase or sale of a financial asset

designates and documents the hedge relationship to which the

requiring delivery within the time frame established by market

Group wishes to apply hedge accounting and the risk man-

regulation or convention) are recognized or derecognized, and

agement objectives and strategy for undertaking the hedge.

measured at the initial fair value plus transaction costs, on the

The documentation includes identification of the specific hedg-

trade date.

ing instrument, the hedged item or transaction, the nature of

Financial assets are classified, at initial recognition, into the

the risk being hedged and how the entity will assess the hedg-

following three categories:

ing instruments effectiveness in offsetting the exposure to

Financial assets at fair value through profit or loss

changes in the hedged items fair value or cash flows attribut-

Loans and receivables

able to the hedged risk. Such hedges are expected to be highly

Available-for-sale financial assets

effective in achieving offsetting changes in fair value or cash

The classification depends on the nature and purpose of

flows and are assessed on an ongoing basis to determine that

the financial assets and is determined at the time of initial

they actually have been highly effective throughout the financial

recognition.

reporting periods for which they were designated.

(ii) Financial assets at fair value through profit or loss

The Group has designated forward currency contracts as

Financial assets are classified as financial assets at fair value

cash flow hedges and are accounted for as described below:

through profit or loss if they are held for trading or if they are
designated as financial assets at fair value through profit or loss.

Cash flow hedges

Financial assets other than financial assets held for trading

When derivatives are designated as a hedging instrument to

may be designated as financial assets at fair value through

hedge the exposure to variability in cash flows that are attrib-

profit or loss at initial recognition if any of the following applies:

utable to a particular risk associated with recognized assets

(a) If such designation eliminates or significantly reduces a mea-

or liabilities or highly probable forecast transactions which

surement or recognition inconsistency (accounting mis-

could affect profit or loss, the effective portion of changes in

match) is likely to arise;

the fair value of the derivatives is recognized in other compre-

(b) If the financial assets are part of a group of financial assets

hensive income and included in Cash flow hedges in other

or financial liabilities (or both), which are managed and have

their performance evaluated on a fair value basis, in accor-

is determined in that foreign currency and translated at the

dance with the Groups documented risk management or

exchange rate prevailing at each reporting date. The effects

investment strategy, and information about the grouping is

of changes in exchange rates on foreign currencies denomi-

provided internally on a fair value basis; or

nated monetary assets is recognized in foreign exchange gains

(c) If the contract contains at least one embedded derivative

or losses, while the effect of changes in exchange rates on

(IAS 39 allows the entire hybrid (combined) contract (assets

other foreign currencies denominated available-for-sale finan-

or liabilities) to be designated as a financial assets at fair

cial assets is recognized in other comprehensive income.

value through profit or loss), unless they are designated as

(v) Impairment of financial assets

an effective hedging instrument.

Those financial assets other than Financial assets at fair value

Financial assets at fair value through profit or loss are carried

through profit or loss, which are measured at amortized cost

out in the consolidated statement of financial position at fair

at each reporting date pursuant to IAS 39, are evaluated to

value with net changes in fair value presented as finance costs

determine whether there is objective evidence of impairment.

(negative net changes in fair value) or finance income (positive

If there is objective evidence that one or more events hav-

net changes in fair value) in the consolidated statement of profit

ing a negative impact on the estimated future cash flows has

or loss. Recognized profits or losses, including the above, are

occurred subsequent to the initial recognition of the financial

recognized in the consolidated statement of profit or loss as

asset, an impairment loss is recognized.

dividend income, interest income or gain or loss on changes in

For listed and unlisted equity securities classified as avail-

fair value. Fair value is determined using the method described

able-for-sale financial assets, a significant or prolonged

in 28. Financial Instruments.

decline in the fair value of the investment below its historical

(iii) Loans and receivables

cost is considered to be objective evidence of impairment. For

Trade receivables, loans, and other receivables that are not

all other financial assets, including redeemable securities and

quoted in an active market are classified as loans and receiv-

finance lease receivables classified as available-for-sale finan-

ables. After initial measurement, such financial assets are sub-

cial assets, objective evidence of impairment may include the

sequently measured at amortized cost using the effective interest

following:

rate (EIR) method, less impairment. The EIR amortization is

(a) 
Significant deterioration in the financial condition of the

included in finance income in the statement of profit or loss.

issuer or counterparty;

(iv) Available-for-sale financial assets

(b) Default or delinquency in interest or principal payments; or

Any non-derivative financial assets classified as available-for-

(c) Probability that the issuer will enter bankruptcy or financial

sale financial assets are those that are neither classified as

reorganization.

financial assets at fair value through profit or loss, nor loans

Certain categories of financial assets, such as trade receiv-

and receivables, or those that are designated as available-

ables, are assessed for impairment on a collective basis even if

for-sale financial assets.

they are not impaired individually. Objective evidence of impair-

Available-for-sale listed equity securities that are traded on

ment for a portfolio of receivables could include changes in

a market are measured using quoted market prices. Unlisted

national or local economic conditions that correlate with default

equity securities are measured at fair value using reasonable

on receivables or an increase in the number of delinquent pay-

methods. Fair value is determined using the method described

ments in the portfolio past the average credit period.

in 28. Financial Instruments. Profits or losses arising from

For financial assets carried at amortized cost, the amount

changes in fair value are recognized as other comprehensive

of the impairment loss is the difference between the assets

income. Impairment losses or foreign currency gains or losses

carrying amount and the present value of estimated future

associated with monetary assets are treated as exceptions and

cash flows, discounted at the financial assets original EIR. An

recognized in profit or loss.

assets carrying amount is reduced directly by the impairment

When available-for-sale financial assets are derecognized,

loss amount, with the exception of trade receivables where the

or when an impairment loss is recognized, the cumulative prof-

impairment loss is posted by using the allowance for doubtful

its or losses that have been recognized as other comprehen-

accounts. An allowance for doubtful accounts is established

sive income up to that time are reclassified to the profit or loss

when it is determined that receivables are uncollectable, includ-

for the period.

ing receivables for which the due date has been changed, and

Dividends associated with available-for-sale financial assets

the allowance for doubtful accounts is reduced if the receiv-

are recognized in profit or loss when the Groups right to

ables are subsequently abandoned or collected. Changes in the

receive dividends is established. The fair value of available-

allowance for doubtful accounts are recognized in profit or loss

for-sale financial assets denominated in foreign currencies

except for decreases due to use. Except for available-for-sale

financial assets, if, in a subsequent period, the amount of the

(b) If the financial liabilities are part of a group of financial assets

impairment loss decreases and the decrease can be related

or financial liabilities (or both) which are managed and have

objectively to an event occurring after the impairment was rec-

their performance evaluated on a fair value basis, in accor-

ognized, the previously recognized impairment loss is reversed

dance with the Groups documented risk management or

through profit or loss to the extent that the carrying amount

investment strategy, and information about the grouping is

of the investment after reversing the impairment loss does not

provided internally on a fair value basis; or

exceed what the amortized cost would have been had the

(c) If the contract contains at least one embedded derivative

impairment not been recognized.

(IAS 39 allows the entire hybrid (combined) contract (assets

and liabilities) to be designated as financial liabilities at fair

For available-for-sale financial assets, impairment losses pre-

viously recognized in profit or loss cannot be reversed through

value through profit or loss).

profit or loss. Any change in fair values after an impairment loss

Financial liabilities designated as financial liabilities at fair

is recognized through other comprehensive income as long as

value through profit or loss are measured at fair value, with

this does not give rise to an additional impairment loss.

any changes recognized in profit or loss. Recognized profits

(vi) Derecognition of financial assets

and losses, including the above, are recognized in the consoli-

The Group derecognizes a financial asset only if the contrac-

dated statement of profit or loss as interest expenses or gain or

tual rights to the cash flows from the financial asset expire or if

loss on change in fair value. Fair value is determined using the

the Group has transferred almost all risks and rewards of own-

method described in 28. Financial Instruments.

ership. If the Group maintains control of the transferred finan-

(iv) Other financial liabilities

cial asset, it recognizes the asset and associated liabilities to

Other financial liabilities, including loans payable, are initially

the extent of its continuing involvement.

measured at fair value, net of directly attributable transaction


costs. Subsequent to initial recognition, other financial liabili-

Non-derivative equity instruments and financial liabilities

ties are measured at amortized cost using the EIR method, and

(i) Equity instruments (stocks)

interest expenses are recognized using the EIR method.

An equity instrument is a contract that evidences ownership of

(v) Derecognition of financial liabilities

a residual interest in the assets of a company after deducting

The Group derecognizes a financial liability when it is extin-

all of its liabilities.

guished, that is, when the obligation specified in the contract is

(ii) Financial liabilities

either discharged, cancelled or expires.

Financial liabilities are classified as either financial liabilities at

(vi) Fair value of financial instruments

fair value through profit or loss or other financial liabilities.

The fair value of financial instruments that are traded on an

(iii) Financial liabilities at fair value through profit or loss

active financial market at each reporting date are based on

Financial liabilities are classified as financial liabilities at fair

quoted market prices and dealer prices.

value through profit or loss if they are held for trading or if they

The fair value of financial instruments for which there is no active

are designated as financial liabilities at fair value through profit

market are calculated using appropriate valuation techniques.

or loss.

(vii) Offsetting financial Instruments

A financial liability is classified as being held for trading pur-

Financial assets and financial liabilities are only offset when

poses if any of the following applies:

there is an enforceable legal right to offset the recognized

(a) It is acquired or incurred principally for the purpose of selling

amounts and when there is an intention to either settle on a net

or repurchasing it in the near term;


(b) On initial recognition, it is part of a portfolio of identified
financial instruments that are managed together and for

basis, or realize the asset and settle the liability simultaneously;


and the net amount is reported on the consolidated statement
of financial position.

which there is evidence of a recent actual pattern of shortterm profit-taking; or


(c) It is a derivative (except for a derivative that is a financial guaran-

Cash and cash equivalents comprise cash on hand, bank

tee contract or a designated and effective hedging instrument).

deposits available for withdrawal on demand, and short-term,

Financial liabilities other than financial liabilities held for trad-

highly liquid investments due with a maturity of three months

ing may be designated as financial liabilities at fair value through

of the acquisition date or less that are readily convertible to

profit or loss at initial recognition if any of the following applies:

cash and which are subject to an insignificant risk of changes

(a) If such designation eliminates or significantly reduces a mea-

in value.

surement or recognition inconsistency (accounting mismatch) is likely to arise;

(5) Cash and Cash Equivalents

(6) Inventories

For internally generated intangible assets, the entire amount

Inventories are valued at the lower of cost and net realizable

of the expenditure is recorded as an expense in the period in

value; the weighted average method is principally used to

which it arises, except for development expenses that meet the

determine cost. Net realizable value is based on the estimated

requirements for capitalization.

selling price in the ordinary course of business less any esti-

Intangible assets with finite useful lives are amortized over their

mated costs to be incurred to sell the goods.

respective estimated useful lives using the straight-line method,


and they are tested for impairment when there is an indication

(7) Property, Plant and Equipment (other than leased assets)

that they may be impaired. The estimated useful life and amor-

(i) Recognition and measurement

tization method for an intangible asset with a finite useful life is

Property, plant and equipment are measured at cost less accu-

reviewed at the end of each reporting period, and any changes

mulated depreciation and any accumulated impairment losses.

are applied prospectively as a change in accounting estimate.

The cost of an item of property, plant and equipment com-

The estimated useful lives of the main intangible assets with

prises its purchase price and any directly attributable costs of

finite useful lives are as follows:

bringing the asset to its working condition and location for its

Software for internal use Length of time it is usable

intended use, the initial estimate of the costs of dismantling and

internally (3-5 years)

removing the item and restoring the site on which it is located.

Intangible assets with indefinite useful lives and intangible

(ii) Depreciation

assets that are not yet available for use are not amortized. They

Assets other than land and construction in progress, are depre-

are tested for impairment annually or when there is an indi-

ciated using the straight-line method over the estimated useful

cation that they may be impaired, either individually or at the

lives shown below:

cash-generating unit level.

Buildings and structures


Furniture, equipment and vehicles

3-50 years
5 years

(9) Leases

The useful lives, residual values, and depreciation methods are

The determination of whether an arrangement is, or contains, a

reviewed at each reporting date, with the effect of any changes in

lease is made based on the substance of the arrangement on

estimates being accounted for on a prospective basis.

the inception date of the lease, or in other words, whether the


fulfillment of the arrangement depends on the use of a specific

(8) Goodwill and Intangible Assets (other than leased assets)

asset or group of assets and whether the arrangement con-

(i) Goodwill

veys the right to such asset (whether explicitly stated in the

Goodwill is stated at the carrying amount, which is the acqui-

contract or not).

sition cost after deducting accumulated impairment losses.

If the lease agreement substantially conveys the risks and

Goodwill represents the excess amount of the historical cost of

rewards of the ownership of the asset to the lessee, the lease is

an interest acquired by the Group over the net amount of the fair

classified as a finance lease. Leases other than finance leases

value of the identifiable assets acquired and liabilities assumed.

are classified as operating leases.

Goodwill is not amortized but is allocated to identifiable

Finance leases are capitalized at the commencement of the

cash-generating units based on the geographical region where

lease at the fair value of the leased property or, if lower, at

business takes place and the type of business conducted, and

the present value of the minimum lease payments. Lease pay-

then tested for impairment each year or when there is an indi-

ments are apportioned between finance charges and reduction

cation that it may be impaired. Impairment losses on goodwill

of the lease liability so as to achieve a constant rate of interest

are recognized in the consolidated statement of profit or loss

on the remaining balance of the liability. Finance charges are

and cannot be subsequently reversed in future period.

recognized in finance costs in the statement of profit or loss.

(ii) Intangible assets

A leased asset is depreciated over the shorter of the esti-

Intangible assets are measured at cost, with any accumulated

mated useful life of the asset and the lease term on a straight-

amortization and accumulated impairment losses deducted

line basis.

from the historical cost to arrive at the stated carrying amount.

Operating lease payments as lessee are recognized as

Intangible assets acquired separately are measured at cost

an operating expense in the statement of profit or loss on a

at initial recognition, and the cost of intangible assets acquired

straight-line basis over the lease term.

in a business combination is measured as fair value at the

acquisition date.

ating revenue in the statement of profit or loss on a straight- line

Operating lease income as lessor are recognized as an oper-

basis over the lease term.

10

(10) Impairment

(11) Provisions

The carrying amounts of the Groups non-financial assets,

Provisions are recognized when the Group has a present legal

excluding inventories and deferred tax assets, are reviewed

or constructive obligation as a result of a past event, it is proba-

to determine whether there is any indication of impairment at

ble that an outflow of resources embodying economic benefits

each reporting date. If there is any indication of impairment,

will be required to settle the obligation, and a reliable estimate

the recoverable amount for the asset is estimated. For good-

can be made of the amount of the obligation. Provisions are

will, intangible assets with indefinite useful lives, and intangi-

recognized as the best estimate of the expenditure required

ble assets that are not yet available for use, the recoverable

to settle the present obligation (future cash flows), taking into

amount is estimated each year at the same time.

account the risks and uncertainties surrounding the obligation

The recoverable amount for an asset or cash-generating

at each reporting date.

unit (CGU) is the higher of value-in-use and fair value less

If the time value of money is material, provisions are mea-

costs of disposal. The fair value less costs of disposal calcula-

sured as the estimated future cash flows discounted to the

tion is based on available data from binding sales transactions,

present value using a pre-tax rate that reflects, when appropri-

conducted at arms length, for similar assets or observable

ate, the time value of money and the risks specific to the liabil-

market prices less incremental costs for disposing of the asset.

ity. When discounting is used, the increase due to the passage

In assessing value-in-use, the estimated future cash flows are

of time is recognized as a finance cost.

discounted to their present value using a pre-tax discount rate

Each provision is described below:

that reflects the time value of money and the risks specific to

(i) Allowance for bonuses

the asset.

The amount expected to be borne as bonuses in the current

reporting period is recorded as a provision for the payment of

A CGU is the smallest group of assets which generates cash

inflows from continuing use, which are largely independent of

bonuses to employees of the Group.

the cash inflows from other assets or groups of assets.

(ii) Asset retirement obligations

The CGU (or group of CGUs) for goodwill is determined

The obligations to restore property to its original state under

based on the unit by which the goodwill is monitored for inter-

real estate leasing agreements for offices, such as corporate

nal management purposes and must not be larger than an

headquarters and stores, are estimated and recorded as a pro-

operating segment before aggregation.

vision. The expected length of use is estimated as the time from

Because the corporate assets do not generate indepen-

acquisition to the end of the useful life and 0.370.99% is gen-

dent cash inflows, if there is an indication that corporate assets

erally used as the discount rate in calculations.

may be impaired, the recoverable amount is determined for the

11

CGU to which the corporate assets belong.

(12) Share-Based Payments

If the carrying amount of an asset or a CGU exceeds the recov-

The Group grants share-based payments in the form of

erable amount, an impairment loss is recognized in profit or loss

share subscription rights (stock options) to employees of the

for the period. Impairment losses recognized in relation to a CGU

Company and its subsidiaries. In doing so, the Group aims

are first allocated to reduce the carrying amount of any goodwill

to heighten morale and motivate employees to improve the

allocated to the CGU and then allocated to the other assets of

Groups business performance, thereby increasing shareholder

the CGU pro rata on the basis of their carrying amounts.

value by reinforcing business development that is focused on

An impairment loss related to goodwill cannot be reversed

the interests of the shareholders. These share-based payments

in future periods. Previously recognized impairment losses

do this by rewarding contributions to the Groups profit and

on other assets are reviewed at each reporting date to deter-

by connecting the benefits received by these individuals to the

mine whether there is any indication that a loss has decreased

Companys stock price.

or no longer exists. A previously recognized impairment loss

Stock options are measured at fair value based on the price

is reversed only if there has been a change in the assump-

of the Companys shares on the grant date. Fair value of stock

tions used to determine the assets recoverable amount since

options is further disclosed in 27. Share-based Payments.

the last impairment loss was recognized. The reversal is lim-

The fair value of the stock options determined at the grant

ited so that the carrying amount of the asset does not exceed

date is expensed, together with a corresponding increase in

its recoverable amount, nor exceed the carrying amount that

capital surplus in equity, over the vesting period on a straight-

would have been determined, net of depreciation, had no

line basis, taking into consideration the Groups best estimates

impairment loss been recognized for the asset in prior years.

of number of stock options that will ultimately vest.

(13) Revenue Recognition

Temporary differences associated with investments in sub-

Revenue is measured at the fair value of consideration received

sidiaries, but only to the extent that it is possible to control the

or receivable by the Group, less returns, trade discounts and

timing of the reversal of the differences and it is probable that

rebates. If a single transaction has multiple identifiable ele-

the reversal will not occur in the foreseeable future.

ments, the transaction is apportioned among the elements and

Deferred tax assets and liabilities are measured at the tax

revenue is recognized for each element. When two or more

rates that are expected to apply in the year when temporary

transactions make commercial sense only when considered

difference is realized or settled, based on tax laws that have

together as a single entity, revenue is recognized for the trans-

been enacted or substantively enacted by each reporting date.

actions together. The recognition standards and method of

Deferred tax assets and liabilities are offset when there is a

presentation for revenue are described below.

legally enforceable right to offset current tax assets and liabil-

(i) Revenue recognition standards

ities and when income taxes are levied by the same taxation

Revenue from the sale of goods is recognized when all the fol-

authority on either the same taxable entity or on different tax-

lowing conditions have been satisfied:

able entities which intend either to settle current tax assets and

The Group has transferred to the buyer the significant risks

liabilities on a net basis, or to realize the assets and settle the

and rewards of ownership of the goods;


The Group retains neither continuing managerial involvement

liabilities simultaneously.

Deferred tax assets are recognized for unused tax losses, tax

to the degree usually associated with ownership nor effective

credits and deductible temporary differences to the extent that

control over the goods sold;

it is probable that future taxable profits will be available against

The amount of revenue can be measured reliably;

which they can be utilized. Deferred tax assets are reviewed at

It is probable that the economic benefits associated with the

each reporting date and reduced to the extent that it is no lon-

transaction will flow to the Group; and

ger probable that the related tax benefits will be realized.

The costs incurred or to be incurred in respect of the transaction can be measured reliably.

(15) Earnings per Share

(ii) Method of presentation for revenue

Basic earnings per share is calculated by dividing profit or

If the Group is acting as a principal in a transaction, revenue is

loss attributable to common shareholders of the parent by

stated as the total amount of consideration received from the

the weighted average number of common stocks outstanding

customer.

during the period, adjusted for treasury stock. Diluted earnings


per share is calculated by adjusting for all dilutive potential ordi-

(14) Income Taxes

nary shares having a dilutive effect.

Income taxes comprise current and deferred taxes. These are


recognized in profit or loss, except for the taxes arising from
items that are recognized as other comprehensive income.
Current taxes are measured at the amount expected to
be paid to (or recovered from) taxation authorities on taxable
income or loss for the current year, using the rates that have
been enacted or substantively enacted by each reporting date
in the countries where the Group operates and generate taxable income, with adjustments to tax payments in past periods.
Through the use of an asset and liability approach, deferred tax
assets and liabilities are recorded for the temporary differences
between the carrying amounts of assets and liabilities for accounting purposes and the amounts of assets and liabilities for tax pur-

Issued but Not Yet Effective IFRS

At the date of authorization of these consolidated financial


statements, certain new standards, amendments and interpretations to existing standards were issued but not yet effective
and have not been early adopted by the Group.
The Company is in the process of assessing the impact of
the adoption of these standards and interpretations, but is not
yet in a position to state whether these new and revised IFRS
would have a significant impact on the Groups results of operation and financial position.

poses. Deferred tax assets and liabilities are not recognized for
temporary differences under any of the following circumstances:
Temporary differences arising from goodwill;
Temporary differences arising from the initial recognition of an
asset/liability which, at the time of the transaction, does not
affect either the accounting profit or the taxable income (other
than in a business combination); or

12

Mandatory
adoption date
(year beginning on)

IFRS

Title
Amendments to IAS 32
IAS 32
Financial Instruments:
(Amendments)
Presentation
IAS 36
Amendments to IAS 36
(Amendments) Impairment of Assets
Amendments to IAS 39
IAS 39
Financial Instruments:
(Amendments)
Recognition and Measurement
IFRIC 21

Levies

Amendments to IFRS 12
IFRS 12
Disclosures of interests in other
(Amendments)
entities
Revenue from Contracts with
IFRS 15
Customers
IFRS 9
(2014)

Financial Instruments

Summary

1 January 2014

Year ending
Offsetting financial assets and financial liabilities.
31 August 2015

1 January 2014

Year ending
Recoverable amount disclosures for non-financial assets.
31 August 2015

1 January 2014

Year ending
Novation of derivatives and continuation of hedge
31 August 2015 accounting.

1 January 2014

IFRS 10
Amendments to IFRS 10
(Amendments) Consolidated Financial Statements

The Groups
adoption date

1 January 2014

1 January 2014
1 January 2017

1 January 2018

Clarifies the timing of recognition of liability for a levy when


Year ending
the activity that triggers payment, as identified by the
31 August 2015
relevant legislation, occurs.
Defines investment entity and provide an exception to
Year ending
the consolidation requirement for entities that meet the
31 August 2015
definition of investment entity.
Year ending
Sets out the disclosure requirements for investment entities.
31 August 2015
Year ending
Provides a single revenue recognition model based on the
31 August 2018 transfer of control of a good or service to a customer.
Replaces IAS39 Financial Instruments: Recognition and
Year ending
Measurement, and addresses the classification and
31 August 2019 measurement of financial assets and financial liabilities, and
hedge accounting requirements.

UNIQLO Japan: UNIQLO clothing business within Japan

Segment Information

UNIQLO International: UNIQLO clothing business outside of

(1) Description of Reportable Segments


The Groups reportable segments are components for which
discrete financial information is available and is reviewed regularly by the Board to make decisions about the allocation of

Japan

Global Brands: Theory, Comptoir des Cotonniers, Princesse

tam.tam, GU and J Brand clothing operations

resources and to assess performance.

(2) Method of Calculating Segment Revenue and Results

The Groups main retail clothing business is divided into

The methods of accounting for the reportable segments are the

three reportable operating segments: UNIQLO Japan, UNIQLO

same as those stated in 3. Significant Accounting Policies.

International and Global Brands, each of which is used to frame

The Group does not allocate assets and liabilities to individ-

and form the Groups strategy.

ual reportable segments.

The main businesses covered by each reportable segment


are as follows:

(3) Segment Information


Year ended 31 August 2013
Millions of yen
Reportable segments
UNIQLO
UNIQLO
Japan
International

Revenue
Operating profit
Segment income
(income before income taxes)
Other disclosure:
Depreciation and amortization
Impairment losses

Total

Others

683,314
95,217

251,191
12,433

206,202
16,693

1,140,708
124,344

2,263
115

97,902

12,394

16,340

126,636

7,344
805

7,751
4,212

3,394
50

18,490
5,068

Note: Others include real estate leasing business, etc.

13

Global
Brands

Adjustments

Consolidated
statement of
profit or loss

9,640

1,142,971
134,101

115

28,979

155,732

176

4,940

23,607
5,068

Year ended 31 August 2014


Millions of yen
Reportable segments
UNIQLO
UNIQLO
Japan
International

Revenue
Operating profit/(loss)
Segment income (income before
income taxes)
Other disclosure:
Depreciation and amortization
Impairment losses

Global
Brands

Adjustments

Consolidated
statement of
profit or loss

Total

Others

715,643
106,304

413,655
32,956

251,225
(4,195)

1,380,524
135,064

2,410
83


(4,745)

1,382,935
130,402

106,650

32,552

(3,661)

135,541

82

(152)

135,470

8,712
3,258

11,442
849

5,519
19,852

25,675
23,960

350

4,782

30,808
23,960

Note: Others include real estate leasing business, etc.

(1) Names and lines of business of companies acquired

(4) Geographic Information


Year ended 31 August 2013

Name: J Brand Holdings, LLC

1. External Revenue

Line of business: Manufacture and distribution of clothing

Japan

Millions of yen
Overseas

Total

810,040

332,930

1,142,971

(2) Purpose of acquisition


To expand the brand portfolio among the affordable lux-

2. Non-current assets
Breakdown

Japan

Total
Of which, long-term financial
assets, deferred tax assets
Difference

ury apparel category

Millions of yen
Overseas

Total

122,730 140,940 263,670


63,428
59,301

15,648
125,291

79,076
184,594

To strengthen the Groups capability to develop denim


products by leveraging J Brands outstanding know-how
in the area of premium denim
To reinforce the presence of the Group by acquiring a Los
Angeles-based apparel brand in the crucial U.S. market

Year ended 31 August 2014

(3) Date of acquisition

1. External Revenue

20 December 2012

Japan

Millions of yen
Overseas

Total

868,657

514,278

1,382,935

Share acquisition in the form of cash

2. Non-current assets
Breakdown

Total
Of which, long-term financial
assets, deferred tax assets
Difference

(4) Form of acquisition

Japan

Millions of yen
Overseas

Total

128,910 146,359 275,270


66,690
62,219

15,860
130,499

82,551
192,719

(5) Name of company after acquisition


J Brand Holdings, LLC
(6) Percentage of voting rights acquired
80.76%

Business Combination

Year ended 31 August 2013


1. Names and line of business of companies acquired,
purpose of acquisition, date of acquisition, legal form
of acquisition, names of companies after acquisition,
acquired voting rights, and reasons for determining the
acquiring companies

(7) Determination of acquiring company


A subsidiary of the Group acquired the shares in the form
of cash consideration and became the acquiring company.
2. Price and details of acquisition
Millions of yen

Cash consideration

26,834

The Group reported costs associated with this acquisition


amounting to 759 million yen as Other expenses.

14

3. Fair value of assets and liabilities acquired in connection


with this acquisition
Millions of yen

Current assets
Non-current assets
Current liabilities
Non-current liabilities

4,459
19,984
(1,423)
(8,255)
14,764

4. Fair value of non-controlling interests in connection with


this acquisition

Cash and Cash Equivalents

The breakdown of cash and cash equivalents as at each reporting date is as follows:
Millions of yen
As at 31
August
2013

As at 1
September
2012

Cash and bank balances


Money market funds (MMF),
cash funds, negotiable
certificates of deposits
Total

As at 31
August
2014

132,235 148,492 172,364


133,788
266,023

148,215
296,708

141,684
314,049

Millions of yen

6,666

Fair value of non-controlling interests is calculated as the


prorated fair value of the distinguishable net assets of the

Trade and Other Receivables

The breakdown of trade and other receivables as at each

acquired company.

reporting date is as follows:


5. Goodwill from acquisition
Millions of yen

Cash consideration
Non-controlling interests
Total identifiable net assets at fair value

26,834
6,666
(14,764)
18,737

6. N
 et cash flow generated due to acquisition of subsidiaries
Millions of yen

Cash consideration
Cash and cash equivalents of J Brand
Holdings, LLC

(26,834)

Millions of yen
As at 31
August
2013

As at 31
August
2014

19,858
62
2,954

34,103
84
4,234

42,960
69
4,909

(268)
22,607

(488)
37,933

(511)
47,428

Accounts receivable trade


Notes receivable
Other accounts receivable
Allowance for doubtful
accounts
Total

See note 28. Financial Instruments for credit risk management and the fair value of trade and other receivables.

62
(26,771)

9
7. Amount of goodwill recognized, reasons for recognizing
goodwill
(1) Amount of goodwill recognized

As at 1
September
2012

Inventories

The breakdown of inventories as at each reporting date is as


follows:

18,737 million yen


As at 1
September
2012

(2) Reasons for recognizing goodwill


The above amount is based on a reasonable estimate of
future excess earning power that can be expected of future
business development.
Year ended 31 August 2014
With regard to the additional share acquisition of J Brand
Holdings, LLC, the carrying amount of non-controlling interests

Products
Supplies
Total

No inventories were pledged as collateral to secure debt.


Write-down of inventories to net realizable value is as
follows:
Millions of yen
Year ended 31 Year ended 31
August 2013
August 2014

1,726 million yen as a result of this acquisition, which is equal


rying amount.

15

As at 31
August
2014

98,253 163,939 219,492


2,237
3,581
3,730
100,491 167,521 223,223

decreased by 7,813 million yen. Capital surplus increased by


to the difference between the price of acquisition and the car-

Millions of yen
As at 31
August
2013

Write-down of inventories to net


realizable value

2,169

1,976

10 Other Financial Assets and Other Financial Liabilities

11 Other Assets and Other Liabilities

The breakdown of other financial assets and other financial lia-

The breakdown of other assets and other liabilities as at each

bilities as at each reporting date is as follows:

reporting date is as follows:

Millions of yen
As at 31
As at 1
August
September
2013
2012

Other financial assets:


Available-for-sale financial
assets
Loans and receivables
Loans and receivables
Allowance for doubtful
accounts
Total loans and
receivables
Total
Other current financial assets
total
Other non-current financial
assets total

Other financial liabilities:


Financial liabilities measured
at amortized cost
Interest-bearing bank and
other borrowings
Deposits
Deposits/guarantees
received
Others
Total
Other current financial
liabilities total
Other non-current financial
liabilities total

As at 31
August
2014

354

467

450

59,267

65,681

80,039

(837)

(78)

(76)

58,429
58,784

65,602
66,069

79,962
80,413

1,672

2,461

9,119

57,112

63,608

71,293

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

23,434
509

37,259
510

37,561
1,135

2,005
7
25,957

1,730
27
39,528

1,603

40,300

9,405

9,450

12,696

16,551

30,077

27,604

Other assets:
Prepayments
Long-term prepayments
Others
Total
Current
Non-current

Other liabilities:
Accruals
Employee benefits accruals
Others
Total

Current
Non-current

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

6,532
2,018
777
9,328
7,291
2,036

8,025
3,356
2,262
13,644
10,291
3,353

9,192
4,743
2,839
16,775
12,139
4,636

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

11,361
2,507
7,601
21,470
16,219
5,250

14,790
3,068
6,977
24,836
16,583
8,253

19,606
3,534
12,704
35,845
25,462
10,383

16

12 Property, Plant and Equipment


Increase/(decrease) in acquisition costs, accumulated depreciation and impairment of property, plant and equipment are as follows:
Millions of yen
Acquisition costs

At 1 September 2012
Additions
Business combination
Disposals
Transfers
Exchange realignment
At 31 August 2013
Additions
Business combination
Disposals
Transfers
Exchange realignment
At 31 August 2014

Buildings and
structures

Furniture, equipment
and vehicles

Land

Construction in
progress

Total

100,911
17,539
104
(2,205)
3,946
10,894
131,192
20,907

(5,209)
13,036
5,203
165,130

25,070
10,717
70
(2,660)

4,034
37,233
14,019

(3,150)

1,193
49,297

4,194

4,194

(504)

3,689

1,947
5,626
46

(3,946)
586
4,260
13,273

(13,036)
1,523
6,021

132,125
33,884
221
(4,865)

15,516
176,881
48,201

(8,864)

7,920
224,139

Buildings and
structures

Furniture, equipment
and vehicles

Land

Construction in
progress

Total

(48,938)
(12,589)
(4,551)
1,822
(2,868)
(67,125)
(16,776)
(3,550)
3,349
(895)
(84,998)

(12,316)
(5,965)
(517)
2,507
(1,762)
(18,054)
(7,833)
(1,086)
2,942
(394)
(24,427)

(315)

(315)

(315)

(61,570)
(18,555)
(5,068)
4,329
(4,630)
(85,495)
(24,609)
(4,636)
6,291
(1,290)
(109,741)

Buildings and
structures

Furniture, equipment
and vehicles

Land

Construction in
progress

Total

51,973
64,066
80,131

12,754
19,178
24,869

3,879
3,879
3,374

1,947
4,260
6,021

70,554
91,385
114,398

Millions of yen
Accumulated depreciation and impairment

At 1 September 2012
Depreciation provided during the year
Impairment
Disposals
Exchange realignment
At 31 August 2013
Depreciation provided during the year
Impairment
Disposals
Exchange realignment
At 31 August 2014

Millions of yen
Net carrying amount

At 1 September 2012
At 31 August 2013
At 31 August 2014

Net carrying amounts of finance-leased assets are as follows:


Buildings and
structures

At 1 September 2012
At 31 August 2013
At 31 August 2014

1,059
917
831

Millions of yen
Furniture, equipment
and vehicles

6,007
8,123
9,437

Others

Total

7,066
9,040
10,269

There are no restrictions on ownership rights and no pledges on the Groups property, plant and equipment.

17

13 Goodwill and Intangible Assets


The increase/(decrease) in acquisition costs, accumulated amortization and impairment of intangible assets and goodwill are
as follows:

Acquisition costs

At 1 September 2012
External purchases
Business combination
Disposals
Exchange realignment
At 31 August 2013
External purchases
Business combination
Disposals
Exchange realignment
At 31 August 2014

Accumulated amortization and impairment

At 1 September 2012
Amortization provided during the year
Impairment
Disposals
Exchange realignment
At 31 August 2013
Amortization provided during the year
Impairment
Disposals
Exchange realignment
At 31 August 2014

Goodwill

Software

15,992

18,737

2,286
37,016

1,393
38,410

23,411
4,313
75
(668)
334
27,466
6,690

(498)
30
33,688

Goodwill

Software

(11,154)

(540)
(11,694)

(8,631)
(3,586)

613
(260)
(11,865)
(4,498)

455
(33)
(15,941)

Millions of yen
Intangible assets other than goodwill
Other intangible
Trademarks
assets

6,569
17
9,473

3,180
19,239

918
20,158

7,748
376
10,105
(210)
3,784
21,805
164

(231)
1,023
22,762

Millions of yen
Intangible assets other than goodwill
Other intangible
Trademarks
assets

(711)
(1)

(195)
(908)

(4,376)

(30)
(5,315)

(1,186)
(1,464)

10
(259)
(2,898)
(1,872)
(3,793)
173
9
(8,382)

Total

Intangible assets
total

37,729
4,706
19,653
(878)
7,299
68,511
6,854

(730)
1,972
76,608

53,721
4,706
38,390
(878)
9,587
105,527
6,854

(730)
3,366
115,018

Total

Intangible assets
total

(10,529)
(5,052)

624
(715)
(15,673)
(6,371)
(8,170)
628
(54)
(29,640)

(10,529)
(5,052)

624
(715)
(15,673)
(6,371)
(19,324)
628
(594)
(41,334)

Note: Amortization of intangible assets is included in selling, general and administrative expenses on the consolidated statement of profit or loss.

Net carrying amount

At 1 September 2012
At 31 August 2013
At 31 August 2014

Goodwill

Software

15,992
37,016
26,715

14,779
15,600
17,746

Millions of yen
Intangible assets other than goodwill
Other intangible
Trademarks
assets

5,857
18,330
14,842

6,562
18,906
14,379

Total

Intangible assets
total

27,199
52,838
46,968

43,191
89,854
73,684

(2) Significant goodwill and intangible assets


Goodwill and intangible assets recorded in the consolidated statement of financial position are mainly for goodwill and trademarks
related to J Brand.
Some of the trademarks will continue to be used as long as the business remains viable; therefore, management considers
the useful lives of these as indefinite.
The carrying amount of the goodwill and intangible assets with indefinite useful lives by cash-generating unit (CGU) is as follows:

Net carrying amount

At 1 September 2012
At 31 August 2013
At 31 August 2014

UNIQLO Japan

Goodwill
UNIQLO
International

Millions of yen
Intangible assets with indefinite useful lives
UNIQLO
Global Brands
UNIQLO Japan
International
Global Brands

15,992
37,016
26,715

10,498
24,709
21,695

18

Year ended 31 August 2014


(1) Property, Plant and Equipment

14 Impairment Losses
During the year ended 31 August 2014, the Group recognized

The grouping is based on the smallest cash-generating unit that

impairment losses on some store assets, and goodwill and

independently generates cash inflow. In principle, each store is

intangible assets owned by J Brand business, mainly due to a

considered a cash-generating unit and recoverable amounts

decline in their profitability.

of cash-generating units are calculated based on value in use.

A breakdown of impairment losses by asset type is as follows:


Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Buildings and structures


Furniture and equipment
Subtotal impairment losses
on property, plant and
equipment
Goodwill
Trademark
Other intangible assets
Subtotal impairment losses
on intangible assets
Total impairment losses

4,551
517

3,550
1,086

5,068

4,636
11,154
4,376
3,793

5,068

19,324
23,960

Impairment losses represented write down of the carrying


amount of the store assets to the recoverable amount, mainly
due to a reduction in profitability of certain stores.
The value in use is calculated based on estimates and
growth rates complied by management. Since the future cash
flow is estimated to be negative, the value in use is deemed to
be zero.

The main cash-generating units for which impairment losses

were recorded are as follows:


Operating segments

The Groups impairment losses during the year ended 31


August 2014 amounted to 23,960 million yen, compared with
5,068 million yen during the year ended 31 August 2013, and
are included in other expenses on the consolidated statement of profit or loss.

Cash-generating unit

Type

Buildings and
UNIQLO Japan
UNIQLO CO., LTD. stores
structures
Fast Retailing (China)
Buildings and
UNIQLO International
Trading Co., Ltd. stores structures
UNIQLO TRADING CO., Buildings and
UNIQLO International
LTD. stores
structures
UNIQLO TAIWAN LTD.
Buildings and
UNIQLO International
stores
structures
Buildings and
Global Brands
G.U. CO., LTD. stores
structures

Year ended 31 August 2013


(1) Property, Plant and Equipment

(2) Goodwill and Intangible Assets

The grouping is based on the smallest cash-generating unit that

of impairment losses for trademarks, customer relationships

independently generates cash inflow. In principle, each store is


considered a cash-generating unit and recoverable amounts
of cash-generating units are calculated based on value in use.
Impairment losses represented write down of the carrying
amount of the store assets to the recoverable amount, mainly
due to a reduction in profitability of certain stores.
Value in use is calculated based on estimates and growth
rates compiled by management, with discount rates of 8.9% to
13.7% applied to the estimated future cash flows. In principle,
estimates are up to five years, and no growth rates exceeding market long-term average growth rates are used. The discount rates (pre-tax) are calculated using the weighted average
cost of capital in the country where the cash-generating unit
conducts business. The main cash-generating units of which
impairment losses were recorded are as follows:
Operating segments

Cash-generating unit

Type

Buildings and
structures
Buildings and
UNIQLO Japan
UNIQLO CO., LTD. stores
structures
UNIQLO (U.K.) LIMITED Buildings and
UNIQLO International
stores
structures
Buildings and
Global Brands
G.U. CO., LTD. stores
structures
UNIQLO International UNIQLO USA LLC stores

23,960 million yen in impairment losses is mainly comprised


and goodwill owned by the J Brand business. The carrying
amounts of cash-generating units related to J Brand business
after recognition of impairment losses are 10,604 million yen of
goodwill, 7,009 million yen of trademarks and 6,154 million yen
of customer relationships.
The recoverable amounts of trademarks, customer relationships and goodwill related to the J Brand business are calculated based on fair value less costs of disposal.
Fair value less costs of disposal is determined by taking into
account the following two approaches:
(i) The terminal value of the business added to the 10-year discounted cash flow based on plans projected and approved
by management. The discount rate (pre-tax) is calculated at
18.8% based on the weighted average cost of capital of the
cash-generating units (Income approach).
(ii) 
Calculation based on the market value of similar assets
(Market approach).
This measurement of fair value is classified as level 3 in the
fair value hierarchy based on significant inputs in used valuation
techniques.
Adverse changes in key assumptions lower estimated
future cash flow or higher discount rate (pre-tax), would cause

(2) Goodwill and Intangible Assets


Not applicable.
19

further impairment loss to be recognized.

15 Finance Lease Obligations


A breakdown of finance lease obligations is as follows:
Millions of yen
Future minimum lease payments
Present value of future minimum lease payments
As at 1
As at 31
As at 31
As at 1
As at 31
As at 31
September 2012 August 2013
August 2014
September 2012 August 2013
August 2014

Finance lease obligations


Due within one year
Due after one year through five years
Due after five years
Total
Deductions future finance costs
Total net finance lease payables
Current portion
Non-current portion

3,070
5,511

8,581
(192)
8,389

3,514
6,523

10,038
(200)
9,837

3,997
7,811

11,809
(209)
11,599

2,973
5,415

8,389

8,389
2,973
5,415

3,417
6,420

9,837

9,837
3,417
6,420

3,894
7,705

11,599

11,599
3,894
7,705

The Group has no sublease contracts, accrued variable lease fees or escalation clauses (clauses providing for increases in
leasing fees), and no limitations imposed by lease contracts (limitations regarding dividends, additional borrowing, or additional
leases, etc.).

(2) As Lessor

16 Operating Lease Arrangements

The Company sub-leases some of the properties it leased

(1) As Lessee
The Groups total future minimum lease payments on non-cancellable operating leases as at each reporting date are as follows:
Millions of yen
As at 31
As at 1
August
September
2013
2012

Due within one year


Due after one year through
five years
Due after five years
Total

12,142

As at 31
August
2014

through operating leases, and so while it pays rent to the property owner, it also receives rent from the sub-tenant.

A breakdown of the future minimum rental receivables under

non-cancellable leases is as follows:

16,672 28,662

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

124

58

58

177

301

63

121

67

The total minimum lease payments and contingent rents

Due within one year


Due after one year through
five years
Due after five years
Total

for operating lease contracts recognized as expenses in each

The total of contingent rents recorded as revenue during

39,296
30,512
81,951

64,846
36,348
117,867

79,871
69,296
177,830

reporting period are as follows:


Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Total minimum lease


payments
Contingent rents
Total

60,393
46,073
106,466

91,383
47,269
138,652

each reporting period is as follows:


Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Contingent rents

1,141

1,139

Contingent rents, renewal options, and escalation clauses


(clauses providing for increases in leasing fees) are included in
the operating lease agreements.

The Company has no limitations imposed by lease contracts

(limitations regarding dividends, additional borrowing, or additional leases, etc.).

20

17 Deferred Taxes and Income Taxes


(1) Deferred Taxes
The main factors in the increase/(decrease) of deferred tax assets and deferred tax liabilities are as follows:
Millions of yen
Recognized in other
comprehensive
As at 1 September Recognized in profit
income
2012
or loss*

Temporary differences
Accrued business tax
Allowance for bonuses
Provision of allowance for doubtful accounts
Impairment losses
Unrealized gains/(losses) on available-for-sale
securities
Depreciation
Net gain/(loss) on revaluation of cash flow
hedges
Temporary differences on shares of
subsidiaries
Accelerated depreciation
Intangible assets
Others
Subtotal
Tax losses carried forward
Net deferred tax assets/(liabilities)

Acquisitions
through business
combination

As at 31 August
2013

1,967
2,186
92

(183)
151
89
1,143

1,784
2,338
182
1,143

(2)
2,753

2,255

5,008

8,629

(51,096)

(42,467)

(2,190)
(2,576)

4,609
15,469
3,333
18,802

(12)
(230)

1,033
4,246
1,800
6,047

(51,094)

(51,094)

(8,344)
303
(8,040)

(8,040)

(2,203)
(2,807)
(8,344)
5,946
(39,418)
5,133
(34,284)

* The difference between the total amount recognized in profit or loss and the amount of deferred tax is due to exchange realignment.
Millions of yen
Recognized in other
comprehensive
As at 1 September Recognized in profit
income
2013
or loss*

Temporary differences
Accrued business tax
Allowance for bonuses
Provision of allowance for doubtful accounts
Impairment losses
Unrealized gains/(losses) on available-for-sale
securities
Depreciation
Net gain/(loss) on revaluation of cash flow
hedges
Temporary differences on shares of
subsidiaries
Accelerated depreciation
Intangible assets
Others
Subtotal
Tax losses carried forward
Net deferred tax assets/(liabilities)

Acquisitions
through business
combination

As at 31 August
2014

2,073
2,697
122
998

1,784
2,338
182
1,143

289
359
(59)
(144)

5,008

515

(1)

(1)
5,524

(42,467)

6,606

(35,861)

(2,203)
(2,807)
(8,344)
5,946
(39,418)
5,133
(34,284)

(698)
3,596
(1,353)
2,505
(956)
1,549

6,604

6,604

(2,203)
(3,505)
(4,747)
4,593
(30,308)
4,177
(26,130)

* The difference between the total amount recognized in profit or loss and the amount of deferred tax is due to exchange realignment.

Tax effects of unrecognized tax losses carried forward and


deductible temporary differences for which deferred tax assets
were not recognized is as follows:

Unrecognized tax losses


carried forward
Deductible temporary
differences
Total
21

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

5,962

3,797

5,653

14,044
20,007

10,812
14,609

12,568
18,222

Tax effects of unrecognized tax losses carried forward for


which no deferred tax asset is recognized in the consolidated
statement of financial position, if unutilized, will expire as follows:
Millions of yen
As at 31
As at 1
August
September
2013
2012

First year
Second year
Third year
Fourth year
Fifth year and thereafter
Total

5,962
5,962

3,797
3,797

18 Trade and Other Payables


The breakdown of trade and other payables as at each reporting date is as follows:

As at 31
August
2014

5,653
5,653

The Group has the above unrecognized tax losses available offsetting against future taxable profits of the companies

As at 1
September
2012

Trade payables
Other payables
Total

71,142
18,015
89,158

Millions of yen
As at 31
August
2013

As at 31
August
2014

121,960 137,069
31,403
48,049
153,364 185,119

19 Provisions

in which the losses arose, whereof no deferred tax assets have

The breakdown of provisions as at each reporting date is as

been recognized.

follows:

During the year ended 31 August 2013, unrecognized tax


losses amounted to 2,245 million yen was utilized.
Temporary differences on shares of subsidiaries for which
deferred tax liabilities were not recognized.
The aggregate amounts of temporary differences associated with undistributed retained earnings of subsidiaries for
which deferred tax liabilities have not been recognized as at 1

Allowance for bonuses


Asset retirement obligations
Total
Current liabilities
Non-current liabilities

As at 1
September
2012

Millions of yen
As at 31
August
2013

As at 31
August
2014

7,760
6,196
13,957
9,789
4,167

9,056
8,182
17,238
11,420
5,818

12,192
11,656
23,849
16,154
7,694

September 2012, 31 August 2013 and 31 August 2014 were

The main factors for the increase/(decrease) in provisions

147,987 million yen, 274,486 million yen, and 332,519 million

are as follows:
Millions of yen
Asset retirement
Allowance
for bonuses obligations

yen respectively.
No liability has been recognized with respect to these differences because the Group is in a position to control the timing of
the reversal of the temporary differences and it is probable that
such differences will not be reversed in the foreseeable future.
(2) Income Taxes
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Current tax
Deferred tax
Total

54,486
(6,228)
48,257

58,207
(2,074)
56,133

Reconciliations between the statutory income tax rates and


the effective tax rates are as follows. The effective tax rate
shown is the corporate income tax rate applied to the Groups
profit before income taxes.
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Statutory income tax rate


Increase/(decrease) in
valuation allowance
Difference in statutory income
tax rates of subsidiaries
Impairment loss of goodwill
Inhabitant tax on per capita
basis
Others
Effective tax rate

38.0%

38.0%

(4.4%)

2.8%

(2.4%)

(4.4%)
3.2%

0.4%
(0.6%)
31.0%

0.6%
1.2%
41.4%

Balances as at 1 September
2012
Additional provisions
Amounts utilized
Increase in discounted
amounts arising from
passage of time
Others
Balances as at 31 August
2013
Additional provisions
Amounts utilized
Increase in discounted
amounts arising from
passage of time
Others
Balances as at 31 August
2014

Total

7,760
12,268
(11,677)

6,196
1,679
(226)

13,957
13,947
(11,903)

705

87
444

87
1,149

9,056
15,966
(13,051)

8,182
3,606
(398)

17,238
19,573
(13,449)

221

91
173

91
394

12,192

11,656

23,849

Please refer to 3. Significant Accounting Policies (11)


Provisions for explanation of respective provisions.

22

20 Equity and Other Equity Items


(1) Share Capital

Balances as at 1 September 2012


Increase/(decrease)*
Balances as at 31 August 2013
Increase/(decrease)*
Balances as at 31 August 2014

Number of authorized shares


(Common stock
with no par-value)
(shares)

Number of issued
shares (Common
stock with no parvalue) (shares)

Number of outstanding shares


(Common stock
with no par-value)
(shares)

Capital stock
(Millions of yen)

Capital surplus
(Millions of yen)

300,000,000

300,000,000

300,000,000

106,073,656

106,073,656

106,073,656

101,854,222
42,270
101,896,492
22,119
101,918,611

10,273

10,273

10,273

6,296
562
6,859
2,944
9,803

* The main factor for the increase/(decrease) in the number of shares in circulation was the increase/(decrease) in the number of treasury stock as indicated
below.

(2) Treasury Stock and Capital Surplus


(i) Treasury stock
Balances as at 1 September 2012
Repurchase of shares less than one unit
Exercise of stock options
Balances as at 31 August 2013
Repurchase of shares less than one unit
Exercise of stock options
Balances as at 31 August 2014

Number of shares
(shares)

Amount
(Millions of yen)

4,219,434
335
(42,605)
4,177,164
699
(22,818)
4,155,045

16,003
9
(161)
15,851
25
(86)
15,790

Capital reserve

Gain/(loss) on disposal of treasury


stock

Stock options

Others

Total

4,578

4,578

4,578

962
421

1,384
471

1,856

755

140
896

746

1,642

1,726
1,726

6,296
421
140
6,859
471
746
1,726
9,803

(ii) Capital surplus


Millions of yen

Balances as at 1 September 2012


Disposal of treasury stock
Share-based payments
Balances as at 31 August 2013
Disposal of treasury stock
Share-based payments
Acquisition of non-controlling interests
Balances as at 31 August 2014

Please refer to 27. Share-based payments for details of share-based payments (stock options).

(3) Other Components of Equity

(4) Dividends

The breakdown of other comprehensive income included in

The Companys basic policy is to pay two dividends a year, an

non-controlling interests is as follows:

interim dividend and a year-end dividend. These dividends are

Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Exchange differences
on translation of foreign
operations
Cash flow hedges
Other comprehensive income

decided by resolution of the Board, unless otherwise stipulated


by laws and regulations.
The total amount of dividends paid was as follows:

3,010

3,010

1,818
(94)
1,724

Year ended 31 August 2013


Resolutions

Board of Directors meeting


held on 5 November 2012
Board of Directors meeting
held on 11 April 2013

23

Amount of
dividends
(Millions of yen)

Dividends per share


(Yen)

13,241

130

14,263

140

Year ended 31 August 2014


Resolutions

Board of Directors meeting


held on 4 November 2013
Board of Directors meeting
held on 10 April 2014

23 Other Income and Other Expenses

Amount of
dividends
(Millions of yen)

Dividends per share


(Yen)

15,284

150

15,286

150

Proposed dividends on common stock are as follows:


Total amount of dividends
(million yen)
Dividends per share (yen)

Year ended 31
August 2013

Year ended 31
August 2014

15,284
150

15,287
150

The breakdown of other income and other expenses for each


reporting period is as follows:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Other income
Foreign exchange gains*
Gains on sales of property,
plant and equipment
Others
Total

Regarding the proposed dividends per common stock, the

21 Revenue
The breakdown of revenue for each reporting period is as
follows:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Revenue
Sales of goods
Service revenue
Total

1,139,171
3,799
1,142,971

1,379,077
3,857
1,382,935

22 Selling, General and Administrative Expenses


The breakdown of selling, general and administrative expenses
for each reporting period is as follows:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Selling, general and administrative expenses


Advertising and promotion
Rental expenses
Depreciation and
amortization
Outsourcing
Salaries
Others
Total

52,693
111,276

60,941
138,652

23,607
17,185
140,111
81,303
426,177

30,808
22,953
184,864
110,975
549,195

3,926

390
1,578
4,050

991
2,107
7,025

Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Board has approved the proposal subsequent to the year-end


date, and this sum is not recognized as a liability at year end.

2,081

Other expenses
Loss on retirement of property, plant and equipment
Impairment losses
Others
Total

519
5,068
3,328
8,916

391
23,960
2,847
27,200

* Foreign exchange gains incurred in the course of operating transactions


are included in other income.

24 Finance Income and Finance Costs


The breakdown of finance income and finance costs for each
reporting period is as follows:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Finance income
Foreign exchange gains*
Interest income
Dividend income
Total

21,667
573
28
22,269

5,104
879
17
6,001

Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Finance costs
Interest expenses
Total

638
638

933
933

* Foreign exchange gains incurred in the course of non-operating transactions are included in finance income.

24

25 Other Comprehensive Income


The breakdown of amounts recorded during the year, reclassification adjustments and income tax effect generated by individual
comprehensive income items included in other comprehensive income for each reporting period are as follows:
Year ended 31 August 2013

Net gain/(loss) on revaluation of available-forsale investments


Exchange differences on translation of foreign
operations
Cash flow hedges
Total

Amount recorded
during the year

Reclassification
adjustment

Millions of yen
Amount before
income tax

Income tax effect

Amount after
income tax

243

243

(35)

207

19,372
157,945
177,561

90
(22,443)
(22,353)

19,462
135,502
155,208

(51,097)
(51,132)

19,462
84,405
104,075

Year ended 31 August 2014

Net gain/(loss) on revaluation of available-forsale investments


Exchange differences on translation of foreign
operations
Cash flow hedges
Total

Amount recorded
during the year

Reclassification
adjustment

Millions of yen
Amount before
income tax

Income tax effect

Amount after
income tax

66

66

66

8,793
42,639
51,500

(391)
(55,022)
(55,413)

8,402
(12,382)
(3,913)

6,608
6,608

8,402
(5,773)
2,695

Year ended 31
August 2013

26 Earnings per Share


Year ended 31 August 2013

Equity per share attributable to owners of the


parent (Yen)
Basic earnings per share for the year (Yen)
Diluted earnings per share for the year (Yen)

5,598.12
1,026.68
1,025.75

Year ended 31 August 2014

Equity per share attributable to owners of the


parent (Yen)
Basic earnings per share for the year (Yen)
Diluted earnings per share for the year (Yen)

6,067.40
731.51
730.81

Note: The basis for calculation of basic earnings per share and diluted
earnings per share for each reporting period is as follows:

25

Basic earnings per share for


the year
Profit for the year attributable
to owners of the parent
(Millions of yen)
Profit not attributable to
common shareholders
(Millions of yen)
Profit attributable to common
shareholders (Millions of yen)
Average number of common
stock during the year
(Shares)
Diluted earnings per share for
the year
Adjustment to profit (Millions
of yen)
Increase in number of
common stock (Shares)
(share subscription rights)

Year ended 31
August 2014

104,595

74,546

104,595

74,546

101,877,010

101,908,470

92,803
(92,803)

97,917
(97,917)

27 Share-Based Payments
The Group has a program for issuing share subscription rights as stock-based compensation stock options for employees of the
Company and its subsidiaries as a means of recognizing their contribution to Groups profit. By linking the Companys stock price
to the benefits received by personnel, this program aims to boost staff morale and motivation, improve Group performance and
enhance shareholder value by strengthening business development with a focus on shareholder return.
1. Details, scale and changes in stock options
(1) Description of Stock Options
1st share subscription rights A type

Category and number of grantee


Number of stock options by
type of shares*
Grant date
Vesting conditions
Eligible service period
Exercise period
Settlement

Category and number of grantee


Number of stock options by
type of shares*
Grant date
Vesting conditions
Eligible service period
Exercise period
Settlement

Category and number of grantee


Number of stock options by
type of shares*
Grant date
Vesting conditions
Eligible service period
Exercise period
Settlement

Employees of the Company: 7


Employees of the Group subsidiaries: 3
Common stock:
maximum 3,370 shares
8 November 2010
To serve continuously until the vesting date
(7 November 2013) after the grant date (8
November 2010)
From 8 November 2010 to 7 November 2013
From 8 November 2013 to 7 November 2020
Equity settlement

2nd share subscription rights A type

2nd share subscription rights B type

Employees of the Company: 14


Employees of the Group subsidiaries: 4
Common stock:
maximum 13,894 shares
15 November 2011
To serve continuously until the vesting date
(14 November 2014) after the grant date (15
November 2011)
From 15 November 2011 to 14 November 2014
From 15 November 2014 to 14 November 2021
Equity settlement

Employees of the Company: 139


Employees of the Group subsidiaries: 584
Common stock:
maximum 51,422 shares
15 November 2011
To serve continuously until the vesting date
(14 December 2011) after the grant date (15
November 2011)
From 15 November 2011 to 14 December 2011
From 15 December 2011 to 14 November 2021
Equity settlement

3rd share subscription rights A type

3rd share subscription rights B type

Employees of the Company: 18


Employees of the Group subsidiaries: 8
Common stock:
maximum 10,793 shares
13 November 2012
To serve continuously until the vesting date
(12 November 2015) after the grant date (13
November 2012)
From 13 November 2012 to 12 November 2015
From 13 November 2015 to 12 November 2022

Employees of the Company: 136


Employees of the Group subsidiaries: 615
Common stock:
maximum 39,673 shares
13 November 2012
To serve continuously until the vesting date
(12 December 2012) after the grant date (13
November 2012)
From 13 November 2012 to 12 December 2012
From 13 December 2012 to 12 November 2022
Equity settlement

Equity settlement
4th share subscription rights A type

Category and number of grantee


Number of stock options by
type of shares*
Grant date
Vesting conditions
Eligible service period
Exercise period
Settlement

1st share subscription rights B type

Employees of the Company: 266


Employees of the Group subsidiaries: 413
Common stock:
maximum 77,542 shares
8 November 2010
To serve continuously until the vesting date
(7 December 2010) after the grant date (8
November 2010)
From 8 November 2010 to 7 December 2010
From 8 December 2010 to 7 November 2020
Equity settlement

Employees of the Company: 19


Employees of the Group subsidiaries: 11
Common stock:
maximum 7,564 shares
3 December 2013
To serve continuously until the vesting date
(2 December 2016) after the grant date (3
December 2013)
From 3 December 2013 to 2 December 2016
From 3 December 2016 to 2 December 2023

Equity settlement

4th share subscription rights B type

Employees of the Company: 180


Employees of the Group subsidiaries: 706
Common stock:
maximum 29,803 shares
3 December 2013
To serve continuously until the vesting date (2
January 2014) after the grant date (3 December
2013)
From 3 December 2013 to 2 January 2014
From 3 January 2014 to 2 December 2023
Equity settlement

* The number of stock options is equivalent to the number of shares.

26

Expenses recognized for share-based payments are as

(i) Valuation model: Black-Scholes model

follows:

(ii) The following table lists the inputs to the model used:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Expenses recognized
Share-based payments

723

1,269

(2) Scale of Stock Options Program and Changes


Movement of stock options during the reporting period. The
number of stock options is equivalent to the number of shares.
(i) The number and weighted average exercise prices of stock
options
Stock options
Year ended 31
August 2013
Number of shares
(shares)

Year ended 31
August 2014
Number of shares
(shares)

4th share subscrip- 4th share subscription rights A type


tion rights B type

Stock price volatility*1


Expected life of options*2
Expected dividends*3
Risk-free interest rate*4

37%
6.5 years
290 yen/share
0.308%

37%
5.04 years
290 yen/share
0.189%

*1 Stock price volatility is computed based on the actual results of 6.5 years
for A type (from June 2007 to December 2013) and 5.04 years for B type
(from December 2008 to December 2013).
*2 Expected life of options is estimated to be the reasonable period from the
grant date until the exercise date.
*3 
Expected dividends are the actual dividends for the year ended 31
August 2013.
*4 Risk-free interest rate refers to the yield of Japanese government bonds
corresponding to the expected life of options.

Also, the method of estimating fair value for the 3rd share
subscription rights A type and B type granted during the year
ended 31 August 2013 are as follows:
(i) Valuation model: Black-Scholes model

Non-vested
Non-vested at beginning of
the year
Granted
Forfeited
Vested
Non-vested at end of the year

16,254
50,466
(1,351)
(39,673)
25,696

25,696
37,367
(525)
(32,163)
30,375

Year ended 31
August 2013
Number of shares
(shares)

Year ended 31
August 2014
Number of shares
(shares)

58,769
39,673
(42,605)
(28)

55,809
32,163
(22,818)
(380)

55,809

64,774

Vested
Outstanding at beginning of
the year
Vested
Exercised
Forfeited
Outstanding at end of the
year

All stock options are granted with an exercise price of 1 yen

(ii) The following table lists the inputs to the model used:
3rd share subscrip- 3rd share subscription rights A type
tion rights B type

Stock price volatility*1


Expected life of options*2
Expected dividends*3
Risk-free interest rate*4

36%
6.5 years
260 yen/share
0.352%

36%
5.04 years
260 yen/share
0.203%

*1 Stock price volatility is computed based on the actual results of 6.5 years
for A type (from May 2006 to November 2012) and 5.04 years for B type
(from November 2007 to November 2012).
*2 Expected life of options is estimated to be the reasonable period from the
grant date until the exercise date.
*3 
Expected dividends are the actual dividends for the year ended 31
August 2012.
*4 Risk-free interest rate refers to the yield of Japanese government bonds
corresponding to the expected life of options.

3. E
 stimation method of the number of share subscription
rights which have already been vested
Because it is difficult to reasonably estimate the number of
options that will expire in the future, the method reflecting
actual numbers of forfeiture is adopted.

per share.
(ii) Stock price on exercise date
Stock options exercised during the year ended 31 August 2014
are as follows:
Type

Weighted average
Number of shares stock price on exercise date (Yen)
(shares)

Stock options

22,818

36,775

(iii) Expected life of stock options


The weighted average expected life of outstanding stock

28 Financial Instruments
(1) Capital Risk Management
The Group engages in capital management to achieve continuous growth and maximize corporate value.
The ratio of the Groups net interest-bearing borrowings to
equity is as follows:
As at 1
September
2012

options as at 31 August 2014 was 7.83 years.


In addition, the weighted average expected life of outstand-

Millions of yen
As at 31
August
2013

As at 31
August
2014

The methods of estimating fair value of 4th share subscription

Interest-bearing borrowings
Cash and cash equivalents
Net interest-bearing
borrowings
Equity

rights, A type and B type, granted during the year ended 31

To maximize corporate value, the Group engages in cash

ing stock options as at 31 August 2013 was 8.27 years.


2. Methods of estimating fair value of stock options, etc.

August 2014, were as follows:

23,434 37,259 37,561


266,023 296,708 314,049
(242,588) (259,449) (276,487)
398,849 589,726 636,041

flow-oriented management. As at 1 September 2012, 31


August 2013 and 2014, the Group maintained a position where

27

the value of cash and cash equivalents exceeded interest-bear-

invested mainly in fixed interest rate-bearing instruments with

ing borrowings.

minimal credit risk.

As at 31 August 2014, the Group is not subject to any exter-

nally imposed capital requirement.

The Group entered into foreign currency forward contracts to

hedge risk arising from fluctuations in foreign currency exchange


rates and did not conduct any speculative trading in derivatives.

(2) Significant Accounting Policies


See Note 3. Significant Accounting Policies for significant

(5) Market Risk Management

accounting policies regarding standards for recognizing finan-

The Group conducts its business on a global scale, and is

cial assets, financial liabilities, equity financial instruments, as

therefore exposed to the price fluctuation risk of currencies and

well as the fundamentals of measurement and recognition of

equity financial instruments.

profit or loss.

(i) Foreign currency risk


1) Foreign currency risk management

(3) Categories of Financial Instruments

The Group conducts its business on a global scale, and is

Millions of yen
As at 1
September
As at 31
As at 31
2012
August 2013 August 2014

Financial assets
Loans and receivables
Trade and other receivables
Other current financial assets
Other non-current financial
assets
Available-for-sale investments
Derivatives
Financial assets at fair value
through profit or loss
(FVTPL)
Foreign currency forward
contracts designated as
hedging instruments

exposed to foreign currency risk in relation to purchases and


sales transactions and financing denominated in currencies
other than the local currencies of those countries in which the
Group operates its business.

22,607
1,672

Financial liabilities
Financial liabilities at amortized cost
Trade and other payables
Other current financial
liabilities
Other non-current financial
liabilities
Derivatives
Financial liabilities at FVTPL
Foreign currency forward
contracts designated as
hedging instruments

56,757
354

37,933 47,428
2,461
9,119
63,141
467

70,842
450

In regard to operating obligations denominated in foreign


currencies, the Group in principle hedges risk by using foreign
currency forward contracts and other instruments for foreign
currency risk assessed on a semi-annual basis.
For imports, the Group endeavors to stabilize purchasing
costs by concluding foreign currency forward contracts and

21

standardizing import exchange rates. If the yen should weaken


significantly against the US dollar in the future and this situa-

114,011

99,103

tion continued for an extended period, it could have a negative


impact on the Groups performance.
The Group identifies concentration of risk in regard to foreign currency forward contracts.

89,158

153,364

185,119

9,405

9,450

12,696

16,551

30,077

27,604

144

369

140

The Groups notional amount of foreign currency forward


contracts was 855,103 million yen as at 31 August 2014.
2) Foreign currency sensitivity analysis
Below is an analysis of the impact an 1% increase in the yen
against the Euro (EUR) and the United States dollar ($)
would have on the Groups profit for the year and other comprehensive income on the respective reporting periods.

22,481

871

No items in the above categories are included in discontinued operations or disposal group held-for-sale. Also, there are
no financial assets or liabilities valued using the fair value option
to measure fair value.
On the consolidated statement of financial position, available-for-sale investments are included under non-current
financial assets.
(4) Financial Risk Management
In relation to the cash management, the Group seeks to ensure
effective utilization of group funds through the Groups Cash

These calculations assume no changes in the value of other


foreign currencies not included herein.
Average exchange rate (Yen)
$
EUR
Impact on profit for the year
(Millions of yen)
$
EUR
Impact on other comprehensive income (Millions of yen)
$
EUR

Year ended 31
August 2013

Year ended 31
August 2014

89.83
117.30

101.54
138.20

(430)
(48)

(613)
(42)

(9,820)
(8)

(8,933)
(5)

Management Service (CMS). The Group obtained credit facilities from financial institutions. Any temporary surplus funds are

28

3) Currency derivatives and hedges

Fluctuations in the fair value of derivative transactions des-

The Group uses foreign currency forward contract transactions

ignated as cash flow hedges are recognized as other compre-

to hedge against the risk of future fluctuations in exchange rates

hensive income, and included in other components of equity,

in regard to foreign currency transactions and applies hedge

and are reclassified to profit or loss at the time net profit is rec-

accounting to transactions that meet hedge requirements, and

ognized on the hedged item.

did not conduct any speculative trading in derivatives.

The gain/(loss) on derivative transactions (after tax effects)


projected to be reclassified to profit or loss within one year was

Cash flow hedges

54,154 million yen (gain) as at 31 August 2014, and 59,973 mil-

A cash flow hedge is a hedge for avoiding risk of volatility in future

lion yen (gain) as at 31 August 2013.

cash flows. The Company uses foreign currency forward contracts


to hedge cash flow fluctuations relating to planned transactions.

1. D
 erivative transactions of which hedge accounting is not applied
Foreign currencies
Average exchange rates
(Millions of respective currency)
Contract principal (Millions of yen)
Fair value (Millions of yen)
1 September 31 August 31 August 1 September 31 August 31 August 1 September 31 August 31 August 1 September 31 August 31 August
2012
2013
2014
2012
2013
2014
2012
2013
2014
2012
2013
2014

Foreign currency forward contracts


Within 1 year
0.78
0.76
0.71
Buy USD
(sell EUR)
(/$)
(/$)
(/$)
1.27

Buy USD
(sell SGD)
(SG$/$)
(SG$/$)
(SG$/$)
1,145.00 1,135.84 1,056.10
Buy USD
(sell KRW)
(KRW/$) (KRW/$) (KRW/$)
30.01
29.98
30.05
Buy USD
(sell TWD)
(TWD/$) (TWD/$) (TWD/$)
31.80

32.99
Buy USD
(sell THB)
(THB/$)
(THB/$)
(THB/$)

1.08
Buy USD
(sell AUD)
(AUD/$) (AUD/$) (AUD/$)

12,230.00
Buy USD
(sell IDR)
(IDR/$)
(IDR/$)
(IDR/$)

33

63

2,510

6,317

535

(66)

46

20

23

1,851

(39)

118

290

9,363

29,217

364

(35)

(414)

(6)

20

33

34

1,604

3,293

3,634

(2)

(10)

18

45

1,447

4,672

(6)

(116)

879

682

(6)

2. Derivative transactions of which hedge accounting is applied


Foreign currencies
Average exchange rates
(Millions of respective currency)
Contract principal (Millions of yen)
Fair value (Millions of yen)
1 September 31 August 31 August 1 September 31 August 31 August 1 September 31 August 31 August 1 September 31 August 31 August
2012
2013
2014
2012
2013
2014
2012
2013
2014
2012
2013
2014

Foreign currency forward contracts


Over 1 year
80.89
89.40
93.59
Buy USD
(sell JPY)
(/$)
(/$)
(/$)
Within 1 year
79.89
81.34
88.08
Buy USD
(sell JPY)
(/$)
(/$)
(/$)

0.73
Buy USD
(sell EUR)
(/$)
(/$)
(/$)

1.26
Buy USD
(sell SGD)
(SG$/$)
(SG$/$)
(SG$/$)

1,087.34
Buy USD
(sell KRW)
(KRW/$) (KRW/$) (KRW/$)

131.34
136.55
Buy EUR
(sell JPY)
(/)
(/)
(/)

29

4,326

6,139

5,229

349,719 548,859 489,422 (12,931)

54,038

44,077

3,341

4,139

3,538

269,790

336,701

311,645

(9,549)

59,982

54,647

104

10,402

378

49

5,129

(32)

247

27,152

(827)

893

587

(8)

(12)

(ii) Interest rate risk management

Trade receivables encompass many customers spanning a

The Groups interest-bearing borrowings are mainly loans with

wide range of industries and geographic regions. The Group

variable interest rates, but the Group maintains positions in

conducts regular credit checks of the companies it does busi-

cash and cash equivalents that exceed the outstanding bal-

ness with, and when necessary takes appropriate protective

ance of its interest-bearing borrowings.

measures, such as requiring collateral.

At present, the impact of interest payments on the Group is

The Group does not have excessively concentrated credit

quite small. Consequently, the Groups current level of interest-

risk exposure to any single company or corporate group.

rate risk is minor, and the Group has not performed any inter-

As for deposits and guarantees, the Group mitigates risk

est rate sensitivity analysis.

by conducting regular monitoring of the companies with which

(iii) Price risk management in equity instruments

it does business for early detection of any worsening of their

The Group is exposed to the risk of price volatility in equity

financial health.

financial instruments. The Group holds no equity financial

(i) Financial assets and other credit risk exposure

instruments for short-term trading purposes.

Except for the items listed below, the carrying amounts after

The Group makes regular periodic checks of the market

adjustment for impairment shown in the consolidated financial

value of the equity financial instruments it holds, as well as the

statements represent the Groups maximum exposure to credit

financial health of the issuers.

risk before consideration of collateral assets.


Millions of yen
Maximum credit risk

(6) Credit Risk Management

As at 1
September
As at 31
As at 31
2012
August 2013 August 2014

When the Group initiates ongoing transactions where receivables will be generated on an ongoing basis, the finance
department manages the Groups risk exposure by setting
credit limits and credit periods, as needed.

Guaranteed liabilities

12

The Company holds no properties or other credit enhancement as collateral for exposure to the credit risk described above.

(ii) Impaired or past-due financial assets


Below is an age analysis of financial assets whose due date had not passed as at each reporting date, and financial assets that
are overdue whereof no asset impairment was recognized.
Millions of yen

Balances as at 1 September 2012


Trade and other receivables (total)
Allowance for doubtful accounts
Trade and other receivables (net)
Other financial assets (total)
Allowance for doubtful accounts
Other financial assets (net)
Balances as at 31 August 2013
Trade and other receivables (total)
Allowance for doubtful accounts
Trade and other receivables (net)
Other financial assets (total)
Allowance for doubtful accounts
Other financial assets (net)
Balances as at 31 August 2014
Trade and other receivables (total)
Allowance for doubtful accounts
Trade and other receivables (net)
Other financial assets (total)
Allowance for doubtful accounts
Other financial assets (net)

Total

Within due date

Within 90 days

Overdue amounts
91 days to 1 year

Over 1 year

22,875
(268)
22,607
59,621
(837)
58,784

21,760
(146)
21,613
59,588
(824)
58,764

856
(84)
772

138
(6)
131
1

120
(30)
90
30
(13)
16

38,421
(488)
37,933
66,148
(78)
66,069

36,463
(269)
36,194
66,145
(78)
66,066

1,630
(28)
1,601

73
(14)
58

254
(175)
79
3

47,940
(511)
47,428
80,490
(76)
80,413

45,688
(255)
45,432
80,410
(76)
80,333

1,617
(7)
1,610
13

13

230
(17)
213
31

31

403
(231)
172
34

34

30

The Group does not hold any collateral or other credit

(7) Liquidity Risk Management

enhancements on the above financial assets.

The Group manages liquidity risk by formulating and revising its

When the Group recognizes impairment of a financial asset,

funding plans on a timely basis and maintains an appropriate

it does not subtract the value of the impairment directly from

level of liquidity on hand.

the carrying amount. Rather, this is recorded as an allowance

The ultimate responsibility for management of liquidity risk

for doubtful accounts.

lies with the CFO appointed by the Board of Directors. The

The main factors increasing/decreasing the Groups allow-

finance department, under the direction of the CFO, performs

ances for doubtful accounts were as follows:

the day-to-day aspects of liquidity risk management by main-

Millions of yen
Allowance
Allowance
for doubtfor doubtful accounts ful accounts
(current)
(non-current)

Balances as at 1 September
2012
Provision for the year
Decrease (intended purposes)
Others
Balances as at 31 August
2013
Provision for the year
Decrease (intended purposes)
Others
Balances as at 31 August
2014

taining appropriate levels of surplus funds and bank loans, and


by monitoring budgets and cash flows.
Total

268
415
(54)
(141)

837
78

(837)

1,105
494
(54)
(978)

488
216
(55)
(137)

78
76

(78)

567
292
(55)
(215)

511

76

588

Where recoverability is uncertain, the Group conducts ongo-

ing monitoring of the credit status of companies with which it


does business, including receivables whose maturity date has
been changed.
Based on the credit facts uncovered by this monitoring, the
Group assess the recoverability of trade receivables, etc., and
makes provisions accordingly, in the form of allowances for
doubtful accounts.
In addition, because the Group does business on a worldwide scale and its credit risk is distributed, it is not overly reliant
on any specific counterparty and faces minimal exposure to the
impact of chain-reaction credit risk due to the worsening of the
credit conditions of any given counterparty.
Consequently, there is no need to record additional allowances for doubtful accounts based on credit risk concentration.

31

Carrying
amount

As at 1 September 2012
Non-derivative financial liabilities
Trade and other payables
Long-term borrowings
(excluding current portion)
Current portion of long-term
borrowings
Short-term borrowings
Long-term finance lease obligations
Short-term finance lease obligations
Derivative financial liabilities
Foreign currency forward contracts
Total
As at 31 August 2013
Non-derivative financial liabilities
Trade and other payables
Long-term borrowings
(excluding current portion)
Current portion of long-term
borrowings
Short-term borrowings
Long-term finance lease obligations
Short-term finance lease obligations
Derivative financial liabilities
Foreign currency forward contracts
Total
As at 31 August 2014
Non-derivative financial liabilities
Trade and other payables
Long-term borrowings
(excluding current portion)
Current portion of long-term
borrowings
Short-term borrowings
Long-term finance lease obligations
Short-term finance lease obligations
Derivative financial liabilities
Foreign currency forward contracts
Total

Contractual
cash flows

Less than 1
year

89,158 89,158 89,158

Millions of yen
More than
2 years but
within 3
1 to 2 years
years

More than
3 years but
within 4
years

More than
4 years but
within 5
years
Over 5 years

9,129

9,129

2,796

2,766

2,766

800

3,410
2,505
5,415
2,973

3,410
2,505
5,415
2,973

3,410
2,505

2,973

2,448

1,749

973

244

22,625
135,219

112,593

98,048

5,245

4,516

3,739

1,044

153,364

153,364

153,364

21,926

21,926

4,571

4,571

1,967

2,950

7,865

3,632
1,862
6,420
3,417

3,632
1,862
6,420
3,417

3,632
1,862

3,417

2,735

1,971

1,255

457

190,624

190,624

162,276

7,307

6,543

3,222

3,408

7,865

185,119

185,119

185,119

18,295

18,295

4,809

2,074

3,112

4,149

4,149

4,809
2,857
7,705
3,894

4,809
2,857
7,705
3,894

4,809
2,857

3,894

3,140

2,429

1,634

500

1,012
223,693

222,680

196,680

7,950

4,504

4,746

4,649

4,149

Note: Guaranteed obligations are not included in the above, as the probability of having to act on those guarantees is remote.

(8) Fair Value of Financial Instruments

Short-term borrowings
Long-term borrowings*
Lease obligations*
Total

As at 1 September 2012
Carrying
amounts
Fair value

Millions of yen
As at 31 August 2013
Carrying
amounts
Fair value

As at 31 August 2014
Carrying
amounts
Fair value

2,505
12,540
8,389
23,434

1,862
25,559
9,837
37,259

2,857
23,104
11,599
37,561

2,505
12,316
8,191
23,013

1,862
24,581
9,637
36,081

2,857
22,065
11,379
36,302

* The above includes the outstanding balance of borrowings due within 1 year.
The fair value of short-term financial assets, short-term financial liabilities, long-term financial assets and long-term financial liabilities, which are measured
by amortized cost, approximates carrying amounts.
The fair value of long-term borrowings and lease obligations are classified by term, and are calculated on the basis of the current value applying a discount
rate that takes into account time remaining to maturity and credit risk.

32

(9) Fair Value Hierarchy of Financial Instruments


All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the
fair value hierarchy described as follows, based on the lowest level input that is significant to the fair value measurement
as a whole:
Level 1 based on quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 based on valuation techniques for which the lowest

As at 31 August 2014

Available-for-sale
financial assets
Financial liabilities at
FVTPL
Foreign currency
forward contracts
designated as
hedging instruments
Net amount

Level 1

Millions of yen
Level 2
Level 3

Total

243

207

450

(118)

(118)

243

98,231
98,112

207

98,231
98,563

level input that is significant to the fair value measure-

ment is observable, either directly or indirectly

which a market value is available, we use a valuation model that

For the valuation of level 2 derivative financial instruments for

Level 3 based on valuation techniques for which the lowest

uses observable data on the measurement date as indicators

level input that is significant to the fair value measure-

such as interest rates, yield curves, currency rates and volatility

ment is unobservable

in comparable instruments.

The following tables illustrate the fair value measurement

Non-listed shares are included in level 3. The amount of

hierarchy of the Groups financial instruments:

gains recognized from level 3 items during the year ended 31

As at 1 September 2012

Millions of yen
Level 2
Level 3

Level 1

Available-for-sale
financial assets
Financial liabilities at
FVTPL
Foreign currency
forward contracts
designated as
hedging instruments
Net amount
As at 31 August 2013

147

207

354

(144)

(144)

147

(22,481)
(22,625)

207

(22,481)
(22,270)

Millions of yen
Level 2
Level 3

Level 1

Available-for-sale
financial assets
Financial liabilities at
FVTPL
Foreign currency
forward contracts
designated as
hedging instruments
Net amount

Total

Total

247

219

467

(369)

(369)

August 2013 was 13 million yen and included in other income


on the consolidated statements of profit or loss. There is no
significant increase or decrease in level 3 items through purchase, disposal or settlement. Also, there is no transfer from
level 3 to level 2.

29 Related Party Disclosures


Remuneration of key management personnel

Remuneration of the Groups key management personnel is

as below:
Millions of yen
Year ended 31
Year ended 31
August 2013
August 2014

Short-term employee benefits


Total

247

114,011
113,641

219

114,011
114,108

518
518

364
364

Transactions with officers and major shareholders (individuals only), etc. of the reporting entity submitting these consolidated financial statements

Year ended 31 August 2013 (from 1 September 2012 to 31 August 2013)


Business
Name of
Capital
details or
Category company or Location stock or
individual
investment profession

Officer

Toru
Murayama

Nonexecutive
Director

Percentage
Relationship
of shares
with related
with voting
parties
rights (%)

Direct
0.00

Details of transaction

Consulting and advisory


Outsourcing agreements about training
of management personnel

Amount of
transaction
(Millions of yen)

Account

Balance at 31
August 2013
(Millions of yen)

11

Other
current
liabilities

Amount of
transaction
(Millions of yen)

Account

Balance at 31
August 2014
(Millions of yen)

18

Other
current
liabilities

Notes: 1. Transactions subject to consumption taxes are recorded at amounts exclusive of consumption taxes.

2. Terms of transactions and policy for the terms
Transaction amounts were determined based on the negotiation with the related party considering market prices.

Year ended 31 August 2014 (from 1 September 2013 to 31 August 2014)


Business
Name of
Capital
details or
Category company or Location stock or
individual
investment profession

Officer

Toru
Murayama

Nonexecutive
Director

Percentage
Relationship
of shares
with related
with voting
parties
rights (%)

Direct
0.00

Details of transaction

Consulting and advisory


Outsourcing agreements about training
of management personnel

Notes: 1. Transactions subject to consumption taxes are recorded at amounts exclusive of consumption taxes.

2. Terms of transactions and policy for the terms
Transaction amounts were determined based on the negotiation with the related party considering market prices.

33

Year ended 31 August 2014

30 Major Subsidiaries

The Issue of Stock-based Compensation Stock Options (Share

The Groups major subsidiaries are as listed in Corporate

Subscription Rights)

Profile 3. Subsidiaries and Associates.

Based on Articles 236, 238 and 240 of the Companies


Act and on the decision taken by the Board of Directors at
its meeting held on 9 October 2014, the Company decided

31 Commitments

to issue share subscription rights as stock-based compen-

The Group had the following commitments at each reporting date:


As at 1
September
2012

Commitment for the acquisition of property, plant and


equipment
Commitment for acquisition of
intangible assets
Total

Millions of yen
As at 31
August
2013

As at 31
August
2014

sation stock options for the purpose of rewarding employees


of the Company and its subsidiaries for their contribution to
the Groups profit. By linking the Companys stock price more
closely to the benefits received by highly productive personnel, the share subscription rights program is designed both to

5,587

8,409

5,487

745
6,333

1,603
10,013

373
5,861

boost staff morale and their motivation to improve group performance and to boost shareholder value by strengthening
business development with a focus on shareholder return.
Please see Stock Information and Dividend Policy 1. Stock
Information (9) Stock Options Program for details.

32 Contingent Liabilities
34

Amount of guaranteed obligations


As at each reporting date, the Group has provided the following guarantees on loans payable to financial institutions by
employees benefit society.
Millions of yen
As at 31
As at 1
August
September
2013
2012

Employees Benefit Society:


Fast Retailing Mutual Aid
Society
Total

First-Time Adoption of IFRS


(1) IFRS First-Time Adoption

The consolidated financial statements are the first consolidated


financial statements that the Group has prepared in accordance
with IFRS. The accounting policies stated in 3. Significant

As at 31
August
2014

Accounting Policies have been applied in the preparation of


the consolidated financial statements for the years ended 31
August 2013 and 2014, and the consolidated statement of

12
12

8
8

7
7

financial position as at the Transition Date (1 September 2012).


(2) IFRS 1 Exemptions
Under IFRS, in principle an entity adopting IFRS for the first

33 Subsequent Events
Year ended 31 August 2013
The Issue of Stock-based Compensation Stock Options (Share
Subscription Rights)
Based on Articles 236, 238 and 240 of the Companies
Act and on the decision taken by the Board of Directors at
its meeting held on 10 October 2013, the Company decided
to issue share subscription rights as stock-based compensation stock options for the purpose of rewarding employees
of the Company and its subsidiaries for their contribution to
the Groups profit. By linking the Companys stock price more
closely to the benefits received by highly productive personnel, the share subscription rights program is designed both to
boost staff morale and their motivation to improve group performance and to boost shareholder value by strengthening
business development with a focus on shareholder return.
Please see Stock Information and Dividend Policy 1. Stock
Information (9) Stock Options Program for details.

time (first-time adopter) must apply the standards (IFRS) retrospectively. However, IFRS 1 sets out mandatory exceptions
and optional exemptions to certain requirements under IFRS.
Retained earnings and other components of equity as at the
IFRS transition date are adjusted for the effects of the application of these provisions. The Group has applied the following
exemptions in the transition from JGAAP to IFRS:
Business Combinations:
IFRS 3 Business Combinations may be applied either retrospectively or prospectively. If it is applied retrospectively, all
business combinations that occurred before the transition date
must be adjusted pursuant to IFRS 3. The Group has elected
not to apply IFRS 3 retrospectively to business combinations
undertaken before the Transition Date. As a result, the carrying
amount for goodwill arising from business combinations prior
to the Transition Date is the unadjusted amount determined
based on JGAAP.
Furthermore, an impairment test of the goodwill must be
conducted on the transition date irrespective of whether or
not there is any indication that the goodwill may be impaired.
Results of this test indicated that there was no impairment loss
34

of the goodwill was deemed necessary.

non-controlling interests may not be applied retrospectively.

Exchange differences on translation of foreign operations:

The Company is applying these items prospectively from the

Under IFRS 1, a first-time adopter may either deem the cumu-

Transition Date.

lative exchange differences on translation of foreign operations


to be zero at the transition date or re-calculate the translation

(4) Explanation of Transition to IFRS

differences retrospectively back to the establishment or acqui-

In preparing the consolidated financial statements in accor-

sition of the subsidiaries. The Company has elected to deem

dance with IFRS, the Group has adjusted the amounts shown

the cumulative exchange differences on translation of foreign

on the consolidated financial statements which were prepared

operations to be zero at the Transition Date.

in accordance with JGAAP.


The effects of the transition from JGAAP to IFRS on the

(3) IFRS 1 Mandatory Exceptions

Groups consolidated financial position, results of operations,

Under IFRS 1, accounting estimates, derecognition of finan-

and cash flow are shown below:

cial assets and financial liabilities, hedge accounting, and

(i) Reconciliation of consolidated statement of financial position as at 1 September 2012 (Transition Date)
Presentation under JGAAP
(Millions of yen)

ASSETS
Current assets
Cash and deposits
Notes and accounts receivable
trade
Short-term investment
securities

Inventories
Deferred tax assets (Current)
Income taxes receivable
Others
Allowance for doubtful
accounts
Total current assets
Non-current assets
Property, plant and equipment
Total property, plant and
equipment
Intangible assets
Goodwill
Others
Total intangible assets
Investments and other assets
Investment securities

Deferred tax assets


(Non-current)

Lease and guarantee deposits


Advances to developer
Others
Allowance for doubtful
accounts
Total investments and other
assets
Total non-current assets
Total assets
35

Reclassification

Differences in
recognition and
measurement

(Millions of yen)

(Millions of yen)

Presentation under IFRS


(Millions of yen)

Notes

ASSETS
Current assets
Cash and cash equivalents

132,238

133,781

266,023

19,920

2,686

22,607

133,788

(133,788)

98,963
16,987
10,628
12,256

1,672

(16,987)

(4,620)

1,528

(344)

1,672
100,491

10,628
7,291

(268)

268

424,516

(16,987)

1,186

408,715

69,222

1,331

70,554

15,992
22,224
38,216

(60)
(60)

5,035
5,035

15,992
27,199
43,191

354

(354)
58,222

(1,109)

57,112

4,057

(4,057)

42,883
14,232
2,456

21,045
(42,883)
(14,232)
(1,529)

1,742

1,109

22,787

2,036

Deferred tax assets

Others

(837)

837

63,146

17,048

1,741

81,936

170,586
595,102

16,987

8,108
9,295

195,682
604,397

Trade and other receivables

Other current financial assets


Inventories

Income taxes receivable


Others

Total current assets


Non-current assets
Property, plant and equipment

Goodwill
Other intangible assets
Intangible assets

Non-current financial assets

Total non-current assets


Total assets

Presentation under JGAAP


(Millions of yen)

LIABILITIES
Current liabilities
Notes and accounts payable
trade
Short-term loans payable
Current portion of long-term
loans payable
Forward exchange contracts

Income taxes payable


Provisions
Deferred tax liabilities (Current)
Others
Total current liabilities
Non-current liabilities
Long-term loans payable

Provisions
Deferred tax liabilities
(Non-current)
Others
Total non-current liabilities
Total liabilities
NET ASSETS
Stockholders equity
Capital stock
Capital surplus
Retained earnings
Treasury stock, at cost
Total stockholders equity
Accumulated other comprehensive income
Total accumulated other
comprehensive income

Reclassification

Differences in
recognition and
measurement

(Millions of yen)

(Millions of yen)

Presentation under IFRS


(Millions of yen)

Notes

LIABILITIES
Current liabilities
71,142

18,015

89,158

Trade and other payables

2,505

(2,505)

3,410

(3,410)

22,625

27,738
8,430
33
37,491
173,378

(22,625)
22,625
9,158
655
1,359
(33)
(23,273)
(33)

247

2,001
2,249

22,625
9,405
28,394
9,789

16,219
175,594

9,129

64

(9,129)
16,551
4,103

16,551
4,167

2,553

33

1,398

3,985

15,084
26,831
200,210

(11,525)
33

1,691
3,089
5,338

5,250
29,954
205,548

10,273
5,541
419,093
(16,003)
418,905

755

(14,538)

10,273
6,296
404,554
(16,003)

(32,160)

18,495

(13,665)

386,745

755

3,956

391,456

Share subscription rights


Minority interests
Total net assets
Total liabilities and net assets

755
7,392
394,892
595,102

(755)

3,956
9,295

7,392
398,849
604,397

Derivative financial liabilities


Other current financial liabilities
Income taxes payable
2
Provisions
1

2, 7
Others
Total current liabilities
Non-current liabilities

Non-current financial liabilities


2
Provisions (Non-current)

3
8

5, 6

Deferred tax liabilities


Others
Total non-current liabilities
Total liabilities
EQUITY
Capital stock
Capital surplus
Retained earnings
Treasury stock, at cost

Other components of equity


Equity attributable to owners of
the parent

Non-controlling interests
Total equity
Total liabilities and equity

36

Notes to Reconciliation as at 1 September 2012 (Transition Date)

7. Adjustment for accruals for employees unused accumulat-

Reclassifications

ing paid holiday

Reclassifications have been made in connection with changes

Under JGAAP, the Group was not required to account for

in the presentation of the consolidated statement of financial

accruals for employees unused accumulating paid holiday;

position, consolidated statement of profit or loss, and consoli-

this is recognized as a liability under IFRS and this adjustment

dated statement of comprehensive income for the transition to

is reflected in retained earnings.

IFRS but these do not affect retained earnings. The reclassifi-

8. Adjustments to retained earnings


Millions of yen
1 September 2012

cations consist mainly of the following:


1. All deferred tax assets and deferred tax liabilities have been
reclassified as non-current assets and non-current liabilities.
2. Under JGAAP, asset retirement obligations were recorded in
Others, but because they are treated as provisions under
IFRS, they are included in the provisions for current liabilities and non-current liabilities in accordance with the oneyear rule.
3. Under JGAAP, share-based payments are stated as an item
under net assets, but under IFRS they are included within
capital surplus.
Differences in recognition and measurement
4. Adjustment to amortization of trademarks
Under JGAAP, trademarks were amortized over the life of the
trademark registration, but under IFRS the amortization costs
recognized since the acquisition date on trademarks with
an indefinite useful life are retrospectively reversed, and this
adjustment is reflected in retained earnings.
5. Adjustment to exchange differences on monetary financial
instruments denominated in foreign currencies
Under JGAAP, foreign exchange translation differences on
monetary financial instruments denominated in foreign currencies are recorded as unrealized gains or losses on available-for-sale securities under net assets. Under IFRS, these
exchange differences are treated as foreign exchange gains or
losses, and this adjustment is reflected in retained earnings.
6. Adjustment to other components of equity
The Group has elected to adopt the exemption provided in
IFRS 1 and has reclassified the balance of cumulative translation differences associated with foreign subsidiaries as retained
earnings as of the Transition Date, 1 September 2012.

37

4. Adjustment to amortization of trademarks


5. Adjustment to exchange differences on
monetary financial instruments denominated in foreign currencies
6. Adjustment to other components of
equity
7. Adjustment for accruals for employees
unused accumulating paid holiday
Others
Adjustments to retained earnings

5,004

(16,958)
(1,193)
(1,202)
(189)
(14,538)

(ii) Reconciliation of consolidated statement of financial position as at 31 August 2013


Presentation under JGAAP
(Millions of yen)

ASSETS
Current assets
Cash and deposits
Notes and accounts receivable
Trade
Short-term investment
securities

Inventories
Deferred tax assets (Current)
Forward exchange contracts

Income taxes receivable


Others
Allowance for doubtful
accounts
Total current assets
Non-current assets
Property, plant and equipment
Total property, plant and
equipment
Intangible fixed assets
Goodwill
Others
Total intangible assets
Investments and other assets
Investment securities

Deferred tax assets


(Non-current)

Lease and guarantee deposits


Advances to developer
Others
Allowance for doubtful
accounts
Total investments and other
assets
Total non-current assets
Total assets

Reclassification

Differences in
recognition and
measurement

(Millions of yen)

(Millions of yen)

Presentation under IFRS


(Millions of yen)

Notes

ASSETS
Current assets
Cash and cash equivalents

147,429

148,161

1,117

296,708

34,187

3,793

(47)

37,933

148,215

(148,215)

166,654
4,002
113,641

8,980
17,486

2,461

(4,002)
(113,641)
113,641

(6,689)

866

(506)

2,461
167,521

113,641
8,980
10,291

(488)

488

640,109

(4,002)

1,430

637,537

90,405

980

91,385

31,691
46,423
78,115

(603)
(603)

5,324
7,018
12,343

37,016
52,838
89,854

470

(470)
66,151

(2,543)

63,608

9,498

(9,498)

47,997
15,280
4,002

13,500
(47,997)
(15,280)
(1,878)

1,966

1,229

15,467

3,353

Deferred tax assets

Others

(78)

78

77,170

4,606

653

82,430

245,690
885,800

4,002

13,977
15,407

263,670
901,208

Trade and other receivables

Other current financial assets


Inventories

Derivative financial assets


Income taxes receivable
Others

Total current assets


Non-current assets
Property, plant and equipment

5
6

Goodwill
Other intangible assets
Intangible assets

Non-current financial assets

Total non-current assets


Total assets

38

Presentation under JGAAP


(Millions of yen)

LIABILITIES
Current liabilities
Notes and accounts payable
trade
Short-term loans payable
Current portion of long-term
loans payable

Income taxes payable


Provisions
Deferred tax liabilities (Current)
Others
Total current liabilities
Non-current liabilities
Long-term loans payable

Provisions
Deferred tax liabilities
(Non-current)
Others
Total non-current liabilities
Total liabilities
NET ASSETS
Stockholders equity
Capital stock
Capital surplus
Retained earnings
Treasury stock, at cost
Total stockholders equity
Accumulated other comprehensive income
Total accumulated other
comprehensive income

39

Reclassification

Differences in
recognition and
measurement

(Millions of yen)

(Millions of yen)

Presentation under IFRS


(Millions of yen)

Notes

LIABILITIES
Current liabilities
121,951

31,359

53

153,364

Trade and other payables

1,862

(1,862)

3,632

(3,632)

26,005
10,081
38,494
51,937
253,966

9,450
755
1,331
(38,494)
(37,401)
(38,494)

2,047
2,107

9,450
26,760
11,420

16,583
217,578

21,926

75

(21,926)
30,077
5,743

30,077
5,818

10,371

38,494

886

49,752

19,868
52,243
306,209

(13,894)
38,494

2,278
3,164
5,271

8,253
93,902
311,481

10,273
5,963
482,109
(15,851)
482,495

896

(362)

10,273
6,859
481,746
(15,851)

76,901

10,498

87,399

559,396

896

10,135

570,428

Share subscription rights


Minority interests
Total net assets
Total liabilities and net assets

1,170
19,024
579,591
885,800

(1,170)
274

10,135
15,407

19,298
589,726
901,208

Other current financial liabilities


Income taxes payable
2
Provisions
1

2, 10
Others
Total current liabilities
Non-current liabilities

Non-current financial liabilities


2
Provisions (Non-current)

3
11

7, 8, 9

Deferred tax liabilities


Others
Total non-current liabilities
Total liabilities
EQUITY
Capital stock
Capital surplus
Retained earnings
Treasury stock, at cost

Other components of equity


Equity attributable to owners of
the parent

Non-controlling interests
Total equity
Total liabilities and equity

(iii) Reconciliation of consolidated comprehensive income for the year ended 31 August 2013
Reclassification

Differences in
recognition and
measurement

(Millions of yen)

(Millions of yen)

(Millions of yen)

Notes

(32)
(1,166)
1,133

1,142,971
577,826
565,145

(4,913)

426,177

Revenue
Cost of sales
Gross profit
Selling, general and administrative
5, 6
expenses

(17,628)

(1,569)

(390)

(7,845)
3,921
8,781
(4,861)
14,098
633

128
134
6,041
8,171
5

14,207

155,732

(54,486)
6,218

48,268

(10)

48,257

14,217

107,474

(2,879)

90,377

2,879

14,217

104,595
2,879
107,474

9,455

(9,248)

207

17,078

2,384

19,462

85,538

(1,133)

84,405

112,072

(7,997)

104,075

205,329

6,221

211,550

Presentation under JGAAP


(Millions of yen)

Net sales
1,143,003
Cost of sales
578,992
Gross profit
564,011
Selling, general and administrative
431,091
expenses
Operating profit
132,920
Non-operating income
Total non-operating income
17,628
Non-operating expenses
Total non-operating expenses
1,569
Extraordinary income
Total extraordinary income
390
Extraordinary loss
Total extraordinary loss
7,845

Income before income taxes


141,525
and minority interests
Income taxes current
54,486
Income taxes deferred
(6,218)
Total income taxes
48,268

Income before minority


93,256
interests
Minority interests
2,879
Net income

Other comprehensive income


Unrealized gains or losses on
available-for-sale securities
Foreign currency translation
adjustment
Deferred gains or losses on
hedges
Total other comprehensive
income
Total comprehensive income
for the year

Presentation under IFRS

4
4,050
4
8,916
4
134,101
4
22,269 4, 7, 8
638
4

Other income
Other expenses
Operating profit
Finance income
Finance costs
Profit before income taxes

Income taxes
Profit for the year
Attributable to:
Owners of the parent
Non-controlling interests
Total
Net gain/(loss) on revaluation of
available-for-sale investments
Exchange differences on translation of foreign operations
Cash flow hedges
Other comprehensive income,
net of taxes
Total comprehensive income
for the year

Notes to Reconciliation for the year ended 31 August 2013

1. All deferred tax assets and deferred tax liabilities have been

Reclassification

reclassified as non-current assets and non-current liabilities.

The following reclassifications have been made in the presenta-

2. Under JGAAP, asset retirement obligations were recorded

tion of the consolidated statement of financial position, consol-

in Others, but because they are treated as provisions under

idated statement of profit or loss, and consolidated statement

IFRS, they are included in the provisions for current liabilities

of comprehensive income for the transition to IFRS and do not

and non-current liabilities in accordance with the one-year rule.

affect retained earnings. The reclassifications consist mainly of

3. Under JGAAP, share-based payments are stated as an item

the following:

under net assets, but under IFRS they are included within capital surplus.
40

4. Items stated under non-operating income, non-operat-

9. Adjustment to other components of equity

ing expenses, extraordinary income, and extraordinary loss

The Group has elected to adopt the exemption provided in

under JGAAP have been reclassified under IFRS; presented

IFRS 1 and has reclassified the balance of cumulative transla-

as finance income, finance costs, other costs, other income, or

tion differences associated with foreign subsidiaries as retained

selling, general and administrative expenses.

earnings as of the Transition Date.


10. Adjustment for accruals for employees unused accumu-

Differences in recognition and measurement

lating paid holiday

5. Adjustment to amortization of goodwill

Under JGAAP, the Group was not required to account for

Under JGAAP, goodwill was amortized over an estimated

accruals for employees unused accumulating paid holiday;

amortization period. Under IFRS, this amortization ceased on

this is recognized as a liability under IFRS and this adjustment

the Transition Date and this adjustment is reflected in retained

is reflected in retained earnings.

earnings.

11. Adjustments to retained earnings


Millions of yen
31 August 2013

6. Adjustment to amortization of trademarks


Under JGAAP, trademarks were amortized over the life of the
trademark registration, but under IFRS the amortization costs
recognized since the acquisition date on trademarks with
an indefinite useful life are retrospectively reversed, and this
adjustment is reflected in retained earnings.
7. Adjustment to exchange differences on monetary financial
instruments denominated in foreign currencies
Under JGAAP, foreign exchange translation differences on
monetary financial Instruments denominated in foreign currencies are recorded as unrealized gains or losses on available-for-sale securities under net assets. Under IFRS, these

5. Adjustment to amortization of goodwill


6. Adjustment to amortization of trademarks
7. Adjustment to exchange differences
on monetary financial instruments
denominated in foreign currencies
8. Adjustment to net investment in foreign
operations
9. Adjustment to other components of
equity
10. Adjustment for accruals for employees
unused accumulating paid holiday
Others
Adjustments to retained earnings

5,297
5,694

(7,710)
(1,069)
(1,193)
(1,301)
(80)
(362)

exchange differences are treated as foreign exchange gains or


losses, and this adjustment is reflected in retained earnings.

(iv) Disclosure of significant adjustments to the prior years con-

8. Adjustment to net investment in foreign operations

solidated statement of cash flows

Under JGAAP, exchange differences on loans to foreign sub-

There are no significant differences between the disclosed

sidiaries and branches that are determined to be an invest-

consolidated statement of cash flows under IFRS and the dis-

ment are treated as foreign exchange gains or losses. Under

closed consolidated statement of cash flows under JGAAP.

IFRS, these are treated as other components of equity and this


adjustment is reflected in retained earnings.

(2) Others
Quarterly information for the year ended 31 August 2014
(Cumulative)

Revenue (Millions of yen)


Quarterly income before income taxes and
minority interests (Millions of yen)
Quarterly net income (Millions of yen)
Earnings per share (Yen)

(Accounting period)

Quarterly earnings per share (Yen)

First quarter

Second quarter

Third quarter

Fiscal year

389,052

764,349

1,088,004

1,382,907

69,316
41,848
410.69

108,133
64,557
633.52

141,538
84,836
832.50

140,115
78,118
766.55

First quarter

Second quarter

Third quarter

Fourth quarter

410.69

222.84

198.98

(65.92)

Notes: 1. The quarterly information for the year ended 31 August 2014 was prepared in accordance with JGAAP.

2. The information for the year ended 31 August 2014 and for the three months ended 31 August 2014 (1 June 2014 to 31 August 2014) have not
been audited or reviewed pursuant to the provisions of Article 193-2-1 of the Financial Instruments and Exchange Act.

41

Independent Auditors Report

42

FAST RETAILING CO., LTD.

www.fastretailing.com

Midtown Tower, 9-7-1 Akasaka, Minato-ku, Tokyo, 107-6231 Japan


Telephone: +81-3-6862-9983

Facsimile: +81-3-6865-0076

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